Effective Date: April 6, 2026
IMPORTANT — PLEASE READ CAREFULLY
This End User License Agreement (“Agreement”) is a legal agreement between you (either an individual or a single legal entity, referred to herein as “You” or “Licensee”) and Systegrate (operating at systegrate.com, referred to herein as “Licensor”) for the use of the software product(s) identified below, which include computer software, associated media, printed materials, and electronic documentation (collectively, the “Software”).
By installing, copying, downloading, accessing, or otherwise using the Software, You agree to be bound by the terms of this Agreement. If You do not agree to the terms of this Agreement, do not install or use the Software.
1. DEFINITIONS
1.1 “Software” means the Licensor’s proprietary software products, including but not limited to all versions, updates, upgrades, patches, and enhancements provided under this Agreement.
1.2 “Licensor” means Systegrate, the owner and developer of the Software, reachable at systegrate.com.
1.3 “Licensee” means the individual or legal entity that has accepted this Agreement and is authorized to use the Software under the terms herein.
1.4 “Authorized Users” means the employees, contractors, or agents of the Licensee who are permitted by the Licensee to use the Software solely for the Licensee’s internal business purposes.
1.5 “Documentation” means any user manuals, technical documentation, help files, and other materials accompanying the Software.
1.6 “Trial License” means a time-limited, non-commercial license granted to You upon initial installation of the Software, permitting use of the Software for an evaluation period of one hundred and eighty (180) days from the date of first installation.
1.7 “Commercial License” means a paid, perpetual or subscription-based license purchased from Licensor that permits continued use of the Software beyond the Trial License period.
2. TRADEMARKS AND PROPRIETARY NOTICES
The following names, logos, and designations are registered or unregistered trademarks of Systegrate. All rights are reserved.
- Systegrate DiodeLink Console™
- Systegrate DiodeLink Cluster™
You may not use any Systegrate trademark, service mark, trade name, or logo without the prior written consent of Systegrate. Nothing in this Agreement grants You any rights to use Systegrate’s trademarks, trade names, or service marks.
3. LICENSE GRANT
Subject to the terms and conditions of this Agreement, Licensor hereby grants You a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to:
3.1 Install and use the Software solely on hardware owned or controlled by You;
3.2 Use the Software solely for Your own internal business operations and lawful purposes;
3.3 Make one (1) copy of the Software solely for backup or archival purposes, provided that all proprietary notices are reproduced on any such copy.
4. TRIAL LICENSE
4.1 Trial Period. The Software is initially provided under a Trial License. The Trial License permits You to install and use the Software free of charge for a period of one hundred and eighty (180) days from the date of first installation (“Trial Period”).
4.2 Trial License Restrictions. During the Trial Period, use of the Software is permitted solely for internal evaluation and testing purposes. Production or commercial use during the Trial Period is subject to Licensor’s prior written approval.
4.3 Expiration. Upon expiration of the Trial Period, the Software will cease to function or become restricted unless You have obtained a valid Commercial License from Licensor. Continued use of the Software after the Trial Period without a Commercial License constitutes a breach of this Agreement.
4.4 Upgrade to Commercial License. To continue using the Software after the Trial Period, You must purchase a Commercial License by contacting Licensor at systegrate.com. Licensor reserves the right to modify pricing and license terms for Commercial Licenses at any time.
4.5 No Warranty During Trial. The Trial License is provided “AS IS” without any warranty of any kind, as further described in Section 10 of this Agreement.
5. RESTRICTIONS
You shall NOT, and shall not permit any third party to:
5.1 Resell, rent, lease, lend, sublicense, or otherwise transfer the Software or any rights therein to any third party, whether for commercial gain or otherwise;
5.2 Transfer the license granted hereunder to any other person or legal entity. This license is personal to You and may not be assigned or transferred without the express prior written consent of Licensor, which may be withheld in Licensor’s sole discretion;
5.3 Modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Software, except to the extent expressly permitted by applicable mandatory law;
5.4 Remove, alter, or obscure any proprietary notices, labels, or trademarks on the Software or Documentation;
5.5 Use the Software to develop a competing product or service;
5.6 Use the Software in any way that violates applicable local, national, or international laws or regulations;
5.7 Copy the Software except as expressly permitted in Section 3.3.
6. OWNERSHIP AND INTELLECTUAL PROPERTY
6.1 The Software and all copies thereof are proprietary to Licensor and title thereto remains in Licensor. All rights in the Software not specifically granted in this Agreement are reserved to Licensor.
