Last updated: November 28, 2023
You are required to read these terms and conditions carefully and agree to them before using any of our services to the extent possible. In the case of a software license purchase or subscription, agreeing to these terms is absolutely mandatory.
Definitions
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Multiple version of our ELWAVE software exist for various platforms and datafeeds and these are all collectively referred to as either ELWAVE, Application, App, Software or Service in this document. ELWAVE is provided by PROGNOSIS as a download for CUSTOMER to install on his own Microsoft Windows PC as a desktop application.
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PROGNOSIS (referred to as either "PROGNOSIS", "We", "Us" or "Our" in this Agreement) refers to Prognosis Software Development, having residence at Luxemburghof 39, 2628 ZT DELFT, Netherlands. PROGNOSIS is registered with the Netherlands Chamber of Commerce under registration number 27238997. Our European Union VAT (tax ID) registration number is NL 002017569B61.
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Device means any device that can access the Service such as a computer, a cellphone or a digital tablet. All current version of ELWAVE require a PC running a version of Microsoft Windows that is still supported by Microsoft on a PC with an Intel architecture CPU.
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Service refers to the Application or the Website or both.
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Website refers to www.elwave.com or any of the other domains owned by PROGNOSIS.
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CUSTOMER refers to the individual accessing or using the Service, or a company or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.
Acknowledgment
These are the General Terms and Conditions governing the use of this Service and the agreement that operates between CUSTOMER and PROGNOSIS. These are in addition to the specific Software License Agreement for the particular software for which you have purchased a license, either permanent or subscription based.
These Terms and Conditions set out the rights and obligations of all users regarding the use of the Service.
Any General Terms and Conditions commonly used by CUSTOMER for his purchase transactions do NOT apply to any agreements between PROGNOSIS and CUSTOMER unless explicitly confirmed by PROGNOSIS in writing, even if CUSTOMER has advised PROGNOSIS of the existence of any such General Terms and Conditions.
CUSTOMER's access to and use of the Service is conditioned on CUSTOMER's acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users and others who access or use the Service.
By accessing or using the Service CUSTOMER agrees to be bound by these Terms and Conditions. If CUSTOMER disagrees with any part of these Terms and Conditions then You may not access the Service.
If CUSTOMER is a natural person and not a company, CUSTOMER represents that he is over the age of 18. PROGNOSIS does not permit those under 18 to use the Service.
CUSTOMER's access to and use of the Service is also conditioned on CUSTOMER's acceptance of and compliance with the Privacy Policy of PROGNOSIS. Our Privacy Policy describes Our