The following definitions shall apply for the scope of these Terms:
Should a Product of ZTE Solutions be provided to the Customer pursuant to a license which, when fully paid, is to be perpetual, the following shall apply:
Scope of the Standard Terms and Conditions of Business
The standard terms and conditions of business set out below (hereinafter referred to as "Terms") shall
apply
to any and all agreements between ZTE Solutions, and its Customers concerning the
delivery of
its Products and/or Services, in particular, the provision of Software and its Updates/Upgrades, Managed
Services and the rendering of related Services.
These Terms shall also apply to any and all future agreements between ZTE Solutions
and the
Customer without any further reference to them. In addition to these Terms, the EULA shall be applicable
to
any use of Products and in case of Services; the respective SLA shall be applicable in addition to these
Terms. In case of conflict between these Terms and the EULA and/or the respective SLA, the provisions of
these Terms shall prevail unless a specific term in a EULA or SLA is more favorable to ZTE Solutions
Apps.
These Terms shall prevail over any proposed terms and conditions of the Customer, even if the Customer
has
communicated its terms and conditions to ZTE Solutions unless ZTE Solutions has
agreed to customer's terms and conditions in www.ztesolutions.com. These Terms also apply in cases where
ZTE Solutions
Private Apps provides its Products and/or Services to the Customer without any reservation
and/or
with knowledge of the contradicting or differing terms of the Customer.
ZTE Solutions reserves the right to change, update, amend or modify these Terms at
any time.
Such changes will be transmitted to the Customer in www.ztesolutions.com (email will be sufficient). The
Customer
may object to the changes. If the Customer does not object to the changes or any part thereof, within
four
(4) weeks after receipt of a notification (hereinafter referred to as "Objection Period"), the changes
shall
be deemed accepted unequivocally by the Customer. If the Customer objects to the notified changes within
the
Objection Period, the agreement will continue on the present Terms or ZTE Solutions
may, in its
discretion terminate any or all licenses or other agreements with the Customer. Objections,
notifications
and other correspondence from the Customer to ZTE Solutions shall be sent to the
address at the
end of these Terms.
Access - means access to a Service by use of a browser and with the aid of a Login.
Automatic Renewal - means renewal of a License at the end of a License Term without added
notice. ZTE Solutions
Apps Freeware - means any and all Products and Services that are provided to the Customer
free
of charge.
ZTE Solutions Shareware - means any and all Products and Services that
are
provided to the Customer free of charge for trial purposes for a limited or unlimited License Term.
Computer - means any device that is able to process data with the assistance of a
programmable
calculation specification.
Consumer - means a Consumer and/or Entrepreneur.
Entrepreneur - means any natural person, partnership, corporation, Limited Liability
Company
or other legal business entity that uses the Products or Services of ZTE Solutions
in their or
its business and is not using the Products or Services for personal or family reasons.
EULA -means the End User License Agreement of the respective ZTE Solutions
Apps entity
that must be accepted by the Customer before any use of the Products. I (users) agree all the terms and
conditions with ZTE Solutions. ZTE Solutions provides lot of various different
applications, Apps
purpose is for safety and entertainment purpose only. If any misuse will happened through any apps of
ZTE Solutions
then i agree on that i will be only responsible. ZTE Solutions team will
not be
responsible directly or indirectly. I am also responsible for my data storage and lost of data, Tech &
Trade
team are not responsible for that. ZTE Solutions’s IOS application has
limited
features only as provided by the Apple guidelines and IOS limitations in software architecture. Customer
or
end users having not any rights to claim for same features in both IOS and Android Operating system.
ZTE Solutions
’s Android and IOS having different features totally depends on mobile operating systems.
It
stipulates the Customer's usage rights for the Products under the relevant agreement and is available
for
download on www.ztesolutions.com.
Fee - means the price or the License fee to be paid for a Product or Service of Tech &
Trade Private
Apps.
License - means the Customer's right to use the Products or Services subject to these
Terms
and in accordance with the EULA or SLA in effect as at the date of execution of the relevant agreement.
The
License shall detail the nature and scope of the Customer's right to use the Products and/or Services.
For those ZTE Solutions Products for which an Update Service is provided, the
License shall
also detail the Customer's right to receive ongoing Updates/Upgrades during the License Term for the
provided Software. License Term - means the time period for which ZTE Solutions has
granted
Customer a License to a Product or Service and, if applicable to receive Updates and Upgrades. The
License
Term commences as soon as the Customer has received a Software Key or Login.
Login - means entering of identifier information into a Managed Service by a Customer in
order
to access that Managed Service. By sending a Login to a Customer, ZTE Solutions
grants a
License to the Customer to the Managed Service to which the Login applies.
Malware - means any software and any other dataset that causes damaging or undesirable
functions in Computer or in a computer system of a user.
Managed Service - means a software application managed by ZTE Solutions
and
deployed to Customer over the Internet with the aid of a Login.
Multiple Use - means the simultaneous storage, simultaneous retention and any other
contemporaneous use of ZTE Solutions Products on several Computers. Such use is only
allowed
pursuant to Licenses for Multiple Use for some ZTE Solutions products.
One-Time-Code (OTC) - means a sequence of numbers, letters and/or other symbols that must
be
entered into the Computer for some Software of ZTE Solutions during initial
installation. In
such cases, ZTE Solutions will provide Customer with an OTC. Upon entering a valid
OTC, the
Customer shall receive the Software Key, and the License Term for that Software shall commence.
Product - means ZTE Solutions Software including any applicable Update
Service and
user handbooks or other goods provided by ZTE Solutions.
Reseller - means a Customer to whom Products or Services are provided expressly for the
purpose
of resale.
