Your Already Existing License Agreement
With PipelineFX LLC
This addendum (the Addendum) is attached to and forms part of the Agreement (the Original License Agreement) between PipelineFX LLC ("PipelineFX"), located at 7 Waterfront Plaza 500 Ala Moana Blvd. Suite 400 Honolulu, Hawaii 96813 and the company represented by the user reading this agreement and filling out the online form (the "Licensee").
To the extent that any of the terms or conditions contained in the ADDENDUM may contradict or conflict with any of the terms or conditions of the ORIGINAL LICENSE AGREEMENT, it is expressly understood and agreed that the terms of this ADDENDUM shall take precedence and supersede the ORIGINAL LICENSE AGREEMENT.
ASSIGNMENT
Neither party shall assign or delegate its rights and obligations under this ADDENDUM or any part hereof without the prior written consent of the non-assigning or non-delegating party.
AGREEMENT
The parties agree as follows regarding the pay by minute (“Metered”) usage of the PipelineFX licensed product Qube! (“Software”):
SECTION 1 - SOFTWARE
1.1 Rights. PipelineFX grants to Licensee a nonexclusive, nontransferable, nonsublicenseable right and license to use the Software for internal business purposes for the Term specified in the ORIGINAL LICENSE AGREEMENT. Licensee may use the Software on an unlimited number of computers at any physical locations, subject to the terms included in this ADDENDUM.
1.2 Restrictions. Licensee agrees not to transfer their organization’s account information or login credentials to any other party outside of the Licensee organization.
1.3 Mixed License Usage. Licensee may use Metered licenses in addition to any other type of PipelineFX Software licensing discussed in this ADDENDUM and covered in the ORIGINAL LICENSE AGREEMENT.
1.4 License Control. Licensee acknowledges that the Software may require license keys or contain code that detects or prevents unauthorized use of the Software, including the ability to disable the Software if unauthorized usage is discovered or payment is not received according to the terms outlined in this ADDENDUM.
1.5 Connectivity. Software requires an internet connection to a PipelineFX, cloud-hosted secure reporting server to transfer usage data to PipelineFX and to verify Licensee’s compliance with the payment terms outlined in this ADDENDUM.
1.6 Requirements. Licensee acknowledges the following requirements to run the Software as described in this ADDENDUM:
1.6.1 Download and installation of Qube! version 6.9-0 or greater.
1.6.2 Any minimum requirements listed on the PipelineFX website regarding operating systems or package compatibility for Qube! version 6.9-0 or greater.
1.6.3 Through the Qube! Software installer, the installation of an additional Metered license reporting agent.
1.6.4 Potential usage of an additional host or virtual machine to run the Metered licensing reporting agent, per the Licensee’s discretion.
1.7 Responsibility. Licensee agrees not to hold PipelineFX responsible for technical issues not directly related to the Software covered in this ADDENDUM. Such technical issues may include server hardware failure, internet connectivity problems, code being called by the Software that is not written by PipelineFX and includes bugs, and any other circumstances not directly related to the function of the Software. If Licensee installs and uses the Software at a public or private cloud provider, PipelineFX is not responsible for the business continuity of the cloud provider nor the billing or collection of any fees incurred with that cloud provider.
SECTION 2 - SUPPORT
2.1 Technical Support. For so long as Licensee is current in payment of all accrued Metered fees (“Fees”) and subject to the terms and conditions of this ADDENDUM, Licensee will receive support and maintenance services in accordance with PipelineFX’s standard policy in effect at the commencement date of this ADDENDUM.
SECTION 3 - FEES
3.1 Fees. Licensee agrees to pay PipelineFX the appropriately accrued Fees in the amounts and at the times specified in this ADDENDUM.
3.2 License Count. Each individual Licensee owned, controlled, or borrowed host that uses a Metered license for at least one minute will be counted as a separate license to be charged by the minute for usage.
3.3 Rate. Metered Licenses are charged by the minute at the rate of $0.10 per usage hour, which is the equivalent to $0.001667 per minute.
3.4 Billing Cycle. Billing of the total accrued Metered usage minutes will occur every 30 days (monthly) starting with the first of each month and ending on the last day of the month. After the month has passed, the Licensee Metered usage will reset and start to accrue again for the following month.
SECTION 4 - PAYMENT
4.1 Payment terms. Unless specified otherwise, all Fees due hereunder shall be paid in full within 30 days after the issuance date of each monthly invoice. Payment terms and Fees due are not related to and shall be considered separate than those specified for products and services detailed in the ORIGINAL LICENSE AGREEMENT. All payments shall be in US dollars and shall be made to PipelineFX’s address (or, at its option, to an account specified by PipelineFX). Any amount not paid when due may bear a late payment charge. Licensee agrees to reimburse PipelineFX for all costs (including attorneys’ fees) incurred in collecting late payments.
SECTION 5 - ADDENDUM TERM
5.1 Term. This ADDENDUM shall commence on the Effective Date and continue in effect for the Term specified in the ORIGINAL LICENSE AGREEMENT. Thereafter, and unless otherwise specified, this ADDENDUM shall automatically renew with the ORIGINAL LICENSE AGREEMENT annual renewal for the same duration as specified in the ORIGINAL LICENSE AGREEMENT but subject to the terms and conditions described in this ADDENDUM.
5.2 Termination due to payment delinquency. If Licensee is not able to submit payment as described in Section 4.1 of this ADDENDUM, Licensee may have their access to Metered licenses of the Software suspended until the account balance is paid in full.
ACCEPTANCE
By clicking accept at the bottom of the sign up page and then submitting your request for the trial version of the Software, Licensee is agreeing to the terms in this agreement and agreeing to pay for any minutes used, as described above, after the first 30 day free trial period. Billing for any minutes used after the 30 trial period commences with no further action from Licensee or PipelineFX. If Licensee does not want to pay for any minutes used after the 30 day trial period, Licensee should either not use the Software, therefore not incurring charges, or should contact PipelineFX to cancel this agreement.