TERMS & CONDITIONS
CAPTELA LTD (“CAPTELA”) sells proprietary financial software solutions and optional modules. Products and services are provided subject to the following terms & conditions.
SECTION 1 – LICENSE GRANT AND OWNERSHIP
1.1 CAPTELA grants to Customer a worldwide, perpetual, non-exclusive, non-transferable license to the software for Customer’s use in connection with the establishment, use, maintenance and modification of the system implemented by CAPTELA. Software shall mean executable object code of software programs and the patches, scripts, modifications, enhancements, designs, concepts or other materials that constitute the software programs necessary for the proper function and operation of the system as delivered by CAPTELA and accepted by the Customer.
1.2 Except as expressly set forth in this paragraph, CAPTELA shall at all times own all intellectual property rights in the software. Any and all licenses, product warranties or service contracts provided by third parties in connection with any software, hardware or other software or services provided in the system shall be delivered to Customer for the sole benefit of Customer.
1.3 Customer may supply to CAPTELA or allow CAPTELA to use certain proprietary information, including service marks, logos, graphics, software, documents and business information and plans that have been authored or pre-owned by Customer. All such intellectual property shall remain the exclusive property of Customer and shall not be used by CAPTELA for any purposes other than those associated with delivery of the system.
SECTION 2 – COPIES, MODIFICATION, AND USE
2.1 Customer may make copies of the software for archival purposes.
2.2 In no way does the Software License confer any right in Customer to license, sublicense, sell, or otherwise authorize the use of the software, whether in executable form, source code or otherwise, by any third parties, except in connection with the use of the system as part of Customer’s business.
2.3 All express or implied warranties relating to the software shall be deemed null and void in case of any modification to the software made by any party other than CAPTELA or its authorised, affiliated entities and providers.
SECTION 3 – WARRANTIES AND REPRESENTATIONS
CAPTELA represents and warrants to Customer that:
it has all necessary rights and authority to execute and deliver this Software License and perform its obligations hereunder and to grant the rights granted under this Software License to Customer;
the goods and services provided by contractor under this Software License, including the software and all intellectual property provided hereunder, are original to CAPTELA or its subcontractors or partners; and the software, as delivered as part of the system, will not infringe or otherwise violate the rights of any third party, or violate any applicable law, rule or regulation.
3.3 System Warranty Period. With respect to each deployment of the System, CAPTELA warrants that the System will conform in all material respects to the System Specifications supplied with the System when deployed and for ninety (90) days thereafter. Should a material nonconformity appear within such warranty period, and provided Customer has given written notice to CAPTELA. CAPTELA will , as its sole and exclusive liability to Customer, use commercially reasonable efforts to correct the nonconformity and provide Customer with one (1) copy of any such corrected version of the affected System. This System Warranty Period shall not apply to any System that has been modified by any party other than CAPTELA, its agents or as authorized by CAPTELA in writing or that has been improperly installed or subjected to commercially unreasonable stress or conditions. CAPTELA does not warrant that Customer’s use of the System will be uninterrupted or that the operation of the System will be error-free. Both parties understand that software has inherent limitations, and Customer must determine that the System licensed hereunder meets Customer’s requirements. Customer agrees it has the sole responsibility for the adequate protection and backup of Customer’s data and/or equipment used with the System.
3.4 Except as expressly stated in these terms, there are no warranties, express or implied, including, but not limited to, the implied warranties of fitness for a particular purpose, of merchantability, or warranty of no infringement of third party intellectual property rights.
SECTION 4 – SUPPORT, MAINTENANCE AND SOFTWARE AND UPDATES
4.1 Support, maintenance and software updates are offered as an additional optional subscription, the charge for which is separate to the license purchase fee and is payable monthly in advance and in accordance with CAPTELA’s pricing schedule.
Support and software updates comprises:
i) Technical support
iii) Software updates
4.2 Technical support: CAPTELA provides technical support as part of the support and updates subscription service. The Customer will have access to raise support tickets via email to firstname.lastname@example.org . Support and updates are provided by CAPTELA’s subsidiary and support partner entity:
EBANQ FINTECH SL
Alameda Principal 32
29005 Malaga, Spain
Phone: +34 951 32 47 74
4.3 Software Updates: CAPTELA will provide Customer with upgrades, new versions, and/or software updates provided that payment for the subscription is received in accordance with CAPTELA’s payment terms and conditions.
4.4 Bug fixes for the Software are included in software updates deployed by CAPTELA periodically at no additional charge.
SECTION 5 – ADDITIONAL OPTIONAL MODULES AND MOBILE APPS
5.1 Additional modules and mobile apps, created and made available to augment the software’s functionality are available at an additional charge separate to the license purchase fee and as outlined in CAPTELA’s pricing schedule.
5.2 CAPTELA will provide Customer with upgrades, new versions, and/or software updates for any optional modules and/or mobile apps purchased, as and when they become available, provided the Customer contracts the support, maintenance and software updates subscription.
SECTION 6 – REFUND POLICY
6.1 Software and optional add-on modules are non-refundable unless for cases of non-conformity with advertised software specifications. See section 3. Monthly charges for Server-Support-Updates are billed for upfront on the date of the system deployment. Customer can cancel the subscription at any time by providing notice in writing. Any prepaid but partially unused monthly service period will not be refunded.
SECTION 7 – DELIVERY INFORMATION
7.1 Software systems are deployed within 24-48 hours of receipt of payment and the prescribed information from customer (e.g. required internet domain name and name and email of first system administrator). Server-Support-Updates are provided and billed for on a monthly basis and paid in advance.
For any questions about these terms & conditions, please do not hesitate to contact us anytime.