If the End User does not unconditionally agree to all terms of this Agreement, the End User will not have any right to use the Software. BSE Business Solution Enterprises Ltd (“BSE”) acceptance to this Agreement is expressly conditioned upon the End User’s acceptance to all the terms and conditions of this Agreement.
1.1. The provision of services of BSE shall only be limited to assist solely on working days (excluding weekends and public holidays) from 9:00 to 17:00, by using reasonable endeavors, the End User for the setup, maintenance and operation in good workable manner of the Software as defined herein (the Support). The End User can download the software with the name “JCC Payment Gateway for WooCommerce” from the URL “https://wordpress.org/plugins/bse-jcc-payment-gateway-redirect/” which are add-ons and plugin features to WordPress products (the Software). BSE does not make any representation and warranties in relation to the Software and its operation and any harm that may cause to the End User.
1.2. The definition of “Software” in this Agreement is defined only as software made by BSE and does not include any other software including, but not limited to, and/or any other third-party add-ons, plugins and/or similar products (“Third Party Products”).“Software” shall also include any Documentation and any Support and Maintenance releases of the same specific Software product provided to End User under this Agreement.
1.3. The End User’s and use of any “Third Party Products” are regulated under separate agreements solely between the End User and relevant third party. Accordingly, BSE is not, whatsoever, responsible for any “Third Party Products”.
1.4. BSE is not responsible for the content on, or services provided by websites or other online content, when such content and/or services are owned and controlled by a third party (“Third Party Material”). BSE only provides links and access to “Third Party Material” for the convenience of the End User, which under no circumstance can or shall be interpreted as if BSE takes responsibility for such “Third Party Material”.
2. Support Subscription
2.1. Subscription Terms and Renewals. The term of any Subscription for provision of Support shall only be twelve (12) months commencing on the start date specified on the applicable Order Form (unless otherwise designated in the Order Form) (“Subscription Term”). The Subscription Term starts when End-User purchased the Support Subscription.
2.2. BSE may modify or discontinue offering the Support at any time, and this Agreement does not give the End User any rights that are not expressly and explicitly granted herein. BSE may, at its sole discretion and from time to time, also make generally available updates and/or enhancements of the Software.
3. End User’s use of the software and restrictions
3.1. The End User shall be solely responsible for obtaining and maintaining any equipment and/or ancillary services needed to access, connect to, or otherwise use the Support, including, without limitation, modems, hardware, software, and telephone services. The End User shall be solely responsible for ensuring that such equipment and/or ancillary services are compatible with the Software as well as keeping passwords and other log-in information secure from unauthorized users. Accordingly, the End User is also solely liable to bear all costs connected therewith.
3.2. The End User shall not: (i) use the Software in any manner or for any purpose that violates this Agreement, any law or regulation, including but not limited to privacy rights and export laws, any right of BSE or third party, including but not limited to intellectual property rights; (ii) sell, distribute, assign, license, transfer, monitor or copy all or any portion of the Software or any source or object code made available as part of the Software to any third party; (iii) reverse engineer, decompile, translate, alter, disassemble or create derivative works of the Software or parts of the Software or attempt to do any of the foregoing; (iv) interfere with or disrupt the Software; or (v) rent, lease, loan or provide any other party access to the Software without BSE’s pre-approval in writing.
3.3. If the End User or an authorized user uses the Software in a manner for which it is not intended or otherwise may harm the Software, BSE is entitled to restrict or suspend the Support.
3.4. If claims are made against BSE or legal action is taken against BSE because of the End User’s use of the Software in breach of the Agreement, the End User undertakes to compensate BSE for the remuneration and damages which BSE is ordered to pay by way of settlement or under a judgment and to compensate BSE for other costs incurred by BSE in connection therewith.
4.1. BSE will provide online technical Support to the End User, to one designated contact and one domain specified by the End-User in connection with the Support.
4.2. The online technical Support is for the sole purpose of addressing technical issues relating to the use of the Software (excluding any form of on-site visits by BSE personnel or contractors).
4.3. The End User may be requested to hand out administrator access to tackles issues. The End User will be notified of any issues to fix themselves. BSE shall not modify any code and shall not be responsible for misactions taken by the End User or their respective developer/Third Party.
