"Phphotelbookingscript.com", "Us" and "We" means Eicra.com, its employees, representatives and contractors.
"Customer", "You" and "Your" means You (an individual or single legal entity), the main account holder.
"TOS" and "Terms of Service" means this document which is available at: http://www.eicra.com/tos/
"Site" means Eicra.com.
"Service" and "Services" means the Eicra.com On Demand hosted helpdesk service, associated tools, products, services and media delivered through the Site, content and media made available through the Site.
"Solution" means the solution choice (All of eicra's product that we sell commercially) which will be delivered to you as part of the Services.
"Data" means the data stored in Your helpdesk using the Services.
"Third Party Software" includes any bundled third party software that is licensed by Eicra.com.
"Staff User Account" means a staff user account in the context of Eicra.com's software and script.
"Active Staff User Account" means a staff user account that is active in the context of Eicra.com's software / script , meaning that the Staff User Account is fully functional and can be used to authenticate to the Software.
1. Acceptance of terms
1.1 TOS commencement This TOS applies and commences as soon as the You (a) register for the Services or (b) uses the Services. Either action constitutes Your acknowledgement that You have read, understood, and agree to be bound by the terms set out in the TOS. The TOS is a legal agreement between You and Eicra.com to use the Services. If You are entering into this TOS on behalf of a company or other legal entity, You represent that You have the authority to bind such entity and its affiliates to these TOS, in which case the terms "You" or "Your" shall refer to such entity and its affiliates.
1.2 Headings Headings in this document been included for convenience.
1.3 Changes and amendments Eicra.com changes the TOS without prior notice. Ultimately, it is the Your responsibility to obtain and revisit this TOS. Changes to the TOS will be effective immediately, and the Your continued used of the Service will constitute acceptance of those changes.
1.4 Violation If the You find that You have violated the TOS, You shall take all reasonable steps to notify Us of the breach immediately. If You violate the TOS and Eicra.com or vendors of Third Party Software suffer any losses or damages as the result of the violation, Eicra.com reserves the right to bring action against You in order to recover those costs.
1.5 Enforcement The failure of Eicra.com to exercise or enforce any right or provision of the TOS shall not be a waiver of that right.
1.6 Changes This agreement may change from time to time, without notice. Unless otherwise stated by Eicra.com in writing to You, the version of this document available at this web address - http://www.eicra.com/eula/ - supersedes all others.
2. Grant of license
2.1 Licensing of Staff User Accounts You are required to make sure that the number of Active Staff User Accounts active is equal to or less than the number of Staff User Accounts permitted by Your Services. You are responsible for ensuring that access to a Staff User Account is not shared. Only one individual should be able to authenticate to one Staff User Account. You may create as many Staff User Accounts as Your license permits.
2.2 Transfer of license Licenses granted by Eicra.com through the provision of Services are non-transferable, non-exclusive and cannot be sub-licensed. You may assign this TOS and license to the Service in the event of a merger or acquisition.
2.3 No transfer of ownership The Service and entitlements to the Service and Eicra.com's rights are not sold and are only licensed to You under the terms outlined in the TOS. No transfer of ownership takes place.
2.4 Backup Copy: Software. You may make copies of Software as reasonably necessary for the use authorized above, including as needed for backup and/or archival purposes. No other copies may be made. Each copy must reproduce all copyright and other proprietary rights notices on or in the Software.
2.5 Reservation of rights Eicra.com owns the title, intellectual property, trademarks and copyrights associated with the Services. Eicra.com reserves all rights that are not granted to the licensee by the TOS.
2.6. Backup Copy: Software License. You may install each Software License on a single internet domain name and make copies of the Software License as necessary only for backup and/or archival purposes. No other copies may be made. Each copy must reproduce all copyright and other proprietary rights notices on or in the Software License.
3. Intellectual property rights reserved by Eicra Soft Ltd.
The Software is protected by U.S. and international copyright laws and treaties, as well as other intellectual property laws and treaties. You must not remove, alter, or obscure any copyright notices on any copies of the Software unless authorized by Eicra Soft Ltd. This Software copy is licensed, not sold. Furthermore, this EULA does not grant You any rights in connection with any trademarks or service marks of Eicra Soft Ltd. Eicra Soft Ltd reserves all intellectual property rights, including copyrights and trademark rights.
3.1 United Nations CISG The United Nations Convention on Contracts for the Sale of Goods do not apply to this TOS.
3.2 International restrictions You are responsible for complying with any applicable laws, rules, or regulations governing the export of the Services.