Service - means Managed Service or other related services provided by ZTE Solutions Private
Limited
Apps.
SLA - means the Service Level Agreement of the respective ZTE Solutions
entity
that must be accepted by the Customer before any use of the Services. It defines the Customer's rights
of
use for the respective Services under the relevant agreement and is available for download on
www.ztesolutions.com.
Software - means ZTE Solutions computer programs in object code format,
including
any and all Updates and Upgrades thereof that ZTE Solutions makes available and for
which ZTE Solutions
Private Apps has granted a License to a Customer.
Software Key -means an encrypted code that identifies the Software provided to Customer by
ZTE Solutions and is necessary for installation and access to Updates/Upgrades. The
Software
Key is an integral component of the Software. By sending a Software Key, ZTE Solutions
Apps grants
the Customer the License to the Software to which the Software Key applies.
Support -means a Service which ZTE Solutions offers to Customers
seeking help desk
support for Products or Services.
Updates and Upgrades -
mean the updating of the Software. Classification of the updating as an Update or Upgrade is at Tech &
Trade
Private Apps’s sole discretion.
Update Service -
means the ongoing updating of Software through Updates and/or Upgrades and providing such Updates and
Upgrades to the Customer by ZTE Solutions. Some Software requires the Update Service
for
functional use. ZTE Solutions may at its sole discretion render and designate
services under
its Update Service as an Update or Upgrade.
Offer and Acceptance of the Agreement The presentation of ZTE Solutions’s Products
and Services
on the internet and in prospectuses, catalogues and brochures is for informational purposes only and
shall
not provide an express or implied warranty nor any binding offer from ZTE Solutions
but,
rather, shall constitute an opportunity for the Customer to learn information and to prepare to make a
binding contractual offer in the form of an order.
A legally binding agreement between ZTE Solutions and the Customer shall be
concluded only if
the Customer places an order and ZTE Solutions accepts such order by way of a
written order
confirmation (email is sufficient) or by providing one or more Products and/or Services to the Customer,
(e.g. per download or by provision of a Login).
Any and all orders accepted by ZTE Solutions are subject to these Terms and the
applicable EULA
and/or applicable SLA.
Should the Customer be entitled to withdraw from or terminate an agreement based on any applicable
statutory
withdrawal right and should the Customer exercise this right within the relevant statutory period, the
relevant EULA and/or SLA shall terminate at the same time. In case of such withdrawal or termination,
ZTE Solutions
Private Apps will refund the Customer any fees on a pro-rata basis that have already been paid
for
the respective Product or Service according to any applicable statutory provisions.
Any deviations from or modifications to these Terms must be expressly agreed to between the parties in
www.ztesolutions.com.
Offer and Acceptance of the Agreement The presentation of ZTE Solutions’s Products
and Services
on the internet and in prospectuses, catalogues and brochures is for informational purposes only and
shall
not provide an express or implied warranty nor any binding offer from ZTE Solutions
but,
rather, shall constitute an opportunity for the Customer to learn information and to prepare to make a
binding contractual offer in the form of an order.
A legally binding agreement between ZTE Solutions and the Customer shall be
concluded only if
the Customer places an order and ZTE Solutions accepts such order by way of a
written order
confirmation (email is sufficient) or by providing one or more Products and/or Services to the Customer,
(e.g. per download or by provision of a Login).
Any and all orders accepted by ZTE Solutions are subject to these Terms and the
applicable EULA
and/or applicable SLA.
Should the Customer be entitled to withdraw from or terminate an agreement based on any applicable
statutory
withdrawal right and should the Customer exercise this right within the relevant statutory period, the
relevant EULA and/or SLA shall terminate at the same time.
In case of such withdrawal or termination, ZTE Solutions will refund the Customer
any fees on a
pro-rata basis that have already been paid for the respective Product or Service according to any
applicable
statutory provisions.
Any deviations from or modifications to these Terms must be expressly agreed to between the parties in
www.ztesolutions.com.
The EULAs and SLAs that are concluded subject to these Terms shall define the Customer's rights to use ZTE Solutions Private Apps Products and/or Services in accordance with these Terms and the applicable EULA and/or SLA. Upon payment of the agreed Fee, the Customer shall be granted such use rights.
For Software for which an Update Service is available, the License shall include:
A non-exclusive, non-transferable (with the exception of clause 5. below) right to use the Software
without
added charge for the License Term, and A right to access the Update Service during the License Term as
paid
for.
For Managed Services and Software for which no Update Service is provided, the License shall include a
non-exclusive, non-transferable (with the exception of clause 5. below) right to use the Managed
Services or
the Software during the License Term as paid for.
Title in and to the Products and Services, and any and all other rights, including, but not limited to
the
rights of publication, reproduction, processing, translation and other exploitation rights, shall be
retained by ZTE Solutions.
After an agreement has been withdrawn, rescinded or terminated, the Customer's License for the Products
or
Services shall automatically terminate and Customer shall have no further right of Access to or use of
the
Product or Services. The Customer shall receive no further Updates/Upgrades from ZTE Solutions Private
Apps.
The Customer shall dispose of all Software, in particular, the original data media, any backup copies
and
the Software data files stored on its Computer system. ZTE Solutions may demand a
written
confirmation by the Customer declaring that all Software has been deleted in full.
Software has a specific product lifecycle that governs the operating systems with which the Software is
compatible and how long the Software will be supported by ZTE Solutions. Software is
possibly
not compatible with operating systems that are not specified in the product lifecycle or once the
support
period has expired. Therefore, the product lifecycle constitutes therefore an integral part of the
relevant
agreement and is published on www.ztesolutions.com.
