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Agreement

End User License Agreement

Terms and conditions for using our software (EULA)

License Fees Include:

Technical support via telephone/e-mail/VPN/Team Viewer (Mon – Fri 8.30 am – 5.00 pm)
System management and updating via VPN subject to infrastructure
System enhancements within the framework of the functional specification

SLA Service Level Agreement

Support Structure & Procedures

  • 3 front-line support staff, managed by David Lawrence Brown, Business Manager KE
  • All support calls logged through Cellsoft call logging system
Support Call Procedure:
  • Username
  • Software Application
  • Application version no.
  • Call category (software/hardware, technical/advice)
  • Application area
  • Error message(s)
  • Steps before and after error message
  • Cross reference Error Message to previous logged calls
  • Confirm error-fix successful
  • Call closed

If error fix fails, or if the error is unknown:

  • Call Escalation to programmer with all relevant error details
  • Programmer responds with error-fix release to Support
  • Support communicates error-fix release with the user
  • Confirm error-fix successful
  • Call closed

1. All end user licence agreements are entered into by and between the individual or entity identified in the online registration process:

Cellsoft Technologies' software and services are made available (User) and Cellsoft Technologies, is registered in Kenya with company number A000241414P whose registered office is at 214 Kilimani Road, Nairobi Kenya (Cellsoft).

2. This Agreement sets out the terms and conditions that govern the User's access to and use of this website and the software and services available through it (Site), and represents the entire agreement between the parties.

3. By clicking "I Agree" in the registration process, the User agrees the terms of this Agreement.

4. For parts of this Site which require registration the User obtains access to and use of the Site as an authorised user.

5. This Agreement incorporates Cellsoft Technologies Privacy Policy, and other rules, criteria, policies, or procedures that Cellsoft may adopt from time to time.

1 Definitions

All identifiable methodology, know-how, experience, data, databases, flow charts, reports, tables or other material produced in relation to this Agreement and any other information of whatever kind relating to a party including its business, products, suppliers and customers.

All registered and unregistered trademarks, service marks, logos, icons, characters, artwork, images, pictures, videos, audio clips, graphics, diagrams, music, sound, information, text, data, analyses, reports, comments, e-mail addresses, names, addresses, and similar material and content.

All Content uploaded to or otherwise made available on or generated from the Site by Cellsoft; all software used in connection with the Site; all Site user details and any other information generated by visits to the Site.

Anything or device (including any software, code, file or program) which may prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, including worms, trojan horses, viruses and other similar things or devices.

2 Grant of Licence

Cellsoft hereby grants to the User a non-exclusive, limited, revocable, non-transferable licence, during the Term, to:

  • Access and use the Site, in accordance with this Agreement and all applicable laws
  • Submit, post, and display User Content on and to the Site ("the Licence")

3 Term, Termination and Suspension

This Agreement shall be effective for the Term.

This Agreement and the Licence shall terminate automatically upon:

  • Termination or expiry of the Primary User Contract
  • Termination of the User's account as a result of a breach of this Agreement

Cellsoft may terminate this Agreement immediately by written notice if the User commits a breach which it fails to remedy within 5 days.

4 Fees and Expenses

All expenses incurred by the User in connection with its access to and use of the Site shall be the User's sole responsibility.

5 User Content

The User shall use reasonable efforts to ensure that all User Content is accurate, complete and up to date.

The User shall not access, store, distribute or transmit:
  • Any Viruses
  • Unlawful, harmful, threatening, defamatory, or obscene material
  • Material that facilitates illegal activity
  • Discriminatory content
  • Material that causes damage or injury to any person or property

6 Site and Site Content

Cellsoft owns, or uses with permission, the Site, and the Site Content.

The User shall not:

  • Copy, modify, duplicate, create derivative works, or redistribute content
  • Reverse compile, disassemble, or reverse engineer any part of the Site
  • Access the Site to build a competing product or service
  • Use the Site to provide services to third parties
  • Use any intellectual property rights without express written consent

7 No Other Transfer of Rights

The User acknowledges that Cellsoft and/or its licensors own all intellectual property rights in the Site.

8 Indemnification

The User hereby indemnifies and shall keep indemnified Cellsoft and the Cellsoft Authorised Parties from and against any and all claims, damages, liabilities, costs and expenses arising out of:

  • Any User Content submitted or posted by the User
  • Any unauthorised use of the Site by the User

9 Confidentiality

Neither party shall use, disclose to any third party or otherwise make publicly available any of the other party's Confidential Information, except as permitted under this Agreement or as required by law.

10 Warranties

Cellsoft does not represent or warrant that the Site, any Site Content or services will be accurate, complete, reliable, error-free, or always available. The Site and services are delivered "AS IS" without warranties of any kind.

11 Liability

In no event shall Cellsoft or the Cellsoft Authorised Parties be liable to the User for any losses, damages or expenses whether direct or indirect.

Nothing in this Agreement excludes or limits liability for:

  • Death or personal injury caused by negligence
  • Fraud or fraudulent misrepresentation
  • Any other liability which may not lawfully be excluded

12 References to Third Parties

The use of or reference to third parties or their products on the Site does not constitute an endorsement by Cellsoft.

13-18 General Provisions

Waiver

A waiver of any right is only effective if it is in writing.

Severance

Invalid provisions shall not affect other provisions.

Assignment

The User shall not assign without prior written consent.

No Partnership

This Agreement does not create a partnership or agency.

19 Governing Law and Jurisdiction

This Agreement and any disputes or claims arising out of it shall be governed by the law of England.

The parties irrevocably agree that the courts of England have exclusive jurisdiction to settle any dispute.