PLEASE READ THIS IMEDRIX SYSTEMS PVT. LTD. END-USER LICENSE AGREEMENT (HEREINAFTER REFERRED TO AS THE "AGREEMENT") CAREFULLY BEFORE USING OR TRYING TO ATTEMPT TO USE THIS iMedrix SYSTEMS PVT. LTD. PRODUCT COMPRISING OF BUT NOT LIMITED TO:
1. A Device With Brand Name As Kardioscreen" Used In Capturing ECG.
2. Kardioscreen" Software Program Capable Of Running On android.
3. Cloud Based Server To Serve As Backend.
(THE ABOVE THREE POINTERS TOGETHER AND INDIVIDUALLY CONSTITUTE & HEREINAFTER REFERRED TO AS THE "PRODUCT").
BY USING THIS PRODUCT OR BY ACCEPTING iMedrix SYSTEMS PVT. LTD. PRODUCT USAGE AGREEMENT POLICY OR ATTEMPTING TO LOAD THE PRODUCT IN ANY WAY, (SUCH ACTION WILL CONSTITUTE A SYMBOL OF YOUR CONSENT AND SIGNATURE), YOU ACKNOWLEDGE AND ADMIT THAT YOU HAVE READ, UNDERSTOOD AND AGREED TO ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. THIS AGREEMENT ONCE ACCEPTED BY "YOU" [AS AN INDIVIDUAL (ASSUMING YOU ARE HAVING LEGAL CAPACITY TO ENTER INTO AN AGREEMENT), OR THE COMPANY OR ANY LEGAL ENTITY THAT WILL BE USING THE PRODUCT (HEREINAFTER REFERRED TO AS 'YOU' OR 'YOUR' FOR THE SAKE OF BREVITY)] SHALL BE A LEGALLY ENFORCEABLE AGREEMENT BETWEEN YOU AND iMedrix Systems Pvt. Ltd., BENGALURU, KARNATAKA, INDIA (HEREINAFTER REFERRED TO AS "iMedrix Systems Pvt. Ltd." Or "Company") FOR THE PURPOSE OF DOWNLOADING THE APPLICATION AND AVAILING THE BENEFITS FOR USAGE OF KARDIOSCREEN" A PROPRIETARY PRODUCT/APPLICATION DEVELOPED BY IMEDIX SYSTEMS PVT. LTD. TO ACT AS A MOBILE ECG SOLUTION, MONITORING, DISPLAYING, UPLOADING, STORING, STREAMING CLINICAL DATA. YOU SHALL HAVE THE RIGHTS TO USE THE PRODUCT FOR YOUR OWN USE SUBJECT TO THE TERMS AND CONDITIONS MENTIONED IN THIS AGREEMENT OR AS AMENDED BY iMedrix Systems Pvt. Ltd. FROM TIME TO TIME. IF YOU DO NOT AGREE TO ALL THE TERMS AND CONDITIONS BELOW, DO NOT USE THIS PRODUCT IN ANY WAY AND PROMPTLY RETURN IT OR DELETE ALL THE COPIES OF THIS PRODUCT IN YOUR POSSESSION.
In consideration of payment of the License Fee, evidenced by the Payment Receipt, iMedrix Systems Pvt. Ltd. grants You, a non-exclusive and non-transferable right for your own use only. iMedrix Systems Pvt. Ltd. reserves all rights not expressly granted, and retains the Intellectual Property Rights, Proprietary Rights, title and ownership of the PRODUCT, including all subsequent copies in any media. You may only use the iMedrix Systems Pvt. Ltd. This PRODUCT and the enclosed documents are the property of iMedrix Systems Pvt. Ltd. and are copyrighted. Copying of the PRODUCT or the enclosed documents is expressly forbidden. License Fees paid to iMedrix Systems Pvt. Ltd. is considered only towards a non-exclusive and non-transferable right to use "iMedrix Systems Pvt. Ltd." PRODUCT.
A. "Distributors" means the authorized distributors, sub-distributors of iMedrix Systems Pvt. Ltd., selling iMedrix Systems Pvt. Ltd. range of products, including sales through Internet.
B. "License period" means the period as more particularly described in this Agreement.
C. "Device" means the personal digital assistants, tablets, computers, smartphones, handheld devices, or other electronic devices for which the PRODUCT is specifically designed (for which, system requirements have been described particularly in the user manual or on our website www.iMedrix.com) on which the PRODUCT will be installed and/or used.
D. "Normal working hours" shall mean 09:30 a.m. to 6:30 p.m. India Standard Time (IST) on working days and "Working Days" means Mondays to Fridays inclusive, but excluding bank and public holidays in India.