Provisions for the use of Software and Managed Service:
In using the Software and/or Managed Service, the Customer shall at all times comply with these Terms
and
Conditions as well as the terms of the EULA and/or SLA applicable at the time of execution of this
agreement. In particular, the Software must not be reproduced, transferred or decompiled (i.e.
recompilation
into the source code), unless expressly permitted by the EULA or permitted according to law. If the
Customer
wishes to reverse engineer, decompile or disassemble the Software (hereinafter referred to as
"De-compilation") for the purpose of achieving interoperability with other computer programs if allowed
by
law, the Customer shall contact ZTE Solutions before De-compilation of the Software
and request
the provision of the information necessary for the achievement of such interoperability. If ZTE Solutions
Private
Apps supplies such information concerning interoperability without undue delay, the Customer
shall
not be entitled to decompile the Software. Software for which no special Licenses for Multiple Use are
available according to the relevant product information is restricted to use on one Computer by a
Customer.
For this purpose, the Customer may use any available Computer that meets the system requirements and for
which the License was granted. Should the Customer change the Computer, the Software must be deleted
from
the Computer on which the Software was previously installed before the reinstallation of the Software on
a
different Computer. For Software whose product information provides special Licenses for Multiple Use,
Multiple Use shall be permissible only if, and to the extent that, the Customer purchased and was
granted
the relevant type or number of Licenses by ZTE Solutions.
Unless explicitly granted in the applicable License, Customer shall not have the right to access Managed
Services by simultaneous or multiple use of the same Login. ZTE Solutions reserves
all rights
to bring an action to prohibit or stop any unauthorized use of Products and/or Services by the Customer,
including but not limited to, claims for injunctive relief and damages. Unauthorized use by the Customer
may
lead to criminal prosecution under the relevant laws. Reference is also made to the supplementary terms
and
conditions of use under the applicable EULA and/or the SLA. Special provisions for Resellers If Products
and/or Services are provided to a Reseller, the Reseller may transfer the License to a third party. In
the
event of a resale, the serial numbers issued by ZTE Solutions (e.g. License numbers,
OTCs or
Logins) shall be stated in the invoice.
Special provisions for Resellers If Products and/or Services are provided to a Reseller, the Reseller
may
transfer the License to a third party. In the event of a resale, the serial numbers issued by Tech &
Trade Private
Apps (e.g. License numbers, OTCs or Logins) shall be stated in the invoice.
The Reseller shall not grant to its Customers any rights in the Products and/or Services that are
different
from, or greater than, those permitted pursuant to these Terms and Conditions, a EULA and/or an SLA. The
Reseller shall not reproduce the Products and/or Services in whole or in part, including for purposes of
data backup. The parties acknowledge that damages resulting from a breach of this clause by Reseller are
difficult to determine and/or quantify. Therefore, for each breach of the foregoing provisions of this
clause 5, and without prejudice to ZTE Solutions’s right to seek other remedies at
law or in
equity the Reseller shall pay to ZTE Solutions liquidated damages in the amount of
USD 20,000.
Additional claims by ZTE Solutions resulting from the breach of these provisions
remain
unaffected. Such liquidated damages will be set off against any other damage awards to ZTE Solutions
Apps resulting from the breach.
The Reseller shall not reproduce the Products and/or Services in whole or in part, including for
purposes of
data backup. The parties acknowledge that damages resulting from a breach of this clause by Reseller are
difficult to determine and/or quantify. Therefore, for each breach of the foregoing provisions of this
clause 5, and without prejudice to ZTE Solutions’s right to seek other remedies at
law or in
equity the Reseller shall pay to ZTE Solutions liquidated damages in the amount of
USD 20,000.
Additional claims by ZTE Solutions resulting from the breach of these provisions
remain
unaffected. Such liquidated damages will be set off against any other damage awards to ZTE Solutions
Apps resulting from the breach.
ZTE Solutions terms & Conditions will be applicable for all the apps offered by Tech
& Trade Private
Limited.
ZTE Solutions delivery obligations shall be governed only by
(i) ZTE Solutions order confirmation, (ii) these Terms, (iii) the EULA and/or
the SLA (as
applicable) unless explicitly agreed otherwise between the parties in www.ztesolutions.com. ZTE Solutions
Apps may render partial deliveries where a partial delivery is reasonable for the Customer and does not
significantly impair the Customer's interests. Deviations of the delivered Products and/or Services from
documentation shall be permitted provided that they are reasonable and that the performance of the
Products
or Services is not materially, adversely affected. ZTE Solutions reserves the right
to make
technical changes to the Products and/or Services which enhance their operability and performance or
which
are necessary for the operability of the Products and/or Services.
Deviations of the delivered Products and/or Services from documentation shall be permitted provided
that
they are reasonable and that the performance of the Products or Services is not materially, adversely
affected. ZTE Solutions reserves the right to make technical changes to the Products
and/or
Services which enhance their operability and performance or which are necessary for the operability of
the
Products and/or Services. Should Products and/or Services licensed by Customer be replaced by new
Products
and/or Services in ZTE Solutions’s product line, and such new Products and/or
Services perform
as well or better than the Products and/or Services ordered by Customer, then ZTE Solutions Private
Apps has
Deviations of the delivered Products and/or Services from documentation shall be permitted provided that
they are reasonable and that the performance of the Products or Services is not materially, adversely
affected. ZTE Solutions reserves the right to make technical changes to the Products
and/or
Services which enhance their operability and performance or which are necessary for the operability of
the
Products and/or Services.
