Em Sytems

EM Systems Integrated Solutions Ltd. All Rights Reserved

1. General license terms and definitions:

Important: this license, in addition to the legitimate proof of purchase of the product, is evidence of your right to use the product. please print this license and keep it for your records.

1.1 Definitions:
1.1.1     "Affiliates" means any corporation, company or other entity that directly or indirectly, is controlled by, or is under common control with, E. M. Systems integrated Solutions Ltd Company.
1.1.2     "Computer" means a computer or an electronic device that accepts information in digital or similar form and manipulates it for a specific result based on a sequence of instructions;
1.1.3     "Documentation" means any accompanying printed materials, this License, any other agreement you may have with E. M. Systems integrated Solutions Ltd relating to this product, and "online" or electronic documentation;
1.1.4     "Permitted Number/User" means one (1) unless otherwise indicated under a valid license granted by E. M. Systems integrated Solutions Ltd or one of its subsidiaries;
1.1.5     "Pre-Release Version " means a product which is identified as a pre-release or beta version;
1.1.6     "Product" means a computer program, computer software (including its code), objects (including their APIs) as well as any images, photographs, templates, animations, video, audio, music, text and applets incorporated into the software, and where applicable, storage media containing any of the above, including any Documentation; and
1.1.7     "Use" means to access, install, download, copy or otherwise benefit from using the functionality of the product in accordance with the Documentation.

1.2 License:
E. M. Systems integrated Solutions Ltd provides you with a product and grants you a non-exclusive license to Use the product in accordance with the terms of this License. Unless otherwise provided for in another agreement that you have with E. M. Systems integrated Solutions Ltd. Any supplemental software code and supporting materials provided to you as part of support services provided by E. M. Systems integrated Solutions Ltd for the product shall be considered part of the product and subject to the terms and conditions of this License. The copyright and all other rights to the product shall remain with E. M. Systems integrated Solutions Ltd or its licensors. To the extent expressly stated herein, this License permits you to make limited number of licenses\copies of the product in which case you must reproduce any copyright or other notices marked on the product on all licenses\copies you make. Some third party materials included in the product may be subject to other terms and conditions which are typically found in the "About" box. To the extent that any third party's intellectual property is incorporated within the product, you agree that such third party is a third party beneficiary of the terms of this License to the extent of the third party's license to E. M. Systems integrated Solutions Ltd.

1.3 You may not:
(i) Use the product or make copies of it other than as permitted in this License except to the extent the foregoing restriction is, by operation of applicable law, prohibited or of no effect;
(ii) Reverse engineer, decompile, or disassemble the product except to the extent the foregoing restriction is, by operation of applicable law, prohibited or of no effect;
(iii) Rent, lease, assign, sell, sublicense, lend or transfer the product.
(iv) Modify the product or merge all or any part of the product with another program;
(v) Redistribute the fonts included with the product;


