This license agreement is entered between CTM360 and the individual / business entity “the Subscriber”, for the purpose of granting the Subscriber a non-exclusive, non transferable license to use and access CTM360’s Platform and services subject to the terms and conditions set forth in this Agreement.
The Subscriber hereby acknowledges and agrees to be bound by the terms and conditions set forth in this agreement and will be effective as of this date.
Subscriber: The individual / business entity who will be the end user of the platform.
CTM360 Platform: The software service being offered by CTM360.
Limited License: Granting the user the right to use the CTM360 Platform within the scope of this agreement, for annual (1 Year) subscription period.
Confidential Information: all information and materials disclosed, furnished or communicated, made available or supplied by either you or CTM360®. This includes but is not limited to all information and data, in whatever form or medium, in which either Party has a proprietary or ownership interest, information and data relating to both Party’s information.
For the purposes of the end user license agreement, the following definitions shall apply to this Agreement:
Representations and Limited Warranties
The Subscriber is granted a non-exclusive, non-transferable, license to access and use the Platform and may not use this for sale, resale, publication or distribution. The Subscriber accepts that the software service is delivered as it is, and the only warranty applicable is the warranty expressly stated in the agreement.
CTM360® will establish a unique user ID and password for use only by you for the purpose of granting access to the Platform. You shall be responsible for the misuse or abuse of any user ID, password or other security measure provided by CTM360 ®.
CTM360® warrants that the Platform will be delivered in a professional, workman-like manner in accordance with generally recognized industry standards based on best efforts.
Limitation of Liability
CTM360® shall not be liable for any injury, loss, claim, liability, or damage of any kind resulting from any misuse, negligence or omissions relating to the Platform or the unavailability or interruption of the Platform or any acts of third parties. The aggregate liability of CTM360® arising out of a claim or series of claims related to the Platform shall not exceed the amount of the Subscriber’s annual subscription.
CTM360 disclaims any responsibility for the use of the software service in any other way or for any other purpose other than the intended purpose set out by the CTM360.
The subscriber and CTM360 hereby reserves any and all right, title and interest, including any Intellectual Property Rights, that it may have in or to any Confidential Information that it may disclose to the other Party under this Agreement.
The Subscriber and CTM360 shall protect the confidential information disclosed by either party against any unauthorized use or disclosure to the same extent that each party may protect its own Confidential Information, but in no event shall use less than a reasonable standard of care protected to the fullest reasonable extent.
Confidential Information or trade secrets shall not be used or disclosed to any third party about the business of CTM360 or about the software service that is acquired either legally or illegally, except where such information is public knowledge, without prior written consent from CTM360.
CTM360 shall have the right to terminate this agreement if the Subscriber fails to perform any obligation required under this Agreement and the Subscriber does not fix any such breach within 14 days or if the Subscriber becomes bankrupt or insolvent. The Subscriber shall have the right to immediately terminate this agreement if CTM360 fails to perform any obligation required under this Agreement or if CTM360 becomes bankrupt or insolvent.
This Agreement takes effect upon Subscriber’s use of the software and is effective until terminated. The Subscriber may terminate this Agreement at any time for whatever reasons by giving three months’ notice to CTM360 and in such a case the Subscriber must cease to use the software and documentation in its possession. It will also automatically terminate if CTM360 fails to comply with any term or condition of this Agreement.
License, sell, rent, lease, assign, distribute, use, transmit, host, outsource, disclose or otherwise commercially exploit the Platform or make the Platform available to any third party.
Modify, make derivative works of, disassemble, decrypt, reverse compile or reverse engineer any part of the Platform.
Remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of CTM360’s Platform.
The Subscriber agrees not to and will not permit others to:
All such Intellectual Property Rights (copyrights, patents, trademarks, trade secrets, title, and ownership rights) belong to CTM360®, except to the extent that the information contained therein is in the public domain or are licensed to CTM360® by a third party. CTM360 warrants that the Platform and/or the granted license to the Platform will not infringe upon or misappropriate any third party's intellectual property.
CTM360® shall indemnify, defend and hold you harmless from and against any losses, liabilities, claims, damages, costs and expenses, including reasonable attorneys' fees, for any third-party claim arising solely out of claims that the Services and/or license infringe upon or misappropriate such third party's intellectual property or claims of personal injury to such third party caused solely out of CTM360® 's negligence or misconduct.
If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect.
If any provision of this Agreement is determined to be invalid under the jurisdiction of the courts of The Kingdom of Bahrain, unlawful or otherwise unenforceable, such provision will be deemed to be severed from this Agreement and every other provision of this Agreement will remain in full force and effect.
The CTM360 Platform is accessible through a secure portal over the internet and is available to the Subscriber on an annual subscription basis.
CTM360® reserves the right to modify the Agreement at any time and this shall be notified to the Subscriber through email/ Platform.
The Subscriber and CTM360 herein shall be individually referred to as “Party” and collectively as the “Parties”