Should Products and/or Services licensed by Customer be replaced by new Products and/or Services in Tech
& Trade
Private Apps’s product line, and such new Products and/or Services perform as well or better
than
the Products and/or Services ordered by Customer, then ZTE Solutions has the right
to deliver
such new Products and/or Services instead of the ordered Products
Should Products and/or Services licensed by Customer be replaced by new Products and/or Services in Tech
& Trade
Private Apps’s product line, and such new Products and/or Services perform as well or better
than
the Products and/or Services ordered by Customer, then ZTE Solutions has
Deviations of the delivered Products and/or Services from documentation shall be permitted provided that
they are reasonable and that the performance of the Products or Services is not materially, adversely
affected. ZTE Solutions reserves the right to make technical changes to the Products
and/or
Services which enhance their operability and performance or which are necessary for the operability of
the
Products and/or Services.
Should Products and/or Services licensed by Customer be replaced by new Products and/or Services in Tech
& Trade
Private Apps’s product line, and such new Products and/or Services perform as well or better
than
the Products and/or Services ordered by Customer, then ZTE Solutions has the right
to deliver
such new Products and/or Services instead of the ordered Products and/or Services. Should Products
and/or
Services of ZTE Solutions be shipped at the Customer's request, the risk for damage
and loss
shall pass to the Customer upon release for shipment by ZTE Solutions. In the event
of receipt
of Software by download, risk shall pass to the Customer as soon as Customer has received the necessary
Software Key.
Should ZTE Solutions’s performance be delayed beyond the date confirmed by Tech &
Trade Private
Apps, claims for late performance may only be asserted following the expiry of a reasonable
grace
period of no less than three weeks set by the Customer. Should ZTE Solutions be in
default of
its delivery obligations or should delivery become impossible for ZTE Solutions,
ZTE Solutions Private
Apps shall only be liable pursuant to clauses 10 and 11 below. If timely delivery is prevented
by
circumstances that are not just temporary and that do not fall within ZTE Solutions
Apps’s control
(in particular, in the event of strike, lock-out, unavailability of materials, force majeure, transport
hindrances, plant closures or unavailability of internet connection), ZTE Solutions
or the
Customer may, upon ten (10) days written notice, rescind this agreement without giving rise to any
obligation to the other party.
Should Products and/or Services of ZTE Solutions be shipped at the Customer's
request, the risk
for damage and loss shall pass to the Customer upon release for shipment by ZTE Solutions
Apps. In
the event of receipt of Software by download, risk shall pass to the Customer as soon as Customer has
received the necessary Software Key.
Should ZTE Solutions’s performance be delayed beyond the date confirmed by Tech &
Trade Private
Apps, claims for late performance may only be asserted following the expiry of a reasonable
grace
period of no less than three weeks set by the Customer. Should ZTE Solutions be in
default of
its delivery obligations or should delivery become impossible for ZTE Solutions,
ZTE Solutions Private
Apps shall only be liable pursuant to clauses 10 and 11 below. If timely delivery is prevented
by
circumstances that are not just temporary and that do not fall within ZTE Solutions
Apps’s control
(in particular, in the event of strike, lock-out, unavailability of materials, force majeure, transport
hindrances, plant closures or unavailability of internet connection), ZTE Solutions
or the
Customer may, upon ten (10) days written notice, rescind this agreement without giving rise to any
obligation to the other party.
Remuneration and payment terms Unless expressly agreed otherwise, ZTE Solutions’s
Fees are net
free place of shipment, and all shipping costs, in particular, packaging, transport costs and transport
insurance, as well as applicable statutory value added tax - if any - shall be paid by the Customer.
Payments shall be due immediately without any deductions. Bills of exchange and checks shall be accepted
by
ZTE Solutions only pursuant to a special agreement between the parties and only if
these
methods of payment do not give rise to any costs and fees for ZTE Solutions. If the
Customer
defaults in payments, ZTE Solutions may demand agreed upon or statutory default
interest for
all past due sums without further notice.
Payments shall be due immediately without any deductions. Bills of exchange and checks shall be accepted
by
ZTE Solutions only pursuant to a special agreement between the parties and only if
these
methods of payment do not give rise to any costs and fees for ZTE Solutions.
If the Customer defaults in payments, ZTE Solutions may demand agreed upon or
statutory default
interest for all past due sums without further notice.
Payments shall be due immediately without any deductions.
Bills of exchange and checks shall be accepted by ZTE Solutions only pursuant to a
special
agreement between the parties and only if these methods of payment do not give rise to any costs and
fees
for ZTE Solutions.
If the Customer defaults in payments, ZTE Solutions may demand agreed upon or
statutory default
interest for all past due sums without further notice. Unless expressly agreed otherwise, ZTE Solutions
Private
Apps’s Fees are net free place of shipment, and all shipping costs, in particular, packaging,
transport costs and transport insurance, as well as applicable statutory value added tax - if any -
shall be
paid by the Customer. Payments shall be due immediately without any deductions. Bills of exchange and
checks
shall be accepted by ZTE Solutions only pursuant to a special agreement between the
parties and
only if these methods of payment do not give rise to any costs and fees for ZTE Solutions
Apps. If
the Customer defaults in payments, ZTE Solutions may demand agreed upon or statutory
Payments
shall be due immediately without any deductions.
Bills of exchange and checks shall be accepted by ZTE Solutions only pursuant to a
special
agreement between the parties and only if these methods of payment do not give rise to any costs and
fees
for ZTE Solutions.
If the Customer defaults in payments, ZTE Solutions may demand agreed upon or
statutory
Unless expressly agreed otherwise, ZTE Solutions’s Fees are net free place of
shipment, and all
If the Customer defaults in payments, ZTE Solutions may demand agreed upon or
statutory
Payments shall be due immediately without any deductions. Bills of exchange and checks shall be accepted
by
ZTE Solutions only pursuant to a special agreement between the parties and only if
these
methods of payment do not give rise to any costs and fees for ZTE Solutions.
