The Sinolta trial license is a fully functional package with most features enabled and 50,000 Tag/Points.
The system will run for 4 hours then stop, simply restart and continue your evaluation.
Control Systems International Inc.
evaluation or trial license agreement (the “agreement”)
governs your evaluation of this trial license.
may not access the product or accept this agreement if you are a direct
competitor of MR Control Systems International USA
Inc. (MRCSI). Additionally, you may not access the product for any
Agreement was last updated on April 26, 2017. It is effective between You and MRCSI
as of the date You accept this Agreement, or upon an update of this Agreement
by MRCSI in accordance with the terms set forth herein (the “Effective
“Evaluation” or “Trial” License means a
temporary software license for the purpose of evaluation.
“MRCSI” means MR Control Systems International Inc. and
MR Control Systems International USA Inc.
having a place of business at #160, 1209-59 Ave S.E. Calgary, Alberta, Canada.
all variations or derivatives of the software products that are developed by MRCSI.
This includes all products that contain the name “SINOLTA”
including but not limited to SINOLTA Client, SINOLTA
Server, SINOLTA Full, or SINOLTA Web Services.
“Product” means a software product that is developed by MRCSI.
“Affiliate” means any entity that directly or indirectly
controls, is controlled by, or is under common control with a party.
“Control”, for purposes of this definition, means direct or indirect
ownership or control of more than fifty percent (50%) of the voting interests a
“Documentation” means MRCSI’s user manuals, help files
or other documentation describing the operation of the products that is
supplied by MRCSI.
Term” means the
evaluation period, if any, for Your evaluation of the Product.
“Feedback” means any suggestions or comments regarding
the Services that You provide to MRCSI.
“Fees” means the amounts payable by You to MRCSI
for purchasing a license.
Property Rights” means
any and all patents, copyrights, moral rights, trademarks, trade secrets and
any other form of intellectual property rights recognized in any jurisdiction,
including applications and registrations for any of the foregoing.
“Laws” means all applicable laws, regulations,
statutes, rules, orders, and other requirements of any applicable
international, federal, state or local governmental authority.
“You” or “Your” means the company
or other legal entity (including your person) for which you are accepting this
Agreement, and any of Your Users and/or Affiliates.
“Term” means the duration that one is granted
temporary access of a software product.
Evaluation Term License
the Evaluation Term, subject to the terms and conditions of this Agreement, MRCSI
hereby grants to You a non-exclusive, non-transferable, non-sub licensable,
revocable, and limited license to access and use the Product solely for Your
evaluation purposes. Any data that You or Your Users develop using the
Evaluation License can be used in other computers that have compatible SINOLTA
licenses. If the software license is not purchased by You,
MRCSI will have no liability of any kind to you or any third party for
any of the work done or any data generated or erased or deleted by MRCSI
Term is for 12 months from the date that the current version of the product was
created or whenever MRCSI decides to
terminate the Evaluation License.
responsible for all Users’ compliance with this Agreement
commercially reasonable efforts to prevent unauthorized access to or use of the
Products, and notify MRCSI promptly of any such unauthorized access or
be responsible for any third-party products or services used or exchanged by
You in connection with the Products.
You will not:
the Products available to any third party other than designated Users
the Products available to Your Affiliates without the express prior written
consent of MRCSI
sell, resell, rent, lease, modify, translate or create derivative works of the
decompile, reverse engineer or reverse assemble any portion of the Product, or
attempt to discover any source code or underlying ideas or algorithms of the
access the Product in order to build a competitive product or service, or copy
any features, functions or graphics of the Product
use the Product to store or transmit material in violation of third party
transmit unsolicited commercial or non-commercial email via the Product
the Product to store or transmit Malicious Code
remove or alter any trademark, logo, copyright or other proprietary notices
associated with the Product or Documentation. The Documentation may include
additional restrictions or limitations to the use of the Product, and You agree
to comply with any such restrictions or limitations.