E. "Support" means the Technical Assistance in order to use the PRODUCT, provided by iMedrix Systems Pvt. Ltd., which may or may not be chargeable to you. For more details, please refer to www.iMedrix.com.
F. "Updates" means collections of any or all definition files necessary to keep the system upgraded including the corrections, improvements or modifications to the PRODUCT.
G. "Upgrades" means any correction, improvement, modification or yearly enhancements in the form of the new version of the PRODUCT, which iMedrix Systems Pvt. Ltd. generally releases.
H. "User Manual" means the user guide, Help guide, and other documentation provided with the PRODUCT, updated agreements provided on the website of iMedrix Systems Pvt. Ltd. (www.iMedrix.com), explanatory or other materials as provided from time to time by iMedrix Systems Pvt. Ltd.
I. "You" means the "End User" which means:
A. You can:
B. You cannot:
A. iMedrix Systems Pvt. Ltd. expressly disclaims any loss of data, loss of profits during product installation. If you modify your device or make alterations/modifications to other vendors" PRODUCT installed on it, you may be required to repeat activation of the PRODUCT or installation of license key file or may need to contact iMedrix Systems Pvt. Ltd. support for help. iMedrix Systems Pvt. Ltd. reserves the right to verify the validity/legality of the license and PRODUCT.
B. There are technological measures in this product that are designed to prevent unlicensed or illegal use of the product. You agree that we may use those measures. You agree that the iMedrix Systems Pvt. Ltd. PRODUCT may use the measures that can control and prevent piracy of PRODUCT.
A. You are entitled to use this PRODUCT from the date of purchase/license activation date till the end of the period for which the license is purchased.
B. By virtue of purchasing license for the PRODUCT, you are either entitled for:
C. You understand, agree, and accept that you are entitled for the updates via Internet and technical support via the telephone for the duration of the license period.
D. You agree and understand that any unauthorized usage of this PRODUCT or breach of any or all terms and conditions stated in the Agreement shall result in automatic and immediate termination of this Agreement as granted hereunder. Further, this may result in criminal and/or civil action by iMedrix Systems Pvt. Ltd. and/or its agents against you including but not limited to the right to block the key file/license key/product key without any prior intimation/notice to you. No refund will be paid to you in this regard.
A. You agree, accept, and acknowledge:
iMedrix Systems Pvt. Ltd. offers free technical support to assist you in the usage of this PRODUCT, for example, the technical support team may, at your discretion, take remote access of your computer. The availing of this support will be solely at your discretion and you are solely responsible to take backup of the existing data/PRODUCT/programs in your device before availing such a support and you are liable to bear all the direct, indirect, and consequential cost associated to it. iMedrix Systems Pvt. Ltd. will not be held responsible for any loss of data, any kind of direct/indirect/consequential loss or damage to data/property arising during this entire process. If at any point of time the Technical Support team is of the opinion that it is beyond their scope, it will be the sole discretion of iMedrix Systems Pvt. Ltd. to suspend, cease, terminate, or refuse such support as iMedrix Systems Pvt. Ltd. does not claim any warranty and/or guarantee of any kind in providing the support feature.
Once you download and register the PRODUCT, iMedrix Systems Pvt. Ltd. may communicate with you on the contact information submitted during the registration process through email or any other electronic communication device. The communication can be for the purpose of product renewal or product verification for your convenience.
As a registered user, you are entitled to receive updates and version upgrade as and when released free of cost during the license period, subject to the terms and conditions mentioned herein.
iMedrix Systems Pvt. Ltd. PRODUCT may collect the following information which may or may not contain any personally identifiable information either with or without your discretion/permission solely for statistical purpose or enhancing and evaluating the ability, effectiveness, and performance of iMedrix Systems Pvt. Ltd.'s product in identifying and/or detecting the malicious behavioral pattern, inherently fraudulent websites and other Internet security threats/risks. The information may be used to provide iMedrix Systems Pvt. Ltd. and better technical support to the legitimate customers.
Password entered by the end users during registration is not stored on iMedrix Systems Pvt. Ltd. server. This information will not be correlated with any personally identifiable information except as herein stated and shall include, but not limited to:
A. You expressly understand, admit, agree, and warrant that in no event shall iMedrix Systems Pvt. Ltd. and/or any of its directors and Officers, employees, agents, partners, distributors be liable from any and against all claims, expenses, suits, costs, demands, judgments whatsoever made by you and/or any third party for any direct, indirect, incidental, special, punitive, consequential and/or exemplary damages including, but not limited to damages for loss of business/profits, damages for loss of confidential/other information, failure to meet any statutory duty/duty of reasonable care/duty in good faith, economic/notional loss, loss for business interruption, goodwill, damage and loss of data or programs, or other intangible losses (even if iMedrix Systems Pvt. Ltd. has been advised of the possibility of such damages), to the fullest extent permissible by law:
B. This limitation will apply to all causes of action whether arise in equity or tort, including but not limited to breach of contract, breach of warranty, negligence, strict liability, misrepresentations and hereby release iMedrix Systems Pvt. Ltd. and/or its directors, employees, agents, distributors from any and all obligations, liabilities in excess of the limitation stated herein.