If the Customer defaults in payments, ZTE Solutions may demand agreed upon or
statutory
Unless expressly agreed otherwise, ZTE Solutions’s Fees are net free place of
shipment, and all
If the Customer defaults in payments, ZTE Solutions may demand agreed upon or
statutory
If the Customer defaults in payments, ZTE Solutions may demand agreed upon or
statutory
Unless expressly agreed otherwise, ZTE Solutions’s Fees are net free place of
shipment, and all
If the Customer defaults in payments, ZTE Solutions may demand agreed upon or
statutory
Payments shall be due immediately without any deductions. Bills of exchange and checks shall be accepted
by
ZTE Solutions only pursuant to a special agreement between the parties and only if
these
methods of payment do not give rise to any costs and fees for ZTE Solutions.
If the Customer defaults in payments, ZTE Solutions may demand agreed upon or
statutory
Unless expressly agreed otherwise, ZTE Solutions’s Fees are net free place of
shipment, and all
If the Customer defaults in payments, ZTE Solutions may demand agreed upon or
statutory
Payments shall be due immediately without any deductions. Bills of exchange and checks shall be accepted
by
ZTE Solutions only pursuant to a special agreement between the parties and only if
these
methods of payment do not give rise to any costs and fees for ZTE Solutions.
If the Customer defaults in payments, ZTE Solutions may demand agreed upon or
statutory
Unless expressly agreed otherwise, ZTE Solutions’s Fees are net free place of
shipment, and all
shipping costs, in particular, packaging, transport costs and transport insurance, as well as applicable
statutory value added tax - if any - shall be paid by the Customer.
Payments shall be due immediately without any deductions. Bills of exchange and checks shall be accepted
by
ZTE Solutions only pursuant to a special agreement between the parties and only if
these
methods of payment do not give rise to any costs and fees for ZTE Solutions.
If the Customer defaults in payments, ZTE Solutions may demand agreed upon or
statutory default
interest for all past due sums without further notice.
IF the Customer defaults in payment, then ZTE Solutions may withhold all deliveries
to the
Customer, including Updates and Upgrades. Customer should carefully note the consequences of a failure
to
install Updates/Upgrades, in particular, that the protective function of the Software may be impaired.
The Customer may only set off against claims of ZTE Solutions if the Customer's
particular
claims are uncontested or confirmed in a final and binding judgment and only insofar as its
counterclaims
are based on the same legal relationship between the parties. Customer should carefully note the
consequences of a failure to install Updates/Upgrades, in particular, that the protective function of
the
Software may be impaired. The Customer may only set off against claims of ZTE Solutions
Apps if the
Customer's particular claims are uncontested or confirmed in a final and binding judgment and only
insofar
as its counterclaims are based on the same legal relationship between the parties.
The Customer may only set off against claims of ZTE Solutions if the Customer's
particular
claims are uncontested or confirmed in a final and binding judgment and only insofar as its
counterclaims
are based on the same legal relationship between the parties.
Customer should carefully note the consequences of a failure to install Updates/Upgrades, in particular,
that the protective function of the Software may be impaired.
The Customer may only set off against claims of ZTE Solutions if the Customer's
particular
claims are uncontested or confirmed in a final and binding judgment and only insofar as its
counterclaims
are based on the same legal relationship between the parties.
The Customer may only set off against claims of ZTE Solutions if the Customer's
particular
claims are uncontested or confirmed in a final and binding judgment and only insofar as its
counterclaims
are based on the same legal relationship between the parties.
Customer should carefully note the consequences of a failure to install Updates/Upgrades, in particular,
that the protective function of the Software may be impaired.
The Customer may only set off against claims of ZTE Solutions if the Customer's
particular
claims are uncontested or confirmed in a final and binding judgment and only insofar as its
counterclaims
are based on the same legal relationship between the parties.
Proper use of the Software requires receipt of a Software Key from ZTE Solutions or
one of its
authorized Resellers and Customer's installation of all Updates/Upgrades for the respective Software by
Customer. If the Customer has not installed the current Updates/Upgrades of ZTE Solutions
Apps, the
Software's protection against computer viruses and other Malware may be materially impaired.
Installation of
the Software and its Updates/Upgrades as well as regular downloading of the full and current
Updates/Upgrades shall be the Customer's sole responsibility.
The Customer shall familiarize itself with the key functions of the Software or Service. The Customer
shall
bear the entire risk as to whether the Software or Service meets the individual requirements and needs
of
the Customer. The setup of a functional hardware and software environment for the Software or Service
shall
be the sole responsibility of the Customer. The same shall apply to regular data backup within the
Customer's EDP system.
The Customer shall comply with ZTE Solutions’s advice and instructions concerning
installation
of the Software, the updating thereof by Updates/Upgrades and its operation. The Customer shall
regularly
consult ZTE Solutions website (www.ztesolutions.com) to learn ZTE Solutions Private
Apps current advice
and shall take this into account while operating the Software.
The Customer shall install the Software at its own cost.
This shall also be the case if certain Updates/Upgrades and releases require a new installation of the
Software during the License Term. The Customer shall promptly notify ZTE Solutions
of any
alleged or potential defects in the The Customer shall promptly notify ZTE Solutions
of any
alleged or potential defects in the Products and/or Services provided. The Customer shall notify Tech &
Trade
Private Apps without undue delay of any changes to its email address or contact information in
order
for ZTE Solutions to be able to send the Customer security-relevant information for
the use of
the Software or Services. ZTE Solutions shall not be liable for any damages
resulting from
Customer's failure to provide such notification. The Customer shall promptly notify ZTE Solutions Private
Limited
Apps of any alleged or potential defects in the Products and/or Services provided. The Customer shall
notify
ZTE Solutions without undue delay of any changes to its email address or contact
information in
order for ZTE Solutions to The Customer shall promptly notify ZTE Solutions Private
Apps of any
alleged or potential defects in the Products and/or Services provided. The Customer shall notify Tech &
Trade
Private Apps without undue delay of any changes to its email address or contact information in
order
for ZTE Solutions to be able to send the Customer security-relevant information for
the use of
the Software or Services. ZTE Solutions shall not be liable for any damages
resulting from
Customer's failure to provide such notification.
