GUESTCENTRIC SYSTEMS FREE TRIAL GENERAL CONDITIONS

THIS GENERAL CONDITIONS apply to any entity who is willing to participate in GuestCentric’s Free Trial and is approved by GuestCentric (the “Licensee”).

The use of this website is subject to the terms and conditions described herein. Any person visiting this site must comply with these terms and conditions.

In case you do not agree with these terms and conditions, please do not use this website.

1. GENERAL TERMS AND CONDITIONS

GuestCentric has developed and will continue developing software for the management of hotel operations including modifications, enhancements, improvements, updates, additions, derivative works, documentation and related material (”Software”).
GuestCentric desires that the Software be tested prior to general release.
Licensee wishes to serve as a Beta test site for such Software.
Use of the Software shall be for the sole purpose of ongoing pre-release evaluations and testing by Licensee only.

2. GRANT OF LICENSE

GuestCentric grants to Licensee for a period of up to three months (except if revoked by Guestcentric prior to that term) as specified in Section 3 below, the nontransferable, nonexclusive right to use one (1) copy of the Software for the sole purpose of internal pre-release evaluation and testing only (hereinafter “Right-to-Use License”). This right is subject to the following additional specific obligations and covenants by Licensee concerning the use of the Software:

Licensee agrees that the Software is for its own use only and that it shall not sell or transfer any copies of the Software, shall not relicense, rent or lease the Software, use the Software for third party training, commercial time-sharing or service bureau use, or otherwise make the Software available to third parties;
Licensee agrees to make no copies of the Software except one for backup purposes;
Licensee agrees not to cause or permit the disassembly, reverse compilation, or reverse engineering of the Software, except as otherwise specified by law;
Licensee agrees to make every reasonable effort to prevent others from making or obtaining copies of the Software;
Licensee hereby acknowledges GuestCentric’s copyright in the Software regardless of whether the copyright notice appears on the Software or whether it has been filed with any Copyright Office or legal authority whatsoever;
Licensee hereby acknowledges and agrees that it does not acquire any rights in the Software, express or implied, other than those specified in this General Conditions; and
Licensee agrees and confirms that it understands that, if and when the Software is made commercially available by GuestCentric, the features, performance and configuration of the Software shall be determined by GuestCentric at its sole discretion.

3. TERM AND TERMINATION

Licensee’s right to use the Software will terminate on the earlier of

termination of this Right-to-Use License by GuestCentric or Licensee, or
the date of general commercial availability of the Software.

GuestCentric shall have the right, at its sole discretion, to terminate this Right-to-Use License with or without cause upon written notice to Licensee.

Upon termination of this Right-to-Use License as provided above, Licensee shall cease using and shall return the Software, including all copies, or shall certify in writing that the Software and all copies have been destroyed within ten (10) calendar days of termination of the right to use the Software hereunder. GuestCentric’s warranty disclaimers set forth in Section 6 and Licensee’s non-disclosure obligations set forth in Section 7 shall survive the termination of this Right-to-Use License.

4. NO LICENSE GRANTED

Nothing in this Right-to-Use License shall be deemed to require GuestCentric to make the Software commercially available on any particular date nor does GuestCentric make any such representation or warranty, express or implied, regarding any such commercially available version. Nothing in this Right-to-Use License shall be deemed to convey to Licensee the rights to use a commercially released version of the Software or any components thereof, if and when such are available. Use of such commercial product shall be subject to a separate Right-to-Use License between GuestCentric and Licensee.

5. LICENSEE FEEDBACK

Licensee agrees to provide GuestCentric with comprehensive information regarding the Software (”Feedback”) as soon as possible after Licensee learns of such Feedback. Feedback shall include, but is not limited to, all information regarding any problems or defects in the Software encountered by Licensee. Feedback may also include sections of source code or other simplified test cases sufficient to adequately demonstrate problems or suspected errors Licensee encounters in the Software. Licensee shall transmit Feedback to GuestCentric in any medium reasonably requested by GuestCentric, including via telephone, facsimile, written communication or email to beta@guestcentric.com. All Feedback shall become the sole and exclusive property of GuestCentric and may be used by GuestCentric in any way without restriction or obligation to Licensee. GuestCentric shall be free to use for any purpose any ideas, concepts, know-how, or techniques resulting from GuestCentric’s access to or work with any information exchanged pursuant to this Right-to-Use License.

6. SPECIFIC WARRANTY DISCLAIMERS

LICENSEE UNDERSTANDS THAT THE SOFTWARE IS EXPERIMENTAL AND THAT GUESTCENTRIC DOES NOT WARRANT THE SOFTWARE IN ANY WAY, INCLUDING BUT NOT LIMITED TO PERFORMANCE OR FEATURES OF THE SOFTWARE. ALL WARRANTIES REGARDING THE SOFTWARE, INCLUDING, WITHOUT LIMITATION, ALL WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, NON-INFRINGEMENT, OR ANY OTHER WARRANTY, WHETHER EXPRESS OR IMPLIED, ARE HEREBY DISCLAIMED BY GUESTCENTRIC.

THE SOFTWARE IS PROVIDED “AS IS” FOR EVALUATION AND TESTING PURPOSES ONLY, AND OWING TO ITS EXPERIMENTAL NATURE, LICENSEE IS ADVISED NOT TO RELY ON THE FEATURES OR PERFORMANCE OF THE SOFTWARE FOR ANY REASON. LICENSEE AGREES TO USE THE SOFTWARE WITH ALL DUE CAUTION, AND TO TAKE EVERY PRECAUTION TO ENSURE THE INTEGRITY OF DATA, HARDWARE, AND SOFTWARE IN THE SOFTWARE’S OPERATING ENVIRONMENT. LICENSEE FURTHER AGREES THAT GUESTCENTRIC SHALL NOT BE HELD LIABLE FOR ANY DAMAGES, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY LICENSEE OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT, EVEN IF GUESTCENTRIC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL GUESTCENTRIC’S LIABILITY FOR DAMAGES HEREUNDER EXCEED THE AMOUNTS RECEIVED BY GUESTCENTRIC AS A RESULT OF THIS TRANSACTION. THESE WARRANTY DISCLAIMERS SHALL SURVIVE THE TERMINATION OF THIS RIGHT-TO-USE LICENSE.

7. TRADE SECRETS AND CONFIDENTIALITY

In evaluating the Software, Licensee recognizes that the Software is confidential and proprietary to and a trade secret owned and/or licensed by GuestCentric. Licensee hereby agrees not to disclose any information relating to Software (including, but not limited to, its existence, design and performance capabilities, the results of any performance/benchmark tests, and any authorization codes or license keys) to third parties without the prior written permission from GuestCentric. Licensee shall treat all information regarding the Software provided by GuestCentric as GuestCentric’s “Confidential Information”, including without limitation the Software, source code, object code, documentation and any proprietary tools, proprietary knowledge or proprietary methodologies disclosed by GuestCentric to Licensee under this Right-to-Use License. Licensee shall hold such Confidential Information in the strictest confidence and take all reasonable steps to protect such from any use, reproduction, publication, disclosure or distribution except as specifically authorized by this Right-to-Use License.

8. SUPPORT AND UPDATES

GuestCentric shall have no obligation to support or provide support services to Licensee relating to the Software. GuestCentric may, however, make such services available to Licensee at its sole discretion.
GuestCentric may from time to time make available updates, enhancements and/or modifications to the Software and may, at its sole discretion, provide such updates to Licensee which will be identified by a change in the Software version number, but is under no obligation to do so. The provision by GuestCentric to Licensee of such updates, enhancements and/or modifications to the Software shall be subject to all covenants and conditions of this Right-to-Use License, including, but not limited to, the restrictions on Licensee’s use of the Software and GuestCentric’s disclaimer of warranties.

9. GOVERNING LAW

This Right-to-Use License its execution, interpretation and integration shall be governed by the laws of the Portugal. Any dispute arising from this Right-to-Use License shall be settled by the Courts of Lisbon.

10. EXPORT ADMINISTRATION

Licensee agrees to comply fully with all relevant export laws and regulations of Portugal and the European Union (”Export Laws”) to assure among others that neither the Software or any direct product thereof are (1) exported, directly or indirectly, in violation of Export Laws; or (2) are intended to be used for any purpose prohibited by the Export Laws, including, without limitation, nuclear, chemical or biological weapons proliferation.

11. ENTIRE RIGHT-TO-USE LICENSE

Except where specifically stated otherwise herein, this General Conditions constitute the complete Right-to-Use License between the parties and supersedes all prior or contemporaneous Right-to-Use Licenses or representations, written or oral, concerning the subject matter of this Right-to-Use License. This Right-to-Use License may not be modified or amended except in a writing signed by a duly authorized representative of each party. No other act, document, usage or custom shall be deemed to modify or amend this Right-to-Use License. This Right-to-Use License shall also supersede all terms of any unsigned or “shrink wrap” license included in any package, media or electronic version of Software provided under this Right-to-Use License.

12. SEVERABILITY

If any provision of this Right-to-Use License will be held to be illegal, invalid or unenforceable, such illegality, invalidity or non-enforceability will affect only to such provision and will not in any manner affect or render illegal, invalid or unenforceable any other provision or this Right-to-Use License, and GuestCentric and the Licensee shall negotiate in good faith to replace the illegal, invalid or unenforceable provision by new provision which most closely reflects the original intention without being illegal, invalid or unenforceable.

If you accept these conditions please click in the “I agree with the conditions of the GuestCentric’s Beta Program Conditions” check-box. Doing so these General Conditions shall apply and be binding.