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End User License Agreement

Version: 2022-03-02

This is a legal agreement between the Licensee (individual or entity) and Dr. Kapusta s.r.o. (Licensor) governing use of Mingo software.

By clicking "I Agree," downloading, installing, or using the Software, you become bound by this EULA. If you do not accept the terms of this EULA, you do not have a license to, and are prohibited from using, the Software.

1. Definitions

  • Licensor: Dr. Kapusta s.r.o.
  • Licensee: Individual or legal entity exercising rights under this EULA
  • License Certificate: Evidence of license in electronic or printed form
  • License Key: Unique key-code enabling Software use
  • Software: Mingo program in binary form, including documentation and third-party software
  • Unlimited Costs: Costs from indemnification obligations, gross negligence, fraud, willful misconduct, or bodily injury/death from willful misconduct

2. Ownership

The Software is the sole and exclusive property of Licensor and/or its third party suppliers. Licensee acquires no ownership; the software is licensed by subscription, not sold. Title, copyrights, trademarks, and intellectual property remain with Licensor.

3. Grant of License

For Mingo Pro, Standard, Plus:

Licensor grants a non-exclusive, non-transferable license subject to the License Certificate and EULA terms.

Licensee may:

  • Use each License Key on multiple computer systems by the same user
  • Additional users require additional License Keys
  • Transfer licenses to another user in the same organization if the designated licensee moves to non-database tasks or leaves
  • Make copies as reasonably necessary for authorized use, including backup/archival
  • All copies must reproduce copyright and proprietary notices

To receive new future versions of the Software and to access support, Licensee must have a valid license. At license term end, licensees may renew for additional terms. If renewal fails, licensees retain a non-exclusive, non-transferable license to continue to use the Software at the version they were at when the full License expired.

For Mingo Free:

Non-exclusive, non-transferable license subject to EULA terms. While Mingo Free is derived from the same codebase as the commercial product and can reasonably be expected to perform in a similar way, albeit with fewer functions, no commitment is made regarding its suitability.

Section 7 (Indemnification) does not apply to Mingo Free.

Licensee may:

  • Use for commercial and noncommercial purposes
  • Make necessary copies for authorized use, backup, and archival purposes
  • All copies must reproduce copyright notices

4. Evaluation License

A time-limited Mingo Pro version is provided for twenty-one (21) days from the evaluation License Key issuance date. Subject to all EULA terms except that evaluation licenses are not for general commercial use and do not receive indemnification protection (Section 7).

The Software contains a feature that will automatically disable the Mingo Pro edition of the Software after the Evaluation Period has expired. Licensees cannot disable, destroy, or remove this feature. Attempts to do so violate the EULA and immediately terminate the evaluation license and EULA.

5. License Restrictions

Licensee may not:

  • Use the Software to circumvent contractual usage limits or other EULA restrictions
  • Reverse engineer, decompile, disassemble, modify, translate, make any attempt to discover the source code of the Software in whole or in part
  • Distribute, copy, publish, assign, sublicense, sell, bargain, convey, transfer, pledge, lease or grant any further rights to use the Software
  • Modify or create derivative works based on the Software
  • Tamper with, alter, disable, or circumvent the Software's license verification and enforcement capabilities
  • Remove or alter trademarks, copyrights, logos, or proprietary notices
  • Use the Software in violation of applicable laws or this EULA
  • Disclose the License Key in any way

Any breach grants Licensor the right to immediately terminate applicable Software licenses and/or the EULA.

6. Disclaimer of Warranty

Licensee acknowledges the Software is provided "as is." Except as expressly stated in this EULA, Licensor makes no warranties or representations. Thus, unless specified in this EULA, all express or implied conditions, representations and warranties, including any implied warranty of merchantability, fitness for a particular purpose are disclaimed. If disclaimers are held invalid, warranty scope and duration are limited to the minimum permitted by applicable law.

7. Indemnification

This section applies only to subscribed or purchased Mingo Pro licenses.

Licensor will defend Licensee against third-party claims alleging that the Software, used according to EULA terms, directly infringes intellectual property rights. Licensor will pay damages finally awarded. This obligation does not apply if:

  • Alleged infringement results from using the Software with unapproved software
  • Failure to promptly use a Licensor-provided update that could have prevented infringement
  • Any use not permitted by this EULA
  • Licensee fails to timely notify Licensor in writing of claims

Licensor is permitted to control fully the defense and any settlement of any such claim as long as such settlement shall not include a financial obligation on or admission of liability by Licensee.

If Licensee declines Licensor's defense or fails to provide full control to Licensor or its counsel, Licensee waives Licensor's obligations under this Section. Licensee must reasonably cooperate and may appear through acceptable counsel at its expense. Licensor reserves the right to cease defense if the Software is no longer alleged to infringe or is held not to infringe. Licensor may settle claims by substituting substantially equivalent non-infringing programs and documentation.

8. Limitation of Liability

Except for Unlimited Costs, to the extent permitted by law, neither party is liable for: (i) loss of profits, business or data, (ii) interruption of any business, or (iii) special, indirect, consequential, exemplary or punitive costs of any kind.

Neither party is liable for amounts exceeding fees paid or payable by Licensee during the twelve (12) months preceding the claim. Statutory damages are deemed direct and compensatory, not punitive or exemplary.

9. Ownership of Data and Access to Licensee's Systems

Licensee owns all data handled by the Software. Licensor has no way to access Licensee's data that is handled by the Software, nor does Licensor have access to the systems or platforms running the Software, any application development made with the support of the Software or Licensee's premises. The Software is run and administered by Licensee without Licensor involvement unless explicitly requested.

10. Confidential Information

Licensee and Licensor agree not to share confidential information, except customer identity, order data, order history, support matters, and License Keys, which are handled as confidential.

11. Termination

This EULA is effective until terminated. Licensee may terminate at any time by destroying all Software copies.

The EULA may be terminated by either party if the other commits a material breach. Either party will have thirty (30) calendar days following receipt of written notice to remedy any material breach.

Upon termination or expiry: (i) all rights cease; (ii) Licensee must immediately cease all authorized activities including Software use; and (iii) all Software in Licensee's possession must be destroyed with written confirmation to Licensor.

12. Governing Law

This EULA will be governed by the laws of Slovakia.

13. Severability

If any EULA provision is unenforceable, the EULA remains in effect with that provision omitted, unless omission frustrates the parties' intent, in which case the EULA immediately terminates.

14. Integration

This EULA, including the License Certificate, is the entire agreement relating to its subject matter. It supersedes all prior or contemporaneous oral or written communications, proposals, representations and warranties.

Licensee cannot assign the EULA or its rights and obligations without Licensor's prior written approval.

15. Third Party Software

Products include code and libraries licensed from third parties, including open source software. A list of Third-Party Software included in each Product is available in the Product documentation.

15.1 Non-infringement

Licensor warrants it has the right to furnish the Software free of liens, claims, encumbrances, and restrictions not stated in this EULA. The Software does not infringe third-party intellectual property or proprietary rights.

16. Malicious Code

Licensor will use reasonable efforts ensuring Software is free of viruses, worms, Trojan horses, backdoors, and other malicious code. For authenticity guarantee, Licensee must download from https://www.dbvis.com or other certified sites and confirm digital certificates at download.

17. Reservation of Rights

All unexpressed rights are reserved by Licensor. Licensor reserves the right at any time to cease the support of the Software and to alter prices, features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics of the Software.