End User License Agreement

1. DEFINITIONS

1.1

Licensor: the company that licenses the AHED software:

HRS Heat Exchangers SLU
C/Castillo de la Concepción, 14
30564 Lorquí (Murcia)
Spain

www.hrs-ahed.com

1.2

Licensee: the person / company / entity that has installed the AHED software and is either evaluating it (during the trial period) or using a purchased license.

2. LICENSE TYPES

2.1

All license types available for AHED can be consulted at www.hrs-ahed.com/en/licenses

2.2

The licensee understands and accepts that no features other than the ones listed on the above mentioned web link will be available under the purchased license type.

3. LICENSE PAYMENT

3.1

The licensee understands and accepts the order handling process and payment obligations set out by AHED. The order handling process and payment obligations can be found at www.hrs-ahed.com/en/faq/how-is-the-ahed-order-handling-process

4. LIMITATIONS, PROHIBITIONS

4.1

One user license serves for installation of the AHED software on one computer only. The licensee has no right to install the software on more than one computer and offer access to other users than the licensee itself. The AHED calculation server will only permit installation of the AHED license to one single point (one single computer) valid for only one email address registration. The AHED server will detect and prevent any fraudulent attempt to install and use the AHED software outside that permitted under this license agreement.

4.2

The licensee has the right to use the AHED software if all payment obligations are fulfilled. If payment obligations are not met, the licensor has the right to corrective action to protect its interests. See clause 3.1 of this agreement.

4.3

The licensee has no right to distribute/commercialise any data contained in the any of the fluid properties database contained within the contracted AHED license. The use of this data is restricted within the AHED software.

4.4

This clause applies to Platinum license holders only:

The Platinum license includes access to the DIPPR© fluids physical properties database. This is done through a process where the licensor sub licenses from the American Institute of Chemical Engineers (AIChE) the product called Evaluated Process Design Database, as developed by the Design Institute of Physical Property Data (DIPPR©) Project 801, from here on simply referred to as the DIPPR© database. Under the rules of this sublicense agreement, the licensee understands and accepts the following clauses:

  • Any distribution of the DIPPR© database via hard-copy, CD-ROM, or electronically in any format or by any other means by the licensee is prohibited.
  • Access to the DIPPR© database from outside the licensee’s organization is prohibited.
  • Upon expiration of or termination of this license agreement, the licensee shall cease all use of the DIPPR© database.
  • The licensee shall indemnify and hold AIChE harmless from any claim, damages, suit or proceeding arising from dissatisfaction of the contents of the DIPPR© database, including AIChE’s liability for reasonable attorney’s fees and expenses in defending such claims.
  • AIChE will use reasonable efforts designed to verify that the data contained in the DIPPR© database has been selected on the basis of sound scientific judgment. However, AIChE makes no warranties to that effect. The DIPPR© database is provided “as is” without warranty of any kind. AIChE disclaims all warranties, either express or implied, including but not limited to warranties of merchantability and fitness for a particular purpose. AIChE shall not be liable for any damages, loss of property or profits, or consequential, exemplary or special damages that may result from errors or omissions in the DIPPR© database even if advised of the possibility of such damages. AIChE does not warrant that the DIPPR© database will satisfy the user’s requirements or that the DIPPR© database is without defect or error or that the operation of the DIPPR© database will be uninterrupted. The user is solely responsible for determining the suitability of the DIPPR© database and for testing and evaluating it before any use of or reliance on it. The user assumes, without limitation, all risks and liabilities associated with the use of the data included in the DIPPR© database.

4.5

The licensee may not transfer the contracted AHED license to a third-party company or entity.

4.6

The licensee acknowledges that the use of any AHED software product must comply with export laws and regulations of the European Union and agrees to not breach these laws and regulations.

4.7

The licensee understands that the contracted AHED license/software under this agreement contains intellectual property solely owned by the licensor and that the licensor has no obligation to disclose any information related to intellectual property.

4.8

The software is licensed, not sold. This agreement only gives you rights to use the software. HRS reserves all other rights. Unless applicable law gives you more rights despite this limitation, you may use the software only as expressly permitted in this agreement. In doing so, you must comply with any technical limitations in the software that only allow you to use it in certain ways. The licensee may not:

  • work around any technical limitations in the software.
  • reverse engineer, decompile or disassemble the software, except and only to the extent that applicable law expressly permits, despite this limitation.
  • publish the software for others to copy.
  • rent, lease or lend the software.
  • transfer the software or this agreement to any third party.
  • use the software for commercial software hosting services; or create derivative works from the licensed software.