4.4. This section of the Agreement is only valid for End User’s having paid the applicable Support fee for the Software and only for the time period which the Support fee covers in accordance with the purchase order.
5. Warranty disclaimer
5.1. BSE does not, whatsoever, warrant or support any “Third Party Products” and disclaims all liability for such products and/or services delivered in connection therewith.
5.2. BSE strives to keep the Software error-free and available to the “End User” but BSE makes no warranty of any kind, express, implied or statutory, and BSE expressly disclaims all warranties, including without limitation, any implied warranties, undertakings and representations that the Software shall at all times be error-free.
5.3. BSE does not warrant results of use or that the Software is bug-free or error-free or that its use will be uninterrupted. This disclaimer of warranty constitutes an essential part of this Agreement. All foregoing disclaimers also apply in full, with respect to BSE’s licensors, suppliers, distributors, contractors, and agents.
6. Limitation of liability
6.1. BSE shall under no circumstances and under no legal theory, including, but not limited to, tort, contract, negligence, strict liability, or otherwise be liable to the End User or any other person or entity for direct, indirect or other damage of persons or property or loss which the End User or a third party may suffer or incur because of the Support.
6.2. BSE shall not be liable to any extent for data secrecy in connection with the transfer of information and/or data by use of the Software or during the Support.
6.3. BSE’s liability shall be limited in accordance with above, except in the case of gross negligence or intent. BSE’s liability under this Agreement, for damages of any kind whatsoever, shall always be limited to a maximum equal to the total Subscription Fees paid by the End User to BSE.
7.1. The End User hereby indemnifies and hold harmless BSE and/or its licensors, suppliers, distributors, contractors, and agents from any claims, damages, liabilities, costs, and fees (including reasonable fees for legal counsel) arising from (i) the End User’s failure to comply with any term of this Agreement; or (ii) use of the Software and Support in combination with other hardware, software or other systems that would have been avoided for such use or combination.
7.2. To the maximum extent permitted by applicable law, the End User hereby release and waive all claims against, BSE and/or its licensors, suppliers, employees, and agents from any and all liability for claims, damages (whether actual or consequential), costs and expenses (including all litigation costs) of every kind and nature, arising out of or in any way connected with use of the Software or the Support.
8. Term and termination
8.1. The Agreement may be terminated by BSE at any time, subject to a notice period of thirty (30) days. On termination of this Agreement, the End User shall no longer be entitled to the Support. If the End User breaches any terms or conditions of this Agreement or fails to pay the applicable license fee for the Software, BSE shall have a right to terminate the Agreement with immediate effect and demand compensation from the End-User for all damage incurred by BSE in connection with the End User’s breach of contract.
8.2. BSE shall also be entitled to terminate this Agreement with immediate effect if the End User is declared bankrupt, suspends its payments or otherwise can be deemed to be insolvent or the End User is a sanctioned person or subject to investigations for committing any crime and/or offense under any jurisdiction and laws.
8.3. BSE may, to a reasonable extent and within a reasonable period of time after this Agreement has expired, remove or delete End User’s data.
9.1. No agency, partnership, joint venture, or employment is created as a result of this Agreement and the End User does not have any authority of any kind to bind BSE in any respect whatsoever.
9.2. BSE’s failure to exercise any right provided by this Agreement shall not be deemed, or interpreted as, a waiver of that and/or any further rights in accordance with this Agreement.
10. Changes to Terms & Conditions
10.1. BSE reserves the right to amend, add or remove functions in the Software or to amend this Agreement.
10.2. BSE shall, at its sole discretion, be entitled to assign this Agreement or any rights hereunder without giving prior notice thereof.
11.1. Notices to the End User shall be sent to the e-mail address specified by the End-User in connection with the purchase of the Software. Such notice shall be deemed to have been received by the End User unless the End User can prove otherwise.
11.2. Notices from the End User to BSE shall be sent by e-mail to the following e-mail address; firstname.lastname@example.org. Notices to BSE shall be deemed to have been received by BSE when BSE confirms receipt.
12. Law and Jurisdiction
12.1. These terms and conditions are governed and shall be interpreted in accordance with the laws and regulations of the Republic of Cyprus, as amended from time to time, and shall be subject to the exclusive jurisdiction of the courts of the Republic of Cyprus.