Software Use Agreement For Hyperion Point-in-Time Count Software
PLEASE READ ALL OF THE FOLLOWING TERMS OF USE CAREFULLY. THIS IS A LEGAL AGREEMENT BETWEEN YOU AND HYPERION DATA LLC. STATING THE TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE HYPERION POINT-IN-TIME COUNT SURVEY SOFTWARE. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” AND “YOUR” SHALL REFER TO SUCH ENTITY. BY CLICKING “I ACCEPT” OR BY USING THE HYPERION POINT-IN-TIME COUNT SURVEY SOFTWARE, YOU ARE AGREEING TO ALL OF THE TERMS AND CONDITIONS STATED HEREIN. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE HYPERION POINT-IN-TIME COUNT SURVEY SOFTWARE.
Agreement Definitions
1.1 “The Client”, “You” or “Your” means the company or other legal entity for which you are accepting this Agreement, and affiliates of that company or entity.
1.2 “Users” means individuals who are authorized by You to use the Software for Your CoC. Users may include but are not limited to employees, consultants, contractors and volunteers of You or Your affiliates.
1.3 “Hyperion Data” means Hyperion Data LLC.
1.4 “the Software” means Hyperion Point-in-Time Count Survey Software
Software Use
Hyperion Data grants the Client non-transferable, non-exclusive right to use the Software for the agreed upon term. The Client may use the Software on any computer owned, leased, or otherwise controlled solely by the Client.
Limitations of Use
The Client nor any of the client’s Users will, directly or indirectly:
I. sell, lease, rent, license, sublicense or otherwise distribute the Software or any part thereof to any person or entity;
II. use the Software for any purpose other than expressly permitted by this Agreement;
III. reproduce, modify, copy, transmit or create derivative work of all or any portion of the Software;
IV. reverse engineer, decompile, or disassemble the Software or otherwise attempt to recreate all or any portion of the Software;
V. use the Software for any illegal purpose, or in violation of any local, state, national, or international law;
VI. authorize any third party to do any of the foregoing.
Confidentiality
During this engagement, Hyperion Data may have access to confidential information. Hyperion Data agrees to hold such material and information in strictest confidence, not to make use of it other than for the performance of this engagement, and not to release or disclose it to any other party unless we receive a written agreement to such release or disclosure. This applies to all data entered into and/or collected by the Software during use by the Client or their Users.
Hyperion Data maintains the right to contact The Client about use of the Software using the Client’s registration email.
Proprietary Rights
Hyperion Data maintains sole ownership of all technology under this engagement, including all software and code.
The Client maintains sole ownership of all data collected and stored in the Software for the Client’s CoC Point-in-Time Counts under this engagement.
Indemnification
No party to this Agreement shall assume any additional liability of any kind due to its execution of this agreement. It is the intent of the parties that each party shall remain liable, to the extent provided by law, regarding its own acts and omissions; but that no party shall assume additional liability on its own behalf or liability for the acts of any other person or entity except for the acts and omissions of their own employees, volunteers, agents or contractors. The parties specifically agree that this agreement is for the benefit of the parties only and this agreement creates no rights in any third party.
