End-User
Means any person/business that has acquired a non-exclusive, non-transferable right to use the ”CRM Extensions Software” for the End-User's own internal data processing operations.

1.2 IT System
Means the Licensee’s computer(s) on which the ”CRM Extensions Software” shall operate regardless of whether the IT System is operated by the Licensee itself or by a third party.

1.3 Business Partner
Means any company given the right by CRM Extensions to distribute and/or resell ”CRM Extensions Software”.

1.4 Software
Means the software obtained either though an authorized Business Partner or a software bought and/or downloaded by the Licensee from www.crmextensions.com.

1.5 CRM Extensions
Means CRM Extensions ApS, being the manufacturer and copyright holder of the ”CRM Extensions Software” or part of it.

1.6 Licensor
Means CRM Extensions a limited liability company duly incorporated under the law of the Kingdom of Denmark.

1.7 Licensee
Means the legal entity accepting this End-User License Agreement.

1.8 Maintenance
Means any and all updates, upgrades, revisions, additions, modifications, enhancements and new versions and releases of the ”CRM Extensions Software”, as the context may require.

1.9 Permitted user
Means the number of users for whom the Licensee has paid the agreed license fee. 

1.10 Use or Using
Means to access, install, download, copy or otherwise benefit from using the functionality of the ”CRM Extensions Software”.

2.1 SCOPE
Subject to due payment of the applicable license fee, the Licensee obtains a non-exclusive, perpetual license to use the ”CRM Extensions Software” for the at any time valid number of permitted users. The right of use is subject to the limitations set forth in this Agreement, including but not limited to the limitations set forth below in section 3. (“Intellectual Property Rights”).

2.2 GENERAL USE
The Licensee may install and use a copy of the ”CRM Extensions Software” on its IT-system but only up to the Permitted Number of users. If the number of user exceeds the number of Permitted users, additional License shall be purchased.
The ”CRM Extensions Software” may be used by a third party in connection with the fulfillment of a facility management agreement or outsourcing agreement to which the Licensee is a party.  

2.3 BACKUP
The Licensee is allowed to make one backup copy of the ”CRM Extensions Software”, provided the backup copy is not installed or actively used on any IT-system.  The licensee may not transfer the rights to a backup copy unless he transfers all rights in the ”CRM Extensions Software” as provided under Section 4.

2.4 MAINTENANCE
Supply of Maintenance to the Licensee is subject to separate agreement and if applicable payment by Licensee for such Maintenance.

In relation to the End-User the ”CRM Extensions Software” and any copies hereof are the intellectual property of and are owned by the Licensor. The structure, organization and source code of the ”CRM Extensions Software” are valuable trade secrets and confidential information of Licensor.
The ”CRM Extensions Software” is protected by copyright, including without limitation by Danish Law, international treaty provisions and applicable laws in the country in which it is being used.

The Licensee is not allowed to make any unauthorized copies of the “CRM Extensions Software”. The Licensee may only copy the ”CRM Extensions Software”, as expressly permitted in Section 2. ("Software License"). Any copies that the Licensee is permitted to make pursuant to this Agreement must contain the same copyright and other proprietary notices that appear on or in the ”CRM Extensions Software”.
The Licensee agrees not to modify, adapt or translate the ”CRM Extensions Software” unless the Licensee can do so by means of embedded tools in the ”CRM Extensions Software” and provided that the changes have been documented properly.

The Licensee also agree not to reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the ”CRM Extensions Software” except to the extent it may be expressly permitted to decompile under applicable law, or it is essential to do so in order to achieve operability of the ”CRM Extensions Software” with another software program, provided that the Licensee has first requested the Licensor to provide the information necessary to achieve such operability and the Licensor has not made such information available within reasonable time. The Licensor shall be entitled to impose reasonable conditions and to request payment from the Licensee of a reasonable fee before providing such information. Any information supplied by the Licensor or obtained by the Licensee as permitted hereunder, may only be used by the Licensee for the purpose described herein and may not be disclosed to any third party or used to create any software which is substantially similar to the expression of the ”CRM Extensions Software”. Requests for information should be directed to the Licensor.

Trademarks shall be used in accordance with accepted trademark practice, including identification of trademarks owners' names. Trademarks can only be used to identify printed output produced by the ”CRM Extensions Software” and such use of any trademark does not give the Licensee any rights of ownership in that trademark. Except as expressly stated above, this Agreement does not grant the Licensee any intellectual property rights in the ”CRM Extensions Software”.

