Source code license

Polar Help Desk Professional Source Code License Agreement

This document describes the terms under which Polar grants the access to source code for the Polar Help Desk Professional. In particular, the licensees accepting the terms of this agreement understand that they may NOT use the provided source code, or knowledge of the source code, in any manner to develop and/or distribute products competing with Polar Help Desk itself.

  2. The following definitions apply and are used throughout this document.

    1a. Licensees – Individuals and their associated organizations being granted access to source code under the terms of this agreement – such individuals includes the undersigned parties other than staff of Polar.

    1b. Source code – Lines of programming code, documentation, and comments written in C# or other computer programming language prior to compilation. All such source code is deemed to be highly confidential information of Polar. In particular this license refers to the source code for the Polar Help Desk and such modifications to the source code as may be made by the licensees or as may be provided to the licensees through any future updates.

    1c. Compiled software – Software resulting from the compilation of source code. In particular this license refers to the source code for the Polar Help Desk, and any compiled software generated from such source code or modifications to such source code whether such modifications are made by Polar or by the Licensees.

    1d. Component software – Software such as DLL’s, or other compiled software files providing functions and functionality which may be dynamically linked and called into use by another software application, and which provides specific functionality to such application. Also any Source or Object file libraries which may be linked and compiled into a standalone executable software.

    1e. Design Time Support files – Files necessary for the use of the compiled software within an application development environment. In particular this license refers to the following design time support files: any licensing files which may be necessary to support the code or other component software derived from the source code, within a development environment.

    1e. Design Time Support Licensing Scheme – Algorithms and Techniques used to enforce design time licensing for the use of the compiled software within an application development environment.

  4. The following general terms and conditions are agreed to with respect to the licensing of source code.

    2a. Both the source code and the Design Time Support Licensing Scheme provided under the terms of this agreement are considered confidential and proprietary information belonging in whole to Polar. It is provided under the specific terms of this license agreement to the licensees and may not be redistributed, or provided in whole or in part in any way or form to any other parties than those specifically granted access by Polar and who sign agreement to these terms below. It especially may not be given to or discussed with independent consultants or other individuals not employed under full time contract with the firms represented by undersigned individuals unless such individuals also sign their agreement to these terms and are specifically approved in writing by Polar.

    2b. Breach of the terms of this contract immediately terminates right of access by all undersigned licensees and their associated organizations, to the source code in any form.

    2c. Polar represents and warrants that it has full and sufficient right to grant the rights and licenses under this agreement and that it has no knowledge of any intellectual property rights of other parties that would be infringed through this agreement.

  6. 3a. Upon receipt of this signed agreement and payment according to the terms defined below, Polar will provide full source code of the Polar Help Desk. Polar warrants that this is the same source code used to produce the most recent update of the Polar Help Desk product.

    3b. The following limitations apply to the liabilities and obligations of Polar:

    3b1. By granting this license for access to source code, Polar in no way promises or other obligates itself to provide support for the source code either in terms of documentation, telephone support or agreement to make modifications, except when permitted in other agreement.

    3b2. By granting this license for access to source code, Polar in no way assumes any liability for damage to software, systems or data from the use of the source code or any derivative compiled software. The undersigned licensees agree that they are solely responsible for such liabilities and will not hold Polar liable for any resultant effects of the use of the compiled software, nor will the licensees allow to be passed on any such liability from their customers or users of their own customizations of the compiled software.

  8. The following obligations are accepted by the licensees in exchange for access to the source code and associated rights as defined and limited under the terms of this agreement:

    4a. Licensee will make a one time non-refundable advance payment to Polar.

    4b. Licensees will take due precautions to prevent the unauthorized access to the source code, the Design Time Support Licensing Scheme, and any associated information based on the source code (including but not limited to design approach and algorithms). Licensees recognize that protection of the source code, Design Time Support Licensing Scheme, and associated information is considered critical to Polar’s business interests and that unauthorized access may cause significant financial harm which may not be fully calculable and for which Licensees will accept responsibility.

    4c. Licensees will take action to shield Polar from any liability associated with the use of compiled code derived from the modified source code.

    4d. Licensees will take care to insure that any software derived from the source code continues to take into account the Design Time Support Licensing Scheme to insure that such derived component software is subject to the same Polar Licensing requirements when used in a design time software environment to build other applications.

  10. The following defines the ownership, usage, and distribution rights of the undersigned parties with respect to the source code and derivative compiled software:

    5a. In granting this license, Polar retains all ownership and distribution rights to the source code and the compiled software.

    5b. The licensees are granted NO rights of redistribution, internal or otherwise pertaining to the source code either as delivered to the licensees or as modified by the licensees. The licensees however, have the rights to redistribute the modified application without the source code to any licensed supplier that provides services to the franchisee network.

    5c. The source code may not be used for the generation of component software, or libraries or other software, which could be used in a design time environment without the design time support files. These design time support files may not be distributed to individuals other than those having purchased a license for design time use of the compiled software products from Polar.

    5d. No derivative software making use of this source code may be sold or otherwise given or distributed to third parties in such a form as it may be used in a design time environment as component software without such parties purchasing a license from Polar.

    5e. Code and information pertaining to the Design Time Support Licensing Scheme may not be used except as described herein – in particular this Licensing scheme may not be used to provide license protection for other applications or components designed by Licensee. All disputes regarding this license will be subject to contract laws of the Republic of Croatia. The undersigned parties have read and understood the above terms of this agreement and indicate by their signature below their acceptance of these terms.


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