The Customer shall promptly notify ZTE Solutions of any alleged or potential defects
in the
Products and/or Services provided.
The Customer shall notify ZTE Solutions without undue delay of any changes to its
email address
or contact information in order for ZTE Solutions to be able to send the Customer
security-relevant information for the use of the Software or Services.
ZTE Solutions shall not be liable for any damages resulting from Customer's
failure to
provide such notification.
Unless expressly agreed otherwise, the Products provided by ZTE Solutions as well as
ZTE Solutions
Private Apps Services shall reasonably conform to all material product information and
specifications provided by ZTE Solutions, including that in the user handbooks. Tech
& Trade Private
Apps does not warrant that the Products and Services under the agreement will be fit for any
particular purpose. The Customer is advised and understands that, based on the current state of the art,
technology program errors cannot be excluded from a Software Product or Service with complete certainty
and
that it is not possible to develop Software or Services that detect The Customer is advised and
understands
that, based on the current state of the art, technology program errors cannot be excluded from a
Software
Product or Service with complete certainty and that it is not possible to develop Software or Services
that
detect The Customer is advised and understands that, based on the current state of the art, technology
program errors cannot be excluded from a Software Product or Service with complete certainty and that it
is
not possible to develop Software or Services that detect any and all existing viruses or other Malware.
FAILURE TO INSTALL UPDATES OR UPGRADES AS PROVIDED WILL VOID ANY WARRANTIES HERE UNDER.
FAILURE TO INSTALL UPDATES OR UPGRADES AS PROVIDED WILL VOID ANY WARRANTIES HERE UNDER. Customer agrees
and
warrants that the Products shall not be used in high risk pursuits that require error-free, permanent
operation of systems and in which the failure of the Products may result in harm to an individual’s
life,
body or health or in substantial damage to property or the environment (such as high risk activities and
high availability activities, including but not limited to the operation of nuclear facilities, weapon
systems, aviation navigation or communication systems, air traffic control, life support systems and
equipment, machine and production processes of pharmaceuticals and food production).
ZTE Solutions does not warrant or guarantee that the Products are fit for use in
these, or
other, high risk areas. If the Customer is an Entrepreneur and ZTE Solutions has
provided the
Customer with the Product pursuant to a perpetual, fully paid license, then defects in the provided
Products, shall be rectified by ZTE Solutions, as follows, provided the Customer has
notified
ZTE Solutions of the respective defect promptly Notified errors shall be rectified
by ZTE Solutions
Private Apps choice If the Customer is an Entrepreneur and ZTE Solutions has
provided
the Customer with the Product pursuant to a perpetual, fully paid license, then defects in the provided
Products, shall be rectified by ZTE Solutions, as follows, provided the Customer has
notified
ZTE Solutions of the respective defect promptly Notified errors shall be rectified
by ZTE Solutions
Private Apps choice through correction of the error ("repair") or provision of an error-free
Product
("substitute If the Customer is an Entrepreneur and ZTE Solutions has provided the
Customer
with the Product pursuant to a perpetual, fully paid license, then defects in the provided Products,
shall
be rectified by ZTE Solutions, as follows, provided the Customer has notified Tech &
Trade Private
Apps of the respective defect promptly Notified errors shall be rectified by ZTE Solutions
Apps choice through correction of the error ("repair") or provision of an error-free Product
("substitute
delivery").
Costs for correction shall be borne by ZTE Solutions.
If the Customer is an Entrepreneur and ZTE Solutions has provided the Customer with
the Product
pursuant to a perpetual, fully paid license, then defects in the provided Products, shall be rectified
by
ZTE Solutions, as follows, provided the Customer has notified ZTE Solutions
Apps of the
respective defect promptly Notified errors shall be rectified by ZTE Solutions
choice through
correction of the error ("repair") or provision of an error-free Product ("substitute delivery"). Costs
for
correction shall be borne by ZTE Solutions.
If the defects cannot be corrected within a reasonable period or if repair and substitute delivery fail
for
other reasons, then the Customer may, at its choice, reduce the Fee paid to ZTE Solutions
Apps pro
rata or - if the defects are not immaterial - terminate the agreement. Any damage claims of a Customer
or
claims for expenses incurred that arise from such defects shall be governed exclusively by clause 11. If
ZTE Solutions has provided a Customer with the Product pursuant to a fully paid
license for a
specific term, for one year after commencement of the License Term defects in the Product shall be
rectified
by ZTE Solutions within a reasonable period after notification of the defect.
The rectification of defects shall be effected, at ZTE Solutions’s choice, by way of
repair or
substitute delivery, free of charge. If the defects cannot be corrected within a reasonable period or if
repair and substitute delivery fail for other reasons, then the Customer may, at its choice, reduce the
Fee
paid to ZTE Solutions pro rata or - if the defects are not immaterial - terminate
the
agreement. Any damage claims of a Customer or claims for expenses incurred that arise from such defects
shall be governed exclusively by clause 11.
If ZTE Solutions has provided a Customer with the Product pursuant to a fully paid
license for
a specific term, for one year after commencement of the License Term defects in the Product shall be
rectified by ZTE Solutions within a reasonable period after notification of the
defect.