The Licensee may not rent, lease, sublicense or authorize all or any portion of the ”CRM Extensions Software” to be copied and used by another person or legal entity. The Licensee may, however, transfer all its rights to the ”CRM Extensions Software” to another person or legal entity provided that:

(a) The entire ”CRM Extensions Software” and all other software or hardware bundled or pre-installed with the ”CRM Extensions Software”, and all copies, updates and prior versions hereof are also transferred to such person or entity, and;
(b) No copies, including backups and copies stored on a computer are retained by the Licensee; and;
(c) The receiving party accepts the terms and conditions of this Agreement and any other terms and conditions upon which the Licensee legally purchased a license to the ”CRM Extensions Software”.

EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SOFTWARE IS PROVIDED WITH NO OTHER WARRANTIES OF ANY KIND. CRM EXTENSIONS DISCLAIMS, TO THE MAXIMUM EXTENT ALLOWED BY LAW, ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

Licensor warrants that it has sufficient right and interest in the ”CRM Extensions Software” to grant the licenses granted above.
Licensor shall defend, indemnify and hold harmless Licensee from and against any and all damage, cost and expenses (includ­ing rea­sonable attorneys' fees) incurred as a result of any claim, suit or proceed­ing brought against any it based on a claim that the use of the ”CRM Extensions Software” constitutes an in­fringement of any patent or copyright, or an un­authorized trade secret use; pro­vided that Licensor has been notified promptly in writing of such claim, and given authority, infor­mation, and assis­tance (at Licensor's expense) to handle the claim or the defense of any suit, pro­ceeding or settle­ment.

In the event that the ”CRM Extensions Software” or any part thereof is in such suit held to constitute an infringement and/or its further use is enjoined, Licensor shall, provided that Licensee has duly paid for the license in question, at its own expense and at its option either:

a) Procure for Licensee the right to continue the use of the ”CRM Extensions Software”, or
b) Replace the same with non-infringing software of equivalent function and performance, or

EXCEPT FOR THE FOREGOING LIMITED WARRANTY, AND FOR ANY WARRANTY, CONDITION, REPRESENTATION OR TERM TO THE EXTENT TO WHICH THE SAME CANNOT OR MAY NOT BE EXCLUDED OR LIMITED BY LAW APPLICABLE  IN THE LICENSEE’S JURISDICTION, THE LICENSOR MAKES NO WARRANTIES, CONDITIONS, REPRESENTATIONS OR TERMS, EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE AS TO ANY OTHER MATTERS, INCLUDING BUT NOT LIMITED TO NON-INFRINGEMENT OF THIRD PARTY RIGHTS, INTEGRATION, SATISFACTORY QUALITY OR FITNESS FOR ANY PARTICULAR PURPOSE.

c) Modify ”CRM Extensions Software” so that it becomes non-infringing without detrac­ting from function or perform­ance.

Should none of these measures prove successful in spite of Licensor using its reasonable best efforts, Licensor shall refund the aggregate amount of all license fees paid by Licensee to Licensor this refund being the Licensees sole remedy.

If Licensee has not paid for the license the Licensee shall be obliged to terminate the use of the ”CRM Extensions Software” upon the request of Licensor.

THE FOREGOING LIMITED WARRANTY STATES THE SOLE AND EXCLUSIVE REMEDIES ON PART OF THE LICENSEE FOR THE LICENSOR’S BREACH OF WARRANTY.

THE LICENSOR DOES NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS THE LICENSEE MAY OBTAIN BY USING THE SOFTWARE.

The provisions of this section 6 shall survive the termination of this Agreement, however caused, but this shall not imply or create any continued right to use the ”CRM Extensions Software” after termination of this Agreement.

IN NO EVENT SHALL THE LICENSOR BE LIABLE TO THE LICENSEE FOR ANY DAMAGES, CLAIMS OR COSTS WHATSOEVER OR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL DAMAGES, OR ANY LOST PROFITS OR LOST SAVINGS, EVEN IF A REPRESENTATIVE OF THE LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, DAMAGES, CLAIMS OR COSTS OR FOR ANY CLAIM BY ANY THIRD PARTY. THE FOREGOING LIMITATIONS AND EXCLUSIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW IN THE RELEVANT JURISDICTION.

THE LICENSOR’S AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THIS AGREEMENT AND THE SOFTWARE, SHALL BE LIMITED TO THE AMOUNT PAID FOR THE SOFTWARE BY LICENSEE.

The ”CRM Extensions Software”:

a) has been developed at private expense; is existing computer software and no part of it has been developed with government funds;
b) is a trade secret of the Licensor for all purposes of the Freedom of Information Act;
c) is a commercial item and thus, pursuant to Section 12.212 of the Federal Acquisition Regulations (FAR), the Government’s use, duplication or disclosure of the ”CRM Extensions Software” is subject to the restrictions set forth in the Licensor’s standard commercial license agreement incorporated into the contract or purchase order between the Licensor and the U.S. government agency:
d) in all respects is proprietary data of the Licensor; and
e) is unpublished and all rights are reserved under the copyright laws of the United States.