4. Conditions and terms of service
4.1 Ownership This license provides You with limited rights to use the Software. Eicra Soft Ltd retains all ownership, right, title and interest in, to and of the Software and all copies of it. All rights not specifically granted in this license, including domestic and international copyrights, are reserved by Eicra Soft Ltd.
4.2 Unlawful use and objectionable content You shall not use the Services in any unlawful manner or in any manner that interferes with or disrupts the integrity or performance of the Services and its components or infringes on the rights of another party. You shall not modify, adapt or hack the Services to falsely imply any sponsorship or association with Eicra.com, or otherwise attempt to gain unauthorized access to the Service or its related systems or networks. You undertake not to promote any material which is unlawful, threatening, abusive, malicious, defamatory, obscene, pornographic, profane or otherwise objectionable.
4.3 Responsibility for use You assume all responsibility for the use of the Services, including but not limited to content and media that is created, uploaded to, downloaded from, transmitted and edited using the Service. You are responsible for any accesses made to the Service.
4.4 Transmission of data You acknowledge that technical processing and transmission of the Services, including Your content, may be transferred unencrypted and involve (a) transmissions over various networks; (b) changes to conform and adapt to technical requirements of connecting networks or devices and (c) transmission to Eicra.com's third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to operate and maintain the Service. You shall not use the Services as a proxy between a user and other network data.
4.5 Attribution With respect to any use of the Service, You shall keep the attribution and hyperlink to Eicra.com and its website intact unless a license (at a cost) is obtained from Eicra.com to do so.
4.6 Backups Eicra.com take regular backups of Your Data. No guarantees of any kind will be made as to the integrity of these backups. You agree to maintain all appropriate backup of files and data stored on Eicra.com servers as You see fit.
4.7 Rights to remove, modify and block content and users Eicra.com reserves the right to (a) modify or discontinue, temporarily or permanently, the Services (or any part thereof) and (b) refuse any and all current and future use of the Services, suspend or terminate Your account (any part thereof) or use of the Services and remove and discard any of Your content in the Services, for any reason, including, if Eicra.com believes that You have violated the TOS. Eicra.com will use all reasonable efforts to contact You directly via email to warn You prior to suspension or termination of Your account. Eicra.com shall not be liable to You or any third party for any modification, suspension or discontinuation of the Service.
4.8 Data recovery If loss of data occurs due to an error on Eicra.com's part, Eicra.com will attempt to recover the data at no charge. If loss of data occurs due to an error on Your part Eicra.com may, at its discretion, offer a data recovery service for a fee of $999.00 USD.
4.9 Fair usage policy Eicra.com take all reasonable efforts to provision sufficient resources to provide good quality of Service, relative to the number of Staff User Accounts purchased. If Your use of the Services affects the quality of Services that we are able to provide to other customers, Eicra.com may suspend Services to You. Depending on the specific issue (for example, whether sustained or a one-time occurrence), Eicra.com may require You to upgrade to a higher capacity account. Eicra.com undertakes to discuss such problems with You in good time, should they arise.
4.10 Unsolicited email You may not use the Services to send unsolicited email ("spam") to anyone, including mailing lists which You have purchased. If reports of unsolicited email are received, Eicra.com may suspend Your Services without notice.
4.11 Securing Your authentication details You undertake to keep all passwords and login credentials secure. If in the case that You suspect a security violation You also undertake to notify Eicra.com immediately.
4.12 Handling software You shall not (a) reverse engineer or decrypt any portion of compiled and/or obfuscated source code, (b) give, sell, distribute, sub-license, time share, lease or lend any portion of the software (which forms part of the Services) to anyone, (c) use any Third Party Software independently of the Services, (d) copy any part of the software for use in software or applications outside of the Software or (e) make any attempt to circumvent parts of the Services designed to enforce the maximum number of Staff User Accounts for which You have paid.
4.13 Reselling, time sharing and sub-licensing You shall not (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Services available to any third party, other than as expressly permitted by the TOS.
5. Liabilities, warranties and indemnification
5.1 Disclaimer of warranties The Service, including the Site and content, and all server and network components are provided on an "as is" and "as available" basis without any warranties of any kind, to the fullest extent permitted by law and Eicra.com expressly disclaims any and all warranties, whether express or implied, including, but not limited to, the implied warranties of merchantability, title, fitness for a particular purpose, and non-infringement. You acknowledge that Eicra.com does not warrant that the service will be uninterrupted, timely, secure, error-free or virus-free and no information or advice obtained by You from Eicra.com or through the Service shall create any warranty not expressly stated in the TOS.