The rectification of defects shall be effected, at ZTE Solutions’s choice, by way of
repair or
substitute delivery, free of charge.
If the defects cannot be corrected within a reasonable period or if repair and substitute delivery fail
for
other reasons, then the Customer may, at its choice, reduce the Fee paid to ZTE Solutions
Apps pro
rata or - if the defects are not immaterial - terminate the agreement.
Any damage claims of a Customer or claims for expenses incurred that arise from such defects shall be
governed exclusively by clause 11.
If ZTE Solutions has provided a Customer with the Product pursuant to a fully paid
license for
a specific term, for one year after commencement of the License Term defects in the Product shall be
rectified by ZTE Solutions within a reasonable period after notification of the
defect.
The rectification of defects shall be effected, at ZTE Solutions’s choice, by way of
repair or
substitute delivery, free of charge.
The Customer is only entitled to terminate the agreement due to the failure to grant use in accordance
with
the agreement if ZTE Solutions has been given sufficient opportunity to rectify the
defect and
such attempt has failed.
A repair or substitute delivery shall be viewed to have failed only if ZTE Solutions
has been
given sufficient opportunity to affect a repair or substitution without achieving the desired result or
if
the repair or substitution was unjustifiably refused by ZTE Solutions. If
rectification of a
defect in the form of repair or subsequent delivery is only possible for ZTE Solutions
Apps at
unreasonable expenses, ZTE Solutions may refuse to rectify the defect and may afford
the
Customer to its right to rescind or terminate the agreement.
No warranty is provided for ZTE Solutions Freeware or other Products and/or Services
provided
by ZTE Solutions free of charge, except for the operability of the Computer Program
hereinafter.
The same shall apply for ZTE Solutions Shareware, as long as there is no agreement
with the
Customer for the unconditional provision of a Software Key or Login No warranty is provided for Tech &
Trade
Private Apps Freeware or other Products and/or Services provided by ZTE Solutions
Apps free
of charge, except for the operability of the Computer Program hereinafter. The same shall apply for Tech
& Trade
Private Apps Shareware, as long as there is no agreement with the Customer for the unconditional
provision of a Software Key or Login
No warranty is provided for ZTE Solutions Freeware or other Products and/or Services
provided
by ZTE Solutions free of charge, except for the operability of the Computer Program
hereinafter.
The same shall apply for ZTE Solutions Shareware, as long as there is no agreement
with the
Customer for the unconditional provision of a Software Key or Login against payment. In no event shall
any
Customer ever be entitled to access, or demand access to the source code for the Software and/or Managed
Services. The Customer shall notify ZTE Solutions without undue delay if a third
party asserts
claims against the Customer based on infringement of intellectual property rights by the Product and/or
Managed Services.
Should there be any such notification, whether in written documents or correspondence or in other form,
the
Customer shall provide these to ZTE Solutions without undue delay.
ZTE Solutions liability for Customer losses due to such infringement is limited to
the cost of
the In no event shall any Customer ever be entitled to access, or demand access to the source code for
the
Software and/or Managed Services.
The Customer shall notify ZTE Solutions without undue delay if a third party asserts
claims
against the Customer based on infringement of intellectual property rights by the Product and/or Managed
Services.
Should there be any such notification, whether in written documents or correspondence or in other form,
the
Customer shall provide these to ZTE Solutions without undue delay.
ZTE Solutions liability for Customer losses due to such infringement is limited to
the cost of
the In no event shall any Customer ever be entitled to access, or demand access to the source code for
the
Software and/or Managed Services.
The Customer shall notify ZTE Solutions without undue delay if a third party asserts
claims
against the Customer based on infringement of intellectual property rights by the Product and/or Managed
Services.
Should there be any such notification, whether in written documents or correspondence or in other form,
the
Customer shall provide these to ZTE Solutions without undue delay. ZTE Solutions
Private Apps
liability for Customer losses due to such infringement is limited to the cost of the software or
services
provided by ZTE Solutions.
If the Customer is an Entrepreneur and the product of ZTE Solutions is the subject
of a
perpetual license, the Customer's warranty claims for defects of the product lapse after one year from
the
commencement of the License Term.
ZTE Solutions shall only be liable for any of the Customer's damages resulting from
grossly
negligent or intentional behavior of ZTE Solutions, and shall be limited to any
amounts paid to
ZTE Solutions by Customer during the twelve months immediately preceding the
Customer's claim.
If the Products or Services are provided by ZTE Solutions for a limited period of
time, ZTE Solutions
Private Apps liabilities for defects expire at the time of the termination of the agreement.
The foregoing limitations of liability also apply to all ZTE Solutions
representatives,
including but not limited to its directors, legal representatives, employees and other vicarious agents.
Retention of title, transfer by way of security ZTE Solutions shall retain title in
such
Product(s) and goods as parts of Services until full payment.
Should the Customer fail to pay, then ZTE Solutions may demand return of the
Product(s). The
Terms providing that the Customer acquires no title, including but not limited to the title stipulated
in
clause 4 above, shall remain unaffected by this clause.
Should the Customer sell the Products and Services provided by ZTE Solutions before
the
Customer has itself paid the Fee to ZTE Solutions, the Customer and ZTE Solutions
Private Apps
agree that the receivables from the resale shall be assigned to ZTE Solutions.
Should the Products and Services be provided together with other items, the assignment of the
receivables
shall be limited to the value of ZTE Solutions Products and Services? ZTE Solutions
Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at ZTE Solutions
Apps request.