6.2 You acknowledge that no title to the intellectual property in the Software is transferred to You. You further acknowledge that title and full ownership rights to the Software will remain the exclusive property of Licensor, and You will not acquire any rights to the Software except as expressly set forth in this Agreement.
6.3 All Documentation, source code, object code, algorithms, methodologies, and associated intellectual property embodied in the Software are and shall remain the sole and exclusive property of Licensor.
7. CONFIDENTIALITY
7.1 You acknowledge that the Software contains proprietary and confidential information of Licensor. You agree to maintain the confidentiality of the Software using at least the same degree of care used to protect Your own confidential information, but no less than reasonable care.
7.2 You agree not to disclose the Software or any information relating thereto to any third party without the prior written consent of Licensor.
8. UPDATES AND MAINTENANCE
8.1 Licensor may, at its sole discretion, provide updates, patches, bug fixes, or new versions of the Software (“Updates”). Unless otherwise agreed in a separate written agreement, Updates are subject to the terms of this Agreement.
8.2 Licensor is under no obligation to provide Updates, maintenance, or technical support under this Agreement unless separately agreed in writing.
9. TERM AND TERMINATION
9.1 Term. This Agreement is effective from the date You first install or use the Software and shall continue until terminated.
9.2 Termination by You. You may terminate this Agreement at any time by uninstalling and destroying all copies of the Software in Your possession or control.
9.3 Termination by Licensor. Licensor may terminate this Agreement immediately upon written notice if You breach any term of this Agreement and fail to remedy such breach within thirty (30) days of written notice from Licensor.
9.4 Effect of Termination. Upon termination of this Agreement for any reason:
- The license granted hereunder shall immediately cease;
- You shall promptly uninstall and destroy all copies of the Software and Documentation in Your possession or control;
- You shall, upon request, certify in writing to Licensor that all copies have been destroyed.
9.5 Sections 2, 5, 6, 7, 10, 11, 12, 13, and 14 shall survive termination or expiration of this Agreement.
10. DISCLAIMER OF WARRANTIES
THE SOFTWARE IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL BE ERROR-FREE, UNINTERRUPTED, OR FREE OF SECURITY VULNERABILITIES, OR THAT DEFECTS WILL BE CORRECTED.
11. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL LICENSOR, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL LICENSOR’S TOTAL CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
12. INDEMNIFICATION
You agree to indemnify, defend, and hold harmless Licensor and its officers, directors, employees, agents, and successors from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) Your use of the Software in violation of this Agreement; (b) Your violation of any applicable law or regulation; or (c) Your infringement of any third-party rights.
13. PERSONAL DATA PROCESSING
13.1 Processed Personal Data. In connection with the granting and administration of Trial Licenses and Commercial Licenses, Licensor processes the following personal data: (a) the name of the Licensee’s representative; (b) company name; and (c) email address.
13.2 Purpose of Processing. Licensor uses this information solely to grant, administer, renew, and manage Trial Licenses and Commercial Licenses.
13.3 Retention and Anonymization. The personal data identified in Section 13.1 is stored for the duration of the applicable license term. After the relevant Trial License or Commercial License expires, Licensor may retain the information in anonymized form for future trial or paid license administration and recordkeeping purposes.
13.4 Access, Modification, and Removal. The Licensee may request to view, modify, or remove the personal data described in this Section by contacting Licensor’s support team at support@systegrate.com.
14. GENERAL PROVISIONS
14.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which Systegrate is domiciled, without regard to its conflict of law provisions.
14.2 Entire Agreement. This Agreement constitutes the entire agreement between You and Licensor with respect to the Software and supersedes all prior or contemporaneous understandings, communications, and agreements, written or oral, regarding such subject matter.
14.3 Amendments. Licensor reserves the right to amend this Agreement at any time. Continued use of the Software after receipt of notice of such amendments constitutes acceptance of the revised Agreement.
14.4 Severability. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.