Definitions
- Services Simulate provides license holders and their users with access to a variety of resources including online applications and installed software, download areas, communication forums and product information (collectively “Services”). The Services, including any updates, enhancements and new features, are subject to these Terms of Use.
- Support (Academic) Simulate Support Academic operates by email Monday to Friday.
- Support (Corporate) Simulate Support Corporate operates 24/7 and is detailed on the customer invoice.
- User(s) – services are licensed to an organisation or institution who in turn provide access through their current and executed license agreement to members of their organisation or institution referred to as User(s)
By accessing this application you agree to the Deed of Confidentiality, Copyright and Intellectual Property.
Recitals
1. In the course of the User liaising with Simulate Services the User may become aware of information belonging to or in the possession of Simulate that is confidential.
2. Improper use or disclosure of that information would severely damage Simulate’s ability to perform its business.
3. Simulate requires, and the User agrees, that it is necessary to take all reasonable steps (including the execution of this Deed) to ensure that Simulate’s Confidential Information and Intellectual Property is kept confidential.
4. The User agrees that it accepts the Services of Simulate faithfully and without any conflict of interest.
5. Intellectual Property belonging to Simulate will not in any way be violated by this agreement.
6. The User will not in any manner violate the Intellectual Property Rights of Simulate
7. All Copyright belonging to Simulate will not in any way be violated by this agreement.
Business Domain
Simulate provides services to the User in good faith and the customer agrees that they will not develop, reverse engineer or market any product to emulate or compete with any Simulate Services.
Confidential Information
Confidential Information means information that:
1. is by its nature confidential
2. is designated by Simulate as confidential; or
3. Simulate or the User know, or ought to know, is confidential;
and includes:-
a. information comprised in or relating to any Intellectual Property Rights of Simulate;
b. information relating to the internal management and structure of Simulate, or the personnel, policies and strategies of Simulate;
c. information of Simulate to which the User has access;
d. information in the Users possession relating to Simulate’s Users, clients or suppliers, and like information.
Intellectual Property Rights
Includes copyright, trademark, design, patent, trade, business or company names, confidential or other proprietary rights, or any rights to registration of such rights, whether created before or after the date of this Deed and whether created in Australia or elsewhere.
Non Disclosure
1. The User must not disclose the Confidential Information to any person.
2. In the event that Recipient becomes compelled by lawful process (such as interrogatories, subpoenas, or civil investigative demands) to disclose any of the Disclosing Party’s Confidential Information, Recipient shall provide Disclosing Party with prompt written notice so that Disclosing Party may seek a protective order or other appropriate remedy, or both, or waive compliance with the provisions of this Agreement. Failing the entry of a protective order or other appropriate remedy of a waiver hereunder, Recipient shall furnish only that portion of the Confidential Information which it is advised by written opinion of its counsel is legally required to be furnished and shall exercise all reasonable efforts to obtain reliable assurance that confidential treatment shall be accorded such Confidential Information.
Restrictions of Use
The User will use the Confidential Information only for the purpose of its dealings with Simulate (whether directly or indirectly).
Survival
This Deed will survive the termination or expiry of the licensing of Simulate Services to the customer by Simulate (whether directly or indirectly).
This Deed supersedes any prior or contemporaneous oral or written agreements with respect thereto. Neither party may assign or otherwise transfer this Agreement, or any of its rights or obligations hereunder, to any third party.