1.4 Product updates, new versions and third parties’ software:
1.4.1     Installation of Updates, Patches, Additional Features or Functions, etc.
You acknowledge that E. M. Systems integrated Solutions Ltd may, but is under no obligation to, from time to time provide you with additional features, functions, patches, plug-ins, service packs, updates or other similar files related to this product (“Updates”). You further acknowledge and accept that E. M. Systems integrated Solutions Ltd need not provide you with advance notice of the installation of any such Updates.
1.4.2     Mandatory Updates.
In the event E. M. Systems integrated Solutions Ltd provides you with an Update to address a threatened or actual security breach in the product, to replace technologies that may infringe third party intellectual property rights or for any other reason of similar significance to E. M. Systems integrated Solutions Ltd (such Updates hereinafter referred to as “Mandatory Updates”), you agree to promptly, and in no event later than ten (10) business days after E. M. Systems integrated Solutions Ltd provides such Mandatory Update to you, cease use of any product that has not be updated with the Mandatory Update. Failure to comply within the timeframe specified in this Section shall result in the automatic and immediate termination of your License to Use the product.
1.4.3     Use of Updates, Patches, etc.
Any Updates you obtain or receive may only be used in conjunction with the E. M. Systems integrated Solutions Ltd application software product for which it was designed (the "Original Application") and is subject to this License including, without limitation, to E. M. Systems integrated Solutions Ltd's Limited Warranty, Disclaimer and Limitation of Liability and eligibility provisions, as applicable. You are granted a non-exclusive license to use the updates only with the Original Application provided that you still possess a valid license from E. M. Systems integrated Solutions Ltd for the Original Application.
1.4.4     New Versions.
You acknowledge and agree that E. M. Systems integrated Solutions Ltd has no obligation to make available to you any subsequent versions of the product. You also agree that you may have to enter into a renewed version of this license in the event you want to use a new version of the product. Furthermore, you acknowledge and agree that E. M. Systems integrated Solutions Ltd, in its sole discretion, may modify or discontinue or suspend your ability to use any version of the product, and/or disable any product you may already have accessed or installed without any notice to you, for the repair, improvement, and/or upgrade of the underlying technology or for any other justifiable reason, including but not limited to, circumstances where you, at E. M. Systems integrated Solutions Ltd’s discretion, are in breach of this License, potential legal liabilities, acting inconsistently with the letter or spirit of E. M. Systems integrated Solutions Ltd’s policies, or engaging in fraudulent, immoral or illegal activities, or for other similar reasons. E. M. Systems integrated Solutions Ltd will not accept any liability in relation to the direct or indirect damages caused by: (i) the release and/or the absence of release of new versions of the product; and (ii) by the suspension or termination of this license by E. M. Systems integrated Solutions Ltd and/or by you.
1.4.5     Third Parties.
You acknowledge and agree that the product may be incorporated into, and may incorporate itself into, software and other technology owned and controlled by third parties. Any such third party software or technology that is incorporated in the product falls under the scope of this License. Any and all other third party software or technology that may be distributed together with the product (“Bundled Third Party Software”) will be subject to you explicitly accepting a license agreement with that third party. You acknowledge and agree that you have not entered into a contractual relationship with E. M. Systems integrated Solutions Ltd regarding such Bundled Third Party Software and you will look solely to the applicable third party and not to E. M. Systems integrated Solutions Ltd to enforce any of your rights.

1.5 Intellectual property rights:
Except as expressly licensed to you in this License, E. M. Systems integrated Solutions Ltd retains all right, title and interest in and to the product and any copies you are authorized by E. M. Systems integrated Solutions Ltd to make. Except as expressly stated herein, this License does not grant you any intellectual property rights in the product. All rights not expressly granted are reserved by E. M. Systems integrated Solutions Ltd.

1.6 Term:
This License shall remain in effect only for so long as you are in compliance with the terms and conditions of this License. This License will terminate if you fail to comply with any of its terms or conditions. You agree, upon termination, to destroy all copies of the product. The Intellectual Property Rights, Limited Warranty, Disclaimer and Limitation of Liability shall continue in force even after any termination.

1.7 Disclaimer:
the product is provided on an "as is" basis, without any other warranties, representations, conditions or terms, express or implied, whether by law, statute, usage of trade, course of dealing or otherwise, including, but not limited to, warranties of non-infringement of third party rights, integration, merchantable quality, satisfactory quality, merchantability or fitness for a particular purpose. e. m. systems integrated solutions ltd and its suppliers and dealers do not and cannot warrant the performance or results you may obtain by using the product. the entire risk as to the results and performance of the product is assumed by you. where any non-excludable terms are implied into this license by operation of law, to the extent permissible by law, E. M. Systems Integrated Solutions Ltd limits its liability to, at its option, the repair or replacement of the goods, the re-supply of equivalent goods, or the cost thereof.

1.8 General:
This License is the entire agreement between you and E. M. Systems integrated Solutions Ltd, superseding any other agreement or discussions, representations or advertising, oral or written, other than a separate, valid, existing and applicable license agreement entered into between you and E. M. Systems integrated Solutions Ltd or any of its subsidiaries (the "Other License") in which case that Other License governs to the extent of any inconsistency between this License and that Other License. This License may be modified only by a written document signed by an authorized officer of E. M. Systems integrated Solutions Ltd.

1.9 Rbitration:
The parties agree that all disputes arising out or in connection with this Agreement shall first be settled under The Israeli Law of Arbitration by an Arbitrator that shall be appointed by The President of The Israel Association of Chambers of Commerce. The arbitration shall be in English or Hebrew as shall be agreed upon by the parties. In any case of dispute regarding the procedure of arbitration or the qualifications of the Arbitrator the final decision shall be of The President of The Israel Association of Chambers of Commerce. The Israeli Arbitration Law shall apply and shall be conducted and subject to The Israeli Law in general including The Law of Evidence. The arbitrator’s decision shall be given not later than twelve months from the beginning of the arbitration procedure This Clause shall serve as a Deed of Arbitration according to The Israeli Law.