Thank you for your submission. An email with a link to the agreement will be sent to the end-user shortly. If you need to submit another entry for a different end-user, you can click here to be taken back to the Form Entry page. Otherwise, you may close this window.
ISI TELEMANAGEMENT SOLUTIONS
END USER AGREEMENT
ATTENTION: THIS END USER AGREEMENT (“AGREEMENT”) IS A LEGAL AGREEMENT BETWEEN YOU (“END USER”) AND ISI TELEMANAGEMENT SOLUTIONS (“LICENSOR”). AS THE TERMS OF THIS AGREEMENT GOVERN THE USE OF THE SOFTWARE, HARDWARE AND RELATED SERVICES (AS APPLICABLE) THAT YOU HAVE PURCHASED FROM RESELLER (“TRANSACTION”), PLEASE READ THIS DOCUMENT CAREFULLY. BY CLICKING THE “ACCEPT” BUTTON AT THE END OF THIS AGREEMENT, YOU ARE ACKNOWLEDGING THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. UPON YOUR ACCEPTANCE OF THIS AGREEMENT, YOU WILL BE PROVIDED A LOGIN NAME AND PASSWORD IN ORDER TO DOWNLOAD THE SOFTWARE FROM LICENSOR’S WEBSITE. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU SHOULD SELECT THE “REJECT” BUTTON AT THE END OF THIS AGREEMENT IN WHICH CASE: YOU WILL BE REQUIRED TO COMPLETE A FORM TO ENSURE PROPER CANCELLATION PROCESSING. YOU WILL NOT BE ABLE TO DOWNLOAD THE SOFTWARE, YOUR TRANSACTION WITH RESELLER WILL BE CANCELLED, AND YOU WILL BE ENTITLED TO A FULL REFUND OF YOUR PURCHASE PRICE FROM RESELLER.
For purposes of this Agreement, the following terms shall be defined as follows:
“EFSS” means Licensor’s external feed subscription software.
“Hardware” means Licensor’s equipment that operates in connection with the Software.
“Reseller” collectively means Licensor’s authorized reseller and its affiliates.
“RTSS” means Licensor’s rate table subscription software.
“Software” means TS, EFSS and RTSS, as applicable.
“System Location” means the location(s) of End User at which the Software or Hardware is installed or delivered, as applicable.
“TS” means Licensor’s telemanagement software known as “Infortel® Select.”
1. Software License and Support. If End User is purchasing a perpetual license for TS or a subscription license for RTSS or EFSS, End User agrees to the terms and conditions set forth in Licensor’s Software License Agreement shown on Licensor’s website at http://www.isi-info.com/terms/sltwd.pdf on the date on which the Software is received by End User, and such terms and conditions are incorporated herein by reference. If End User is purchasing Software support, End User agrees, during the initial support term, to the terms and conditions set forth in Licensor’s Software Support Terms shown on Licensor’s website at http://www.isi-info.com/terms/sstwd.pdf on the date on which the Software is received by End User, and such terms and conditions are incorporated herein by reference.
2. Hardware Sale and Maintenance. If End User is purchasing Hardware, End User agrees to the sale terms and conditions set forth in Licensor’s Equipment Sale and Maintenance Agreement shown on Licensor’s website at http://www.isi-info.com/terms/esmtd.pdf on the date on which the Hardware is received by End User, and such terms and conditions are incorporated herein by reference. If End User is purchasing Hardware maintenance, End User agrees, during the initial maintenance term, to the maintenance terms and conditions set forth in Licensor’s Equipment Sale and Maintenance Agreement shown on Licensor’s website at http://www.isi-info.com/terms/esmtd.pdf on the date on which the Hardware is received by End User, and such terms and conditions are incorporated herein by reference.
3. Limitation of Liability. LICENSOR’S MAXIMUM AGGREGATE LIABILITY ARISING OUT OF THIS AGREEMENT, THE TERMINATION THEREOF, OR THE PERFORMANCE OR NONPERFORMANCE OF THE SOFTWARE, HARDWARE AND RELATED SERVICES FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION, WHETHER BASED UPON CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE LICENSE FEES (AS TO THE SOFTWARE), PURCHASE PRICE (AS TO HARDWARE) AND SERVICE FEES (AS TO SUPPORT, MAINTENANCE AND OTHER SERVICES) ACTUALLY PAID TO LICENSOR BY RESELLER (OR END USER) WITHIN THE 12-MONTH PERIOD PRECEDING END USER’S CLAIM, AND, IN EACH CASE, FOR THE PARTICULAR ITEM OF THE SOFTWARE, HARDWARE OR RELATED SERVICES THAT CAUSED THE DAMAGE OR IS THE SUBJECT MATTER OF OR IS DIRECTLY RELATED TO THE CAUSE OF ACTION. IN NO EVENT SHALL LICENSOR BE LIABLE TO END USER OR ANYONE CLAIMING THROUGH OR AGAINST END USER FOR (i) COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; OR (ii) ANY INCIDENTAL, SPECIAL, INDIRECT, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOST PROFITS, LOSS OF USE, LOSS OF DATA, OR INTERRUPTION OF BUSINESS) RESULTING FROM OR ARISING OUT OF THE DELIVERY, INSTALLATION, OPERATION, PERFORMANCE, NONPERFORMANCE, OR USE OF THE SOFTWARE, HARDWARE, USER INSTRUCTIONS AND RELATED SERVICES, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN.
4. Notice. Any notice, request, demand, consent or other communication required or permitted to be given under this Agreement shall be in writing and shall be effective when delivered personally or three days after mailing by first class, postage prepaid, certified or registered mail, return receipt requested, to: (i) End User at the address of the System Location; and (ii) ISI at 1051 Perimeter Drive, Suite 200, Schaumburg, IL 60173, Attn: Chief Operating Officer. Any party hereto may change its address by giving notice in accordance with this paragraph stating its new address to the other party hereto. Commencing with the giving of such notice, such newly designated address shall be said party's address for purposes of all notices or other communications required or permitted to be given pursuant to this Agreement.
5. Choice of Law. This Agreement and performance hereunder shall be governed by the internal laws of the State of Illinois (without giving effect to conflict of law rules). The sole jurisdiction and venue for any litigation or other dispute settlement proceeding arising out of this Agreement shall be an appropriate tribunal located in Chicago, Illinois.
6. General. This Agreement may not be modified, amended, or changed except by written agreement between Licensor and End User. Any terms or conditions contained in Reseller’s proposal (a “Proposal”) or End User’s purchase order (or other instrument issued by End User) that are in addition to or inconsistent with the terms and conditions of this Agreement shall not be binding upon Licensor and shall not apply to this Agreement. The headings or captions of paragraphs are for identification purposes only and do not limit or construe the contents of the paragraphs.
Click-Wrap End User License Agreement (Reseller) 3-30-12