MRCSI reserves the right, without limiting any other
right or remedy available at law, in equity, or under this Agreement, to immediately
suspend Your access to and use of the Product at any time with or without any
As between the parties and subject to the license grants under this Agreement:
owns all right, title and interest in and to the Product, the Documentation, SINOLTA
and all Intellectual Property Rights embodied therein
own all right, title and interest in and to all Your Data, and any and all
Intellectual Property Rights embodied therein. Each party reserves all rights
not expressly granted in this Agreement, and no licenses are granted by MRCSI
to You under this Agreement, whether by implication, estoppel or otherwise,
except as expressly set forth in this Agreement.
Feedback. Notwithstanding any terms to the contrary in this Agreement, in the
event You provide MRCSI with Feedback, You hereby grant to MRCSI
an irrevocable, fully-paid up, non-exclusive, royalty-free, perpetual and
worldwide license to use, reproduce, distribute, create derivative works of,
publicly perform, and publicly display such Feedback in any medium or format,
whether now known or later developed; provided that such Feedback is anonymous
and does not include any of Your Confidential Information.
Representations and Warranties
except as expressly provided herein, MRCSI makes no warranties of any
kind, whether express, implied, statutory, or otherwise, and MRCSI
specifically disclaims all implied warranties, including, without limitation,
any warranties of merchantability, non-infringement, fitness for a particular
purpose or warranties that may arise by operation of law. Without limiting the
foregoing, MRCSI does not make any warranties that the product is free
from any bugs, errors, or omissions. Notwithstanding anything to the contrary
herein, during an evaluation, the product is provided “as-is” without
any warranty and MRCSI will not be responsible for any loss of your data
(or any data related thereto) or any damages to equipment, individuals or
public. The foregoing disclaimers will apply to the maximum extent permitted by
will defend, indemnify and hold MRCSI and its directors, officers,
employees, suppliers, consultants, contractors and agents harmless from and
against any and all actual or threatened claims, suits, actions or proceedings,
including all related damages, payments, deficiencies, fines, judgments,
settlements, liabilities, losses, costs and expenses (including but not limited
to reasonable attorneys’ fees) (collectively, “Claims”) arising out
of or relating to:
breach of this Agreement or any representation or warranty made by You herein
negligence or willful misconduct
Your Data (including, without limitation, Claims alleging that Your Data
violates or misappropriates the Intellectual Property Rights or other rights of
any third party)
violation of any Law by You.
Limitations of Liability
Exclusion of Consequential and Related Damages. In no event will MRCSI
be liable to you or any third party for any loss of profits, loss of use, loss
of revenue, loss of goodwill, loss of your data (or any data related thereto)
or any interruption of business, or for any indirect, special, incidental,
exemplary, punitive or consequential damages of any kind arising out of or in
connection with this agreement or the services, regardless of the form of
action, whether in contract, tort, strict liability or otherwise, even if MRCSI
has been advised or is otherwise aware of the possibility of such damages. The
foregoing disclaimer will apply to the maximum extent permitted by applicable
In no event will MRCSI‘s total liability arising out of or related to
this agreement exceed the aggregate of the amounts paid by you to MRCSI
during the twelve (12) months preceding such claim. Multiple claims will not
expand this limitation. The foregoing disclaimer will apply to the maximum
extent permitted by applicable law. The parties acknowledge that the
limitations set forth in this section are integral to the amount of fees
charged in connection with making the products available to you, and that, were
MRCSI to assume any further liability other than as set forth herein,
such fees would of necessity be set substantially higher.
Term and Termination
Term of Agreement. If You elect to use the SINOLTA for evaluation
only, the term of this Agreement will commence on the Effective Date and,
unless earlier terminated, will expire following the end of the Evaluation
Termination. Either party may terminate this Agreement as follows:
cause if the other party breaches this Agreement
immediately if the other party
terminates its business activities or becomes insolvent
admits in writing to the inability to pay its debts as they mature
makes an assignment for the benefit of creditors
subject to direct control of a trustee, receiver, or similar authority
(c) for no
Effect of Termination. Upon any expiration or termination of this Agreement:
right to use the Product shall cease, and MRCSI shall have no further
obligation to make the Product available to You.
except as otherwise expressly stated herein, all rights and licenses granted to
You under this Agreement will immediately cease and MRCSI will have no
obligation with respect to any of Your Data.