Should the Customer sell the Products and Services provided by ZTE Solutions before
the
Customer has itself paid the Fee to ZTE Solutions, the Customer and ZTE Solutions
Private Apps
agree that the receivables from the resale shall be assigned to ZTE Solutions.
Should the Products and Services be provided together with other items, the assignment of the
receivables
shall be limited to the value of ZTE Solutions Products and Services? ZTE Solutions
Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at ZTE Solutions
Apps request.
Should the Customer sell the Products and Services provided by ZTE Solutions before
the
Customer has itself paid the Fee to ZTE Solutions, the Customer and ZTE Solutions
Private Apps
agree that the receivables from the resale shall be assigned to ZTE Solutions.
Should the Products and Services be provided together with other items, the assignment of the
receivables
shall be limited to the value of ZTE Solutions Products and Services? ZTE Solutions
Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at ZTE Solutions
Apps request.
Should the Customer sell the Products and Services provided by ZTE Solutions before
the
Customer has itself paid the Fee to ZTE Solutions, the Customer and ZTE Solutions
Private Apps
agree that the receivables from the resale shall be assigned to ZTE Solutions.
Should the Products and Services be provided together with other items, the assignment of the
receivables
shall be Should the Customer sell the Products and Services provided by ZTE Solutions
Apps before
the Customer has itself paid the Fee to ZTE Solutions, the Customer and ZTE Solutions
Apps agree that the receivables from the resale shall be assigned to ZTE Solutions.
Should the Products and Services be provided together with other items, the assignment of the
receivables
shall be limited to the value of ZTE Solutions Products and Services? ZTE Solutions
Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at ZTE Solutions
Apps request.
Should the Customer sell the Products and Services provided by ZTE Solutions before
the
Customer has itself paid the Fee to ZTE Solutions, the Customer and ZTE Solutions
Private Apps
agree that the receivables from the resale shall be assigned to ZTE Solutions.
Should the Products and Services be provided together with other items, the assignment of the
receivables
shall be limited to the value of ZTE Solutions Products and Services? ZTE Solutions
Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at ZTE Solutions
Apps request.
Should the Customer sell the Products and Services provided by ZTE Solutions before
the
Customer has itself paid the Fee to ZTE Solutions, the Customer and ZTE Solutions
Private Apps
agree that the receivables from the resale shall be assigned to ZTE Solutions.
Should the Products and Services be provided together with other items, the assignment of the
receivables
shall be limited to the value of ZTE Solutions Products and Services? ZTE Solutions
Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at ZTE Solutions
Apps request.
Should the Customer sell the Products and Services provided by ZTE Solutions before
the
Customer has itself paid the Fee to ZTE Solutions, the Customer and ZTE Solutions
Private Apps
agree that the receivables from the resale shall be assigned to ZTE Solutions.
Should the Products and Services be provided together with other items, the assignment of the
receivables
shall be limited to the value of ZTE Solutions Products and Services? ZTE Solutions
Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at ZTE Solutions
Apps request.
Should the Customer sell the Products and Services provided by ZTE Solutions before
the
Customer has itself paid the Fee to ZTE Solutions, the Customer and ZTE Solutions
Private Apps
agree that the receivables from the resale shall be assigned to ZTE Solutions.
Should the Products and Services be provided together with other items, the assignment of the
receivables
shall be limited to the value of ZTE Solutions Products and Services? ZTE Solutions
Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at ZTE Solutions
Apps request.
Should the Customer sell the Products and Services provided by ZTE Solutions before
the
Customer has itself paid the Fee to ZTE Solutions, the Customer and ZTE Solutions
Private Apps
agree that the receivables from the resale shall be assigned to ZTE Solutions.
Should the Products and Services be provided together with other items, the assignment of the
receivables
shall be limited to the value of ZTE Solutions Products and Services? ZTE Solutions
Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at ZTE Solutions
Apps request.
Should the Customer sell the Products and Services provided by ZTE Solutions before
the
Customer has itself paid the Fee to ZTE Solutions, the Customer and ZTE Solutions
Private Apps
agree that the receivables from the resale shall be assigned to ZTE Solutions.
Should the Products and Services be provided together with other items, the assignment of the
receivables
shall be limited to the value of ZTE Solutions Products and Services? ZTE Solutions
Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at ZTE Solutions
Apps request.
ZTE Solutions shall retain title in such Product(s) and goods as parts of Services
until full
payment.
Should the Customer fail to pay, then ZTE Solutions may demand return of the
Product(s).
The Terms providing that the Customer acquires no title, including but not limited to the title
stipulated
in clause 4 above, shall remain unaffected by this clause.
Should the Customer sell the Products and Services provided by ZTE Solutions before
the
Customer has itself paid the Fee to ZTE Solutions, the Customer and ZTE Solutions
Private Apps
agree that the receivables from the resale shall be assigned to ZTE Solutions.
Should the Products and Services be provided together with other items, the assignment of the
receivables
shall be limited to the value of ZTE Solutions Products and Services? ZTE Solutions
Apps may disclose the assignment or demand that the Customer notifies the debtor of such assignment.
The Customer shall formally assign the receivables if still necessary at any time at ZTE Solutions
Apps request.
Demand for return of Product by ZTE Solutions shall not constitute grounds for
rescission or
termination of the agreement unless ZTE Solutions expressly advises the Customer
thereof.
The Customer's license to use the Products and Services shall lapse upon demand for the return of the
Product by ZTE Solutions. Any and all backup copies made by the Customer for its own
use must
be returned to ZTE Solutions or deleted by the Customer.
Should any provision of these Terms be or become invalid, ineffective or unenforceable, the remaining
provisions of these Terms shall be valid and enforceable.
Any necessary official permits for transports; purchase and use of the Products and Services in the
destination country are the Customer's responsibility and shall be paid for by Customer.