5.2 Limitation of liability Under no circumstances and under no legal theory (whether in contract, tort, or otherwise) shall Eicra.com be liable to You or any third party for any indirect, incidental, special, exemplary, consequential or punitive damages, including lost profits, lost sales or business, lost data or business interruption. In addition, Eicra.com shall not be liable for any direct damages, costs, losses or liabilities in excess of the monthly service fee paid or payable by You for the one month preceding the time of any claim for monetary damages. The provisions of this section allocate the risks under the TOS between the parties, and the parties have relied on these limitations in determining whether to enter into the TOS. Eicra.com's total aggregate liability to the licensee for any claim in contract, negligence or otherwise arising out of or in connection with the provision of the services shall be strictly limited to the charges paid by the licensee for the services that are the subjct of any claim made, the re-supply or replacement of the Service.
5.3 Indemnification You must defend, indemnify and hold harmless Eicra.com from all demands, liabilities, losses, costs and claims, including reasonable legal fees asserted against Eicra.com, its agents, its customers, officers and employees, that may arise or result from the Services provided or performed or agreed to be performed or any product sold by customer, its agents, employees or assignees.
5.4 Notification of claim In no event will a claim by brought by You unless the licensee has notified Eicra.com of the claim within one year of it arising.
5.5 Licensee indemnification If the Service becomes the subject of an infringement on another party's copyright or intellectual property where the infringement has not arisen out of the licensee's modification to the Service or use of the Service in combination with other products, Eicra.com may remedy the infringement by (a) purchasing license to the infringing part of the Service or (b) replacing the infringing part of the Service or (c) refund any fees paid by the licensee for the Service.
5.6 Data loss Eicra.com shall not be held responsible for data hosted on its servers. It is Your responsibility to maintain local copies of their data and maintain proper and sufficient insurance if coverage is required with respect to data loss.
6. Prohibition on reverse engineering, de-compilation and disassembly.
You may not reverse engineer, decompile, defeat license encryption mechanisms, or disassemble the Software or Software License except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
7. Further restrictions imposed by this eula.
By accepting the conditions of this EULA as defined in clause one (1) above, You agree and understand:
7.1 You shall not use in whole or part, any code which is considered proprietary of Eicra's products Software in any other software that would be freely distributed or commercially resold. You shall not modify, alter, change or otherwise make any modification to the Software or create derivative works based upon the Software. Any attempt to do so shall be void and of no effect.
7.2 That You may not offer or sell a hosting solution that includes a Eicra's products software license and/or provide hosting with the sole intent that users would use it to host a Eicra's products software installation without explicit written approval from Eicra's products. Your right to sell hosting where users install or use a Eicra's products installation in due course is not affected.
8.1 Access to and disclosure of Your Data Eicra.com reserves the right to access any or all Your accounts in order to (a) respond to Your requests for technical support and (b) connect anonymized usage data. Eicra.com shall maintain appropriate administrative, physical and technical safeguards for protection of the security, confidentiality and integrity of Your data. Eicra.com will not disclose Your data except if compelled by law or if permitted by You.
9. NO WARRANTIES.
YOU ACCEPT THE SOFTWARE AND SOFTWARE LICENSE "AS IS", AND EICRA SOFT LTD, (AND ITS THIRD PARTY SUPPLIERS AND LICENSORS) MAKE NO WARRANTY AS TO ITS USE, PERFORMANCE, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EICRA SOFT LTD, (AND ITS THIRD PARTY SUPPLIERS AND LICENSORS) DISCLAIM ALL OTHER REPRESENTATIONS, WARRANTIES, AND CONDITIONS, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE REMAINS WITH YOU.
9. LIMITATION OF LIABILITY.
THIS LIMITATION OF LIABILITY IS TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. IN NO EVENT INCLUDING NEGLIGENCE SHALL EICRA SOFT LTD (OR ITS THIRD PARTY SUPPLIERS, LICENSORS, AND PAST, CURRENT OR FUTURE EMPLOYEES) BE LIABLE FOR ANY COSTS OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS INFORMATION) ARISING OUT OF THIS EULA OR THE USE OF OR INABILITY TO USE THE SOFTWARE OR THE FAILURE TO PROVIDE SUPPORT SERVICES, EVEN IF EICRA SOFT LTD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EICRA SOFT LTD 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, OR THAT DEFECTS IN THE SOFTWARE WILL BE CORRECTED. THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE SOFTWARE IS ASSUMED BY YOU. FURTHERMORE, EICRA SOFT LTD DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SOFTWARE OR RELATED DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, CURRENTNESS, OR OTHERWISE. SHOULD THE SOFTWARE PROVE DEFECTIVE, YOU (AND NOT EICRA SOFT LTD AUTHORIZED REPRESENTATIVE) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. IN ANY CASE, EICRA SOFT LTD (AND ITS THIRD PARTY SUPPLIERS, LICENSORS, AND PAST, CURRENT OR FUTURE EMPLOYEES) ENTIRE LIABILITY ARISING OUT OF THIS EULA SHALL BE LIMITED TO THE GREATER OF THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE OR U.S. $1.00.