Survival. The following provisions will survive any expiration or termination
of this Agreement: sections 2, 3, 4.1, 4.2, 5, 6, 7.1, 7.2, 8.3, 9.1, 9.2, 9.3,
9.4, 9.5, 9.6
Reservation of Rights. Subject to the licenses granted in this Section, You
retain all right, title and interest in and to Your trademarks, trade names,
logos and any domain name registered in connection with this agreement.
Relationship of Parties. Neither party will, for any purpose, be deemed to be
an agent, franchisor, franchisee, employee, representative, owner or partner of
the other party. The relationship between the parties will solely be that of
Severability. If any provision of this Agreement is invalid, illegal or
incapable of being enforced by any rule of law or public policy, all other
provisions of this Agreement will nonetheless remain in full force and effect
so long as the economic or legal substance of the transactions contemplated by
this Agreement is not affected in any manner adverse to any party. Upon such
determination that any provision is invalid, illegal or incapable of being
enforced, the parties will negotiate in good faith to modify this Agreement so
as to affect the original intent of the parties as closely as possible in an
acceptable manner which ensures that all transactions contemplated hereby are
No Waiver. No failure or delay (in whole or in part) on the part of a party to
exercise any right or remedy hereunder will operate as a waiver thereof or
affect any other right or remedy. All rights and remedies hereunder are
cumulative and are not exclusive of any other rights or remedies provided
hereunder or by law. The waiver of one breach or default or any delay in
exercising any rights will not constitute a waiver of any subsequent breach or
default. Each party hereby waives any right to jury trial in connection with
any action or litigation in any way arising out of or related to this
DMCA and Intellectual Property Rights Policy. If You believe that material on a MRCSI hosted website or located on or
sent via a MRCSI product infringes Your copyright or other Intellectual
Property Right (for example, trademark rights), You may send us a written
notice. MRCSI will attempt to remove or disable the allegedly infringing
material. MRCSI will also attempt to notify the user who posted or
uploaded the allegedly infringing material.
written notice shall contain the following details:
name, mailing address, telephone number and email address
Sufficient detail about the allegedly infringing material, including the
Intellectual Property Right You allege is being infringed
The URL or other specific location on our websites or product that contains the
material that You claim infringes Your Intellectual Property Right
statement by You that You have a good faith belief that the disputed use is not
authorized by the Intellectual Property Right owner, its agent, or the law
statement by You that the information contained in Your notice is accurate and
that You attest under the penalty of perjury that You are the owner of the
Intellectual Property Right or that You are authorized to act on the such
An electronic or physical signature of the owner of the Intellectual Property
Right or a person authorized to act on the owner’s behalf
notice can be sent to our registered copyright agent at the following:
MRCSI’s Head office located at:
1209-59 Avenue S.E.
Alberta, Canada T2P2H6
Legal Department DMCA Complaint
“DMCA Complaint” in the subject line).
receipt of proper written notice, MRCSI will expeditiously remove or
disable the allegedly infringing material, regardless of the nature of the
material (a post, a webpage, or presentation slide, for example). MRCSI
will document those alleged infringements on which we act. MRCSI will
additionally notify the user and, if requested, provide the report to the user.
Updates and Revisions; Counterparts. This Agreement, together with each Order
Form, constitute the entire agreement between You and MRCSI regarding
the subject matter hereof, superseding all other agreements between them,
whether oral or written. No modification, addition, deletion, or waiver of any
rights under this Agreement will be binding on MRCSI unless signed by a
duly authorized representative of MRCSI. MRCSI may update or
revise this Agreement from time to time in its sole discretion, and MRCSI
recommends that You review this Agreement on a regular basis. Your continued
use of SINOLTA after any update or revision to this Agreement
constitutes Your acceptance of the Agreement updates or revisions.