Aptora Corporation Software License Agreement
Total Office Manager Enterprise Edition
The following states the license agreement that governs your use of the product Total Office Manager. You acknowledge and accept this agreement by proceeding with the purchase, use, installation, and or update of this computer software from disks, website, CD-ROM, flash drive, hard drive, or any other media or technique.
Please read carefully this license agreement before clicking the accept button below. Proceeding with the installation of this computer software indicates your acceptance of the terms of this license. If you do not agree with these terms, you should cancel the installation process and return the package and its contents to Aptora Corporation, within thirty (30) calendar days of your invoice date, and your money will be refunded for the software. You will be required to complete and sign a software return form. No refunds will be given after thirty days. See Returns and Refunds for more information.
Aptora Corporation provides the computer software program(s) and documentation (printed manuals, guides, bulletins, and/or online Help) contained in the package and any modifications, updates, revisions, or enhancements received by you from Aptora Corporation or its dealers (hereafter referred to as “Program”) and licenses its use under the terms below.
You are granted a nontransferable license to use the Program under the terms stated in this Agreement for personal use in your business or profession and for which the Program is designed to operate. Title and ownership of the Program and of the copyright in the Program remain with Aptora Corporation.
You may not make copies, translations, or modifications of or to the Program, except you may copy the Program into a machine-readable or printed form for backup purposes in support of your use of the Program. You must reproduce the copyright notice on any copy of the Program or portion of the Program merged into another program. All copies of the Program and any portion of the Program merged into or used in conjunction with another program are and will continue to be the property of Aptora Corporation and subject to the terms and conditions of this Agreement.
You may not assign, sell, distribute, lease, rent, sublicense, loan, or transfer the Program or this license or disclose the Program to any other person. You may not web-enable the Program or sell, distribute, lease, rent, sublicense, or otherwise offer access to or use of, the Program via the Internet or via any other network which available to or accessible by third parties. You may not reverse-engineer, disassemble, or decompile the Program or otherwise attempt to discover the source code or structural framework of the Program.
This license terminates if you fail to comply with any provision of this Agreement. You agree upon termination to destroy the Program, together with all copies, modifications, and merged portions in any form, including any copy in your computer memory or on a hard disk.
Concurrent User Licensing
You are purchasing the Product under the Concurrent User License model. Your invoice(s) will state how many user licenses you have purchased. You may purchase additional licenses as needed. License fees are non refundable.
Concurrent User Definition
A software license that is based on the number of simultaneous users or devices accessing the Program. For example, in a five-user concurrent use license, after five users or devices are logged on to the Program, the sixth user is prohibited. One user logging in from two devices is considered two users. You can log into the software multiple times, from the same computer, under the same username, and be counted as one user license.
You are are purchasing the Product for use at a single location. A location is defined as a single mailing address or, if multiple mailing addresses, the buildings must be attached. Your invoice(s) will state how many locations you have purchased. You may purchase additional locations as needed. Location fees are non refundable.
No Warranty; Limitations of Liability
Licensee Responsible For Installation and Use
YOU ASSUME RESPONSIBILITY IN SELECTING THE SOFTWARE FOR ACHIEVING YOUR INTENDED OR DESIRED RESULTS, AND FOR THE PROPER INSTALLATION, USE, AND RESULTS OBTAINED FROM THE SOFTWARE.
No Warranty; Liability of Aptora Corporation
THE SOFTWARE IS PROVIDED BY APTORA CORPORATION, “AS IS,” WITHOUT ANY WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE LIES WITH YOU.
APTORA CORPORATION DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE LIES WITH YOU.
IN NO EVENT WILL APTORA CORPORATION BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, LOST FILES, BUSINESS INTERRUPTION, OR ANY OTHER SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATED TO THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF APTORA CORPORATION HAS BEEN ADVISED OF THE POTENTIAL FOR SUCH DAMAGES.
SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, OR THE EXCLUSION OR LIMITATION OF INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES, SO THESE LIMITATIONS MAY NOT APPLY TO YOU.
THE ENTIRE LIABILITY OF APTORA CORPORATION AND YOUR ENTIRE REMEDY IN RESPECT TO THE SOFTWARE, SHALL, AT THE OPTION OF APTORA CORPORATION, BE EITHER TO REPLACE THE SOFTWARE OR TO OBTAIN A REFUND OF THE PURCHASE PRICE THAT YOU PAID FOR THE SOFTWARE.
Disclaimer Regarding Interactive Services
Certain interactive services available through the Software allow you to connect with other parties. Aptora Corporation cannot control the actions of those parties or the security of information sent to those parties using the Software. Aptora Corporation must rely on information received from third parties in performing certain services, and are not responsible for errors in the information Aptora Corporation receives. Matters relating to credit transactions, such as charge backs of credit card charges, are the responsibility of the institution that handles your account.
You acknowledge and agree that the Software is subject to U.S. Export restrictions. You agree and certify that neither the Software nor any direct product thereof is being or will be acquired, shipped, transferred or exported, directly or indirectly outside the United States or Canada or will be used for any purpose prohibited by U.S. Export restrictions; provided, however, U.S. citizens and U.S. permanent resident aliens may travel to countries not prohibited by these restrictions with the Software when it is installed on their personal computer and not otherwise used or transferred in violation of the U.S. Export restrictions.
Limited Transfer of Ownership
You may include Total Office Manager as part of a business sale. Ownership of Total Office Manager will transfer from you (the original owner) to the new owner (buyer of your business). You (the seller) must have a current and valid support plan and you must be current on all payments. The new owner will be required to purchase adequate product training. The new owner will be subject to the same terms and conditions of the original sale as well as this EULA. No other transfer rights are allowed including, but not limited to, selling the software, giving it away, or otherwise distributing it.
General Terms of Support
Aptora Corporation will support the current version of this software and any previous versions that Aptora Corporation elects to support. However, due to the constantly changing environment of personal computer technology, and Internet technology, previous versions may become inoperable or incompatible with current operating systems, hardware, Aptora Corporation Services, third party interactive services or other technologies. For you to continue to operate successfully, it may be necessary to purchase an upgrade. Support requires purchase of a support option, as outlined in the package or on our website. Aptora Corporation is not obligated to provide updates or any form of support to those with a past due account. If a payment dispute arises, you may not be able to access your data or use the Software until that dispute is resolved.
Aptora Corporation will provide software support and basic bookkeeping advice to a well-qualified bookkeeping professional. Training is not included. Aptora Corporation may limit support to one incident per day or one hour per day, per company. Callers will generally be asked to leave a message. Call back times are typically less than one hour but may take up to four business hours. Support is available Monday through Friday except federal holidays. Support hours are 8am to noon and 1pm to 5pm central time. Calls received after 4:30pm will be handled the next business day. Aptora Corporation will not address networking issues or answer questions that would be better addressed by an accountant or IT (information technology) company.
Total Office Manager Enterprise Edition will require some administrative tasks to be performed outside of the workstation application (the software that runs on workstations). These tasks include, but are not limited to, regular backup scheduling, performance monitoring, and maintenance planning. Because of this, it is required that you have an acting IT Manager, Database Administrator, or other technical person on staff or on call in your business that is qualified and capable of managing a SQL Server 2005 system.
Our help desk and development teams will not be able to give advice or answer questions related to the management of your SQL Server, as it is a software platform independent of Total Office Manager Enterprise Edition. The security and reliability of your server system is not Aptora’s responsibility, and we can therefore not be held liable for incorrect configurations outside of the data arrangement and access through Total Office Manager Enterprise Edition workstations.
Payroll Tax Updates
Changes in state, federal, or local tax laws may render this software, or previous versions, obsolete. To continue to operate payroll successfully and accurately, it may be necessary for you to purchase a payroll tax table update. These updates are generally part of any paid support plan offered by Aptora Corporation. In addition to these fees, Aptora Corporation may require you to purchase an upgrade to a current version of the Program as tax laws change. Aptora Corporation does not update versions of the Program that are not shipping at the time of a change in tax laws.
Paid support agreements fund ongoing improvements, new features, updates, and bug fixes. The Software relies on an operating system, MS SQL Server, and other software to operate. Changes to the operating environment are out of Aptora’s control and can render our software nonfunctional. Aptora must keep up with changes to the environment that its software operates in. A support agreement is not required to own the Software. A support agreement is required to access software updates. Without a support agreement, you will not be able to use the GPS Mapping features and your payroll will no longer be operational once the tax tables are obsolete (usually January of each year). It is possible other features will not work or work properly. Without a support plan, you will not have access to updates and bug fixes which may be required to use your software.
Links to External Sites
Aptora Corporation provides links to other Web sites on the Internet that are owned and operated by third party vendors and other third parties not under the control of Aptora Corporation. These links are provided for your convenience only and are not intended as a warranty of any type regarding the other Web sites or the information or services offered on such Web sites. Under no circumstances shall Aptora Corporation, or its subsidiaries or affiliates, be responsible or liable in any way for the availability of, services or products offered, or the content located on or through, any such external Web site.
This Program has been designed to work optimally in the environment documented within the system requirements. Any defects, inconsistencies, or issues arising out of operating outside the parameters set forth therein may require the licensee to pay additional maintenance or upgrade costs to Aptora Corporation to support or fix
Internet Connection Requirements
An internet connection is required to download updates, fixes, enhancements, and new versions. If you must ask us to mail updates to you, Aptora Corporation reserves the right to include a reasonable fee to cover production, handling, and shipping. An internet connection may also be required to provide technical support and training. If you do not have an internet connection, technical support, training, and other services may be limited or completely unavailable. An internet connection is required to validate licensing rights. If the Program cannot verify licensing, limits might be placed on your ability to use the Program including preventing users from logging into the Program.