10. COSTS OF LITIGATION
If any action is brought by either party to this EULA against the other party regarding the subject matter hereof, the prevailing party shall be entitled to recover, in addition to any other relief granted, reasonable attorney fees and expenses of litigation.
11.Payments, sales and refunds
11.1 Payment of fees You must pay all fees by the due dates.
11.2 Upgrading, downgrading or switching Solution The amount You pay per billing cycle is linked to the Solution selected and the number of Staff User Accounts required. If you change Solution increase the number of Staff User Accounts in the middle of a billing cycle, Eicra.com will invoice you for the pro-rated amount to take You up to the next billing date. On that billing date You will be billed the new amount. If You switch to a Solution which costs more, the same process applies. If you You switch to a Solution which costs less, we will not refund the difference and You will pay the new, lower amount on the next billing date.
11.3 Price changes Eicra.com reserves the right to change prices at any time.
11.4 Credit card billing If You choose to pay by credit or debit card You authorize Eicra.com to debit Your account renewal fees from Your card. Eicra.com uses a third-party intermediary to manage credit card processing and this intermediary is not permitted to store, retain, or use Your billing information except to process Your credit card information for Eicra.com. Eicra.com may use Your information in order to perform fraud screening.
11.5 Refunds There is no specific refund policy. Eicra.com offer a 15 day evaluation account that should be used to evaluate and test the Services before purchasing. Any refunds will be made entirely at Eicra.com's discretion.
11.6 Refusal of sale Eicra.com reserves the right to refuse sale of the Software to anyone.
12. UPDATES TO THIS EULA.
Eicra Soft Ltd reserves the right to update and modify this EULA at any time and such changes will take affect fifteen (15) calendar days from the date they are published. Notification of changes and updates will be posted in the Eicra Soft Ltd forums, located at: http://forums.eicra.com . It is the Your responsibility to check the Eicra Soft Ltd forums for any EULA updates on a regular basis. In the event You disagree with the updated EULA, You must notify Eicra Soft Ltd within fifteen (15) days, and this EULA will be terminated as detailed in clause eleven (11) above. If You do not notify Eicra Soft Ltd within fifteen (15) days after the notification of an updated EULA is posted, You are acknowledging and agreeing to be bound by the updated version of this EULA.
13. GENERAL PROVISIONS
This Agreement contains the complete agreement between the parties with respect to the subject matter hereof and the related documentation, and supersedes all prior or contemporaneous agreements or understandings, written or oral, regarding such subject matter.
14. Termination and cancellation
9.1 Cancellation You are responsible for properly cancelling Your account and to secure confirmation of account cancellation from Eicra.com. You will lose access to all of Your content upon cancellation and Eicra.com will delete it in our normal course of business operations. Ths information cannot be recovered once Your account is cancelled. If You cancel the Service before the end of Your current paid-up subscription period, Your cancellation will take effect immediately and You will not be charged again. You can cancel Your account by writing to Eicra.com at: firstname.lastname@example.org. Eicra.com will process Your cancellation within 48 hours of Your notice. You may be charged in this period.
9.2 Right to terminate Eicra.com reserves the right to suspend or terminate the services and/or this TOS at any time. If You are a company and You go into insolvent liquidation or suffer the appointment of an administrator or administrative receiver or enter into a voluntary arrangement with Your creditors, Eicra.com reserve the right to suspend services and/or terminate this agreement forthwith.
9.3 Failure to comply Eicra.com may terminate the TOS and Services if You fail to comply with the terms set out in the TOS. No refunds will be made for services suspended or terminated due to violation of this TOS.
9.4 Recovery of fees and costs Should You continue to use the Services after notice of termination has been received, You will be liable to pay all costs, including reasonable attorneys fees, to enforce Eicra.com's revocation of the Service, as well as any damages suffered by Eicra.com in the process.
9.5 Survival Clauses 1.1, 1.4, 1.5, 2.3, 2.4, 3.1, 3.2, 3.3, 4.3, 4.11, 5.1, 5.2, 5.3, 5.4, 5.6, 6.1, 6.3, 8.6, 9.4 and 9.5 of the TOS will survive termination of the TOS.
16. CONTACT INFORMATION.
If you have any questions about this, or if you want to contact Eicra Soft Ltd. for any reason, please direct all correspondence to: