PLEASE READ THIS DOCUMENT CAREFULLY. The following are the terms and conditions under which EdiPax or it's Authorized Pax product provider (hereinafter the "Licensor") provides its software and services (hereinafter the "Licensed Software" or "Service") to you (hereinafter the “Licensee”) for use.

The terms and conditions written below may be supplemented or amended by the accompanying materials included in the Licensed Software or preloaded packaging if any. Please read these accompanying materials and all pages of this agreement (collectively referred to as "Agreement") before proceeding.

(1) ACCEPTANCE AND AGREEMENT
This License Agreement, including the grant of license and disclaimer of warranties contained herein will become a valid and binding legal agreement of the parties upon Licensee acceptance of this Agreement. The Licensed Software also includes any software updates, add-on components, web services and/or supplements that EdiPax may provide to You or make available to You after the date You obtain Your initial copy of the Software Product to the extent that such items are not accompanied by a separate license agreement or terms of use. By installing, copying, downloading, accessing or otherwise using the Software Product, You agree to be bound by the terms of this Agreement. If You do not agree to the terms of this EULA, do not install, access or use the Software Product.

(2) USE GRANT
Licensor grants Licensee a non-exclusive and nontransferable license to use the Service which must retain all of the original proprietary notices. This Agreement does not entitle Licensee to receive from EdiPax hard-copy documentation, technical support, or telephone assistance. For additional support or assistance, a separate support agreement must be concluded. Licensee may not customize the Licensed Software beyond the extent permitted via the configuration of the software. Licensee may not redistribute or sublicense the Licensed Software unless Licensee has separately entered into a distribution agreement with EdiPax.

(3) RESTRICTIONS
Except as otherwise expressly permitted in this Agreement, or in another agreement with EdiPax to which Licensee is a party, Licensee may not modify or create any derivative works of the Licensed Software or documentation, including translation or localization; redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer rights to the Licensed Software. Licensee shall not remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Licensed Software.

(4) TERMINATION
Without prejudice to any other rights, Licensor may terminate this Agreement if Licensee breaches any of its terms and conditions. Upon termination, Licensee shall destroy all copies of the Licensed Software held or controlled by Licensee.

(5) OWNERSHIP
By accepting this Agreement, the Licensee does not become the holder of any other intellectual property rights in the Licensed Software. Title to and ownership of the intellectual property rights in the Licensed Software, all copies thereof, and all documentation related thereto, shall remain at all times with the Licensor. The Licensee agrees to take all steps which are reasonably necessary to protect the Licensor's ownership rights to the Licensed Programs in the conduct of the Licensee’s licensed commercial activity with the Licensed Programs, and will not take any action to jeopardize, limit or interfere in any manner with such rights.

(6) BACKUP COPY
After installation of one copy of the Licensed Software pursuant to this Agreement, you may keep the original media on which the Software Product was provided by EdiPax solely for backup or archival purposes. You may make one copy of the Licensed Software solely for backup or archival purposes. Except as expressly provided in this Agreement, you may not otherwise make copies of the Software or the printed or electronic materials accompanying the Software.

(7) ELECTRONIC COMMUNICATION
The Licencor and the Licensee may communicate with each other by electronic means as described in this Agreement and its registration information. Each of us agrees to the following for all electronic communications:

a) the Identification of a sender, contained in an electronic communication, is legally sufficient to verify the sender's identity and the communication's authenticity;
b) an electronic communication sent by the Licensee containing its Identification establishes the Licensee as its originator and has the same effect as a document with a written signature on it: and
c) an electronic communication, or any computer printout of it, is a valid proof of the validity of the original content of the electronic communication.

(8) DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY
The Licensor does not represent or warrant that the functions contained in the Licensed Software will meet the Licensee’s requirements or will operate in the combination selected by the Licensee or that the operation of the Licensed Software will be error free. In no event shall the Licensor be liable for any incidental, indirect, special or consequential damages whatsoever (including, but not limited to, lost profits or interruption of business) with respect to, arising out of, in connection with, or related to this Agreement. The Licensor's liability arising out of contract, negligence, strict liability in tort or any other claim at law shall not exceed any fees paid by the Licensee for the Licensed Software, regardless of the form of the change. The person using the software bears all risk as to the quality and performance of the software.

(9) CONFIDENTIAL INFORMATION
All information provided by the Licensee is nonconfidential. The Licencor agrees to respect the nature of Licensee's confidential information, including programs and data, transmitted electronically using Licensed Software or provided Service. However, Licencor has no obligation of confidentiality relating to the Licensee's information, including programs and data, which is not confidential.

(10) CONTROLLING LAW
This Agreement shall be governed and construed in accordance with the laws of Belgium. If any provision of this Agreement or the application thereof shall be invalid or unenforceable, the remainder of this Agreement shall be unaffected thereby and each remaining term or provision of this Agreement shall be valid and be enforced by the fullest extent of the law.

(11) LANGUAGE
The parties declare that they have requested, and do hereby confirm their request, that this contract be drafted in the English language.

Les parties déclarent qu'elles ont exigé, et par les présentes, confirment leur demande que ce contrat soit rédigé en anglais.

(12) GENERAL
This Agreement constitutes the entire agreement between the parties and supersedes all prior oral or written agreements, proposals or communications between the parties. Failure by the Licensor to exercise its rights under this Agreement, or to require strict performance of any part of this Agreement, shall not constitute a waiver of those rights or provisions, and they remain in full force and effect. If any term or provision of this Agreement or the application thereof shall be invalid or unenforceable, such term or provision shall be severed from this Agreement and the remainder of this Agreement shall be unaffected thereby and each remaining term or provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law.