C. In the event, iMedrix Systems Pvt. Ltd. and/or its directors, agents, employees, distributors are found liable, you understand and accept that the liability of iMedrix Systems Pvt. Ltd. and/or its directors, agents, employees, distributors shall be limited only up to and not exceed in any case the License Fee incurred by you in acquiring the PRODUCT from iMedrix Systems Pvt. Ltd. or its distributors/agents. This Clause shall survive the termination of this Agreement.
A. Media Warranty: As the only warranty under this Agreement, and in the case of accident, abuse or misapplication, iMedrix Systems Pvt. Ltd. warrants to the original Licensee only, that the medium(s) on which the PRODUCT is recorded is free from defects in the materials and workmanship under normal use and service for a period of thirty (30) days from the date of payment as evidenced by a copy of the payment receipt. iMedrix Systems Pvt. Ltd.'s only obligation under this Agreement is, at iMedrix Systems Pvt. Ltd.'s option, to either (a) return payment as evidenced by a copy of the receipt or (b) replace the medium that does not meet iMedrix Systems Pvt. Ltd.'s limited warranty and which is returned to iMedrix Systems Pvt. Ltd. with the copy of the receipt.
Note: This media warranty does not apply to customers who have downloaded the iMedrix Systems Pvt. Ltd. PRODUCT online through iMedrix Systems Pvt. Ltd. or its partner websites.
B. Performance Warranty This PRODUCT provided by iMedrix Systems Pvt. Ltd. is "AS IS" and "AS AVAILABLE" without warranty of any kind, expressed or implied, including but not limited to the implied warranties of merchantability, fitness, usage, performance, satisfactory quality, integration, applicability for a particular use and any other warranties are disclaimed to the fullest extent permissible pursuant to the applicable law.
iMedrix Systems Pvt. Ltd. warrants that the Licensed PRODUCT, as delivered by iMedrix Systems Pvt. Ltd. will conform to the descriptions in the user manual. However, iMedrix Systems Pvt. Ltd. does not offer any warranty regarding the performance of PRODUCT and shall not entertain any claim regarding the same. iMedrix Systems Pvt. Ltd. MAKES NO WARRANTIES OR CLAIMS THAT THE LICENSED PRODUCT, OR UPGRADES WILL MEET YOUR REQUIREMENTS OR THAT THE USE OF THE LICENSED PRODUCT, OPERATION, CONTENT UPDATES, AND UPGRADES WILL BE ERROR-FREE OR UNINTERRUPTED.
You understand and accept that this PRODUCT will substantially perform according to the specifications and descriptions as stated in the user manual, as updated from time to time, subject to the following and iMedrix Systems Pvt. Ltd. expressly disclaims any and all liabilities arising from the following circumstances:
C. Third-Party Website Links: This PRODUCT may include links to the third-party websites; you may redirect to such third-party websites as the user of this PRODUCT. The third-party sites are not under the control of iMedrix Systems Pvt. Ltd. and iMedrix Systems Pvt. Ltd. is not responsible for the content of any third-party websites and/or any links contained in the third-party websites. iMedrix Systems Pvt. Ltd. is providing these links to the third-party websites to you only for your convenience and iMedrix Systems Pvt. Ltd. is not responsible for any kind of loss/ damage arising out of it and the access to or any other act on such third party links shall be entirely at your risk.
The PRODUCT, source code, activation code, license keys, documentation, systems, ideas, information, content, design, and other matters related to the PRODUCT and trademarks are the sole proprietary and intellectual property rights of iMedrix Systems Pvt. Ltd. protected under the Intellectual Property Laws and belongs to iMedrix Systems Pvt. Ltd.. Subject to certain terms mentioned in respective open source license where used by iMedrix Systems Pvt. Ltd., nothing contained in this Agreement grants you or is intended to grant you any rights, title, interest to intellectual property, including without limitation any error corrections, enhancements, updates, or modifications to this PRODUCT whether made by iMedrix Systems Pvt. Ltd. or any third party. You understand and acknowledge that you are provided with a license to use this PRODUCT subject to the terms and conditions of this Agreement.