Do not use Software while operating machinery or while operating a motorized vehicle. Certain states have laws against using devices while driving. Make certain that you are aware of all applicable laws regulating the use of devices and software while driving.
Use of the Aptora Mobile product is subject to your cellular carrier’s rate plan. Extra data usage charges may apply to you.
Grant Permission to Contact You
You hereby agree to allow Aptora Corporation and its partners, to contact you. Aptora Corporation may wish to contact you from time to time when we feel that we have something important to tell you. We may contact you via email, regular mail, fax, telephone or other methods. You may send email to us at email@example.com and include the word Remove in the Subject and message area. We will make a significant effort not to contact you.
Recording and Monitoring Telephone Calls
To help ensure excellent customer service, all incoming and outgoing telephone calls to Aptora may be monitored or recorded. These recordings may be stored by various means for use at a later time. You hereby grant explicit and complete consent and full permission to have your telephone calls monitored and\or recorded and stored for later use. You further agree to allow Aptora to use these recordings for training and customer service purposes.
Use of Profanity
Aptora forbids the public use of profanity by its employees. Aptora will not tolerate the use of profanity by its customers when communicating with its employees or representatives. For the purposes of this contract, “Profanity” will include foul, abusive, or vulgar language or any word not allowed by the Federal Communication Commission (FCC) during normal primetime network television or normal broadcast radio. If a customer uses profane language in the presence of any Aptora employee or representative, Aptora reserves the right to limit or completely refuse service or support to that caller or any other employee of that company.
Returns and Refunds
Absolutely no returns or refunds will be accepted after thirty (30) calendar days from the date of the original invoice, regardless of installation, data conversions\migrations, registration, or usage. The buyer must fully complete a Return Material Authorization (RMA) form before a refund will be issued. No exceptions.
Your software includes a fully functional demonstration database (company file). During your return period, we strongly suggest that you experiment with this software and make sure that it fits your needs.
Database conversions, data conversions, programming, training, and services are not refundable once the work is started. Technical support plans may be partially refundable during the return period. Please see the topic Technical Support Returns and Refunds and your sales invoice, for details. Shipping and handling fees are not refundable.
No one is authorized to make any exceptions to this refund policy.
Technical Support Returns and Refunds
A Technical Support Plan member may cancel their plan membership during the first thirty (30) calendar days after enrollment or renewal and obtain a refund for the amount paid for the current membership period under the following conditions. If during the first thirty (30) calendar days of the Technical Support Plan, the Technical Support Plan member has made NO use of the Technical Support Plan, the full amount paid for the current membership period will be refunded. If during the first thirty (30) calendar days of the Technical Support Plan, the Technical Support Plan member has talked to our received an e-mail response from a technical support representative on one occasion (not including software registration), the amount refunded will equal the amount paid less $79.00 for each phone, email, or fax incident. After thirty (30) calendar days from the invoice date, no refund will be given.
The headings in this Agreement are for convenience of reference only and shall not be used for the construction or interpretation of this Agreement.
Choice of Law and Forum
This Agreement is governed by the laws of the state of Kansas. Any litigation based upon or regarding this license agreement or the product licensed hereby shall be commenced and maintained only in the District Court of Johnson County, Kansas, to the exclusion of all other jurisdictions.
In the event of litigation relating to the subject matter of this Agreement or use of the Software, the non-prevailing party shall reimburse the prevailing party for all reasonable attorney fees, costs and other legal expenses resulting there from.
If any term or provision of this agreement should be found by a court of competent jurisdiction to be unenforceable, such finding shall not affect the validity of the rest and remainder of the terms and provisions of this agreement, which shall be and remain valid, binding, and enforceable. If any remedy provided herein is determined to have failed of its essential purpose, all the limitations of liability and exclusions of damages that are set forth in paragraph 6 shall remain in full force and effect.
Acknowledgement and Exclusivity
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND IT, AND THAT YOU AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT THIS WRITING IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND APTORA CORPORATION AND THAT THIS WRITING SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, WHETHER ORAL OR WRITTEN, AND ANY OTHER COMMUNICATION BETWEEN YOU AND APTORA CORPORATION, OR ITS REPRESENTATIVES, CONCERNING OR RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.
If you have any questions about this Agreement, or if you wish to contact Aptora Corporation for any reason, please write to Aptora Corporation, 8877 Bourgade Street, Lenexa, Kansas 66219-1403, or call Aptora Corporation, at 913.492.9930, or send an e-mail to firstname.lastname@example.org.