5. LICENSEE RIGHTS

5.1

The licensee has the right to access all products and services offered by the licensor under the valid license type, as defined in www.hrs-ahed.com/en/licenses as long as all payment obligations are fulfilled. The licensor will make its best to achieve a monthly 99% SLA (Service Level Agreement). Service interruptions are to be expected during application updates, scheduled servers maintenance and program or database upgrades. As with any client-server application, the licensor cannot be held responsible for network connectivity issues that might prevent the application (client) to reach the AHED calculation servers. You can check the current SLA (last 30 days) stats in www.hrs-ahed.com/en/status. Other unwanted/unexpected events that might prohibit the licensor to comply with this are described in clause 8.3.

5.2

The licensee has the right to contract any of the engineering services that the licensor offers. These engineering services are defined in www.hrs-ahed.com/en/engineering-services

5.3

The licensee has the right to work with the latest version of the AHED software. The licensor will ensure that the licensee is updated with the latest version of the AHED software.

5.4

The licensee has the right to reclaim all or part of its stored calculation data on the AHED calculation server after termination of this agreement. The licensee can reclaim the data within a maximum thirty-day period after termination of the agreement upon which the licensor shall send the calculation data in electronic format within a maximum thirty-day period after the moment of the licensee’s request for data.

6. DATA PROTECTION

6.1

The licensee understands and accepts that the use of AHED software involves data transfer through a client-server infrastructure where the data used for the calculation is sent to/returned from and stored on the AHED calculation server through an internet connection.

6.2

The licensee understands and accepts the purpose of data processing by AHED and the user rights that apply as explained in our privacy policy that can be consulted in www.hrs-ahed.com/en/legal/privacy-policy

7. LIABILITY

7.1

The AHED license is provided “as is” without any representations or warranties, express or implied. The licensor makes no representations or warranties in relation to the AHED license or any information and materials provided with it. The licensor disclaims all warranties including, but not limited to, warranties of merchantability and fitness for any specific purpose.

The licensee holds the complete risk for the outcome and quality of their use of the contracted AHED license. The licensor does not warrant that the AHED software, under the license contracted by the licensee, is free of any errors.

7.2

The licensee understands and accepts that for obtaining satisfactory results from working with the contracted AHED license, they shall have to apply their own knowledge and skills. The licensor has no obligation to provide the required knowledge and skills.

7.3

The licensor cannot be held liable or accountable for any damage or claim of any type including, but not limited to a) legal claims, b) injury claims, c) damage claims, d) financial or revenue loss, e) liquidated damages. This clause applies always, even for cases where the licensor has received advanced warning for any risk of damages or claims.

7.4

The licensee shall indemnify the licensor and undertake to keep the licensor indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by the licensor to a third party in settlement of a claim or dispute on the advice of the licensor’s legal advisers) incurred or suffered by the licensor arising out of any breach of any provision of these terms and conditions, or arising out of any claim that the licensee has breached any provision of these terms and conditions.

8. TERMINATION OF THE LICENSE AGREEMENT

8.1

The licensee and licensor are authorised to rescind this license agreement due to an attributable failure in the performance of the agreement of the other party, in all cases after a written notification of non-compliance, that holds all relevant details and offers a reasonable term to remedy the non-compliant situation.

8.2

The licensee and licensor shall not be obliged to fulfil any obligation of this license agreement if it is prevented by doing so by force majeure. Force majeure on the part of the licensor means, among other things: a) force majeure on the part of any supplier to the licensor, b) the failure to properly fulfil obligations on the part of suppliers to the licensor, c) defects in items, equipment, software or materials purchased or contracted by the licensor, d) government measures, e) power failures, f) internet, data network, or telecommunications failures, g) war and h) general transport problems.

8.3

The licensee and licensor have the right to rescind this license agreement, by written notification, if a situation of force majeure persists for more than sixty days. In such an event, the licensee shall pay for any performance delivered by the licensor, on a proportional basis.

9. LEGAL TERMS

9.1

This license agreement is valid and shall be interpreted to the laws of the Kingdom of Spain.

9.2

In case of arbitration (due to dispute, controversy or claim arising out of or in connection with this license agreement or the breach, termination, or validity thereof) the place of arbitration shall be the legal courts of Murcia, Spain.

9.3

This license agreement contains the complete understanding between the licensee and licensor towards the use of contracted AHED license and contracting of any services offered by the licensor. This license agreement supersedes any other written or verbal agreement between parties with respect to this license agreement.

Latest update: 13 November 2020.