This PRODUCT may include certain third party components which are governed by the license agreements executed between iMedrix Systems Pvt. Ltd. and the respective third party owners. [The third party components licensed under terms of the certain agreement requires iMedrix Systems Pvt. Ltd. to disclose that Intellectual Property rights and ownership rights shall remain with iMedrix Systems Pvt. Ltd. and/or its technology licensing partners respectively. Even if such third party components are governed by respective agreements/contracts, the disclaimers and the limitations shall apply as mentioned in this EULA.]
All the title, ownership and all rights including Intellectual Property rights of the Third Party shall rest with the concerned Third Party only and the User shall also be liable to comply with their License Terms. Where applicable, such third party will be beneficiary of this EULA.
A. Force Majeure. iMedrix Systems Pvt. Ltd. will not be liable for any delay or failure to fulfil its obligations hereunder that results from an act of God, war, civil disturbance, government policies, or other cause/s beyond its control. Provided that iMedrix Systems Pvt. Ltd. shall endeavour to complete the obligation within a reasonable period after happening of any event as covered under such force majeure.
B. Legal Jurisdiction. This agreement and any matter relating thereto shall be subject only to jurisdiction of the Courts at Bengaluru, India and shall be interpreted as per the terms of the law/s for the time being in force in India. Any dispute which may arise out of this Agreement, breach of terms and conditions under this Agreement, shall be settled by direct negotiations between you and iMedrix Systems Pvt. Ltd.. In the case of failure to resolve the dispute in the manner set out above within 30 days from the date when the dispute arose, the dispute shall be referred to any arbitrators appointed by iMedrix Systems Pvt. Ltd.. The venue of arbitration shall be Bengaluru. The arbitration proceedings shall be governed by the Arbitration and Conciliation Act, 1996 and Indian Laws and shall be conducted in the English language. The arbitrators shall also decide on the costs of the arbitration proceedings. To the extent possible, after the commencement of any arbitral proceedings, the parties thus engaged shall continue to perform their respective obligations under this Agreement. The provisions of this Clause shall survive termination of this Agreement. Subject to the provisions of this Clause, the Courts in Bengaluru, India shall have exclusive jurisdiction and the parties may pursue any remedy available to them at law or equity.
C. Complete Agreement. This Agreement comprises the entire agreement between the parties regarding the subject matter, and supersedes any proposals, communications or advertising, oral or written, with respect to the PRODUCT or subject matter of this Agreement. You shall be bound by any and all clauses of the Agreement updated and displayed on the website of iMedrix Systems Pvt. Ltd. at www.iMedrix.com/eula from time to time. The Agreement displayed on the website will be the finally concluded and binding agreement between you and iMedrix Systems Pvt. Ltd. for all legal purposes which include your each activation, reactivation, and renewal of this PRODUCT. In case of any dispute/queries arising out of any translated versions of this Agreement, iMedrix Systems Pvt. Ltd. hereby expressly specifies and confirms that the English version as displayed on the website will be final for interpretation and the terms used, meaning conveyed in the English version will be authoritative and binding. Any waiver by either party of any violation of any provision of this Agreement by the other party will not be deemed to waive any other violation of the same or any other provision.
D. Severability. If any of the provisions contained in this Agreement is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable in any respect, the validity, legality, or enforceability of the remaining provisions contained herein shall not be in any way affected or impaired thereby and the balance of the Agreement will continue in full force and effect to the maximum extent permitted by law or equity while preserving, to the fullest extent possible, its original intent.
E. Survival. The Clauses in this Agreement including not limited to rights to License Fees, "Indemnification", "Limited Warranties & Disclaimers" and "Intellectual Property" shall survive expiration or termination of this Agreement.
F. Subject to certain terms mentioned in respective open source license where used by iMedrix Systems Pvt. Ltd., You cannot assign your rights or delegate duties or obligations under this Agreement. The failure to exercise or delay in exercising a right or remedy by iMedrix Systems Pvt. Ltd. under this Agreement shall not constitute a waiver of the right or remedy or a waiver of any prior, concurrent or subsequent right or remedy.
G. The section numbers and headings are included merely for the convenience of the parties and are not to be construed in interpreting this Agreement.
H. iMedrix Systems Pvt. Ltd. reserves the right to amend this End-User License Agreement from time to time and will keep updated on its website at www.iMedrix.com/eula and it would be binding on the end users. This is an essence of the agreement and use of this PRODUCT.
I. iMedrix Systems Pvt. Ltd. reserves the right to co-operate with any legal process and may provide documents, information related to your usage of this PRODUCT and your general usage of the device.
A. Third-Party Licenses
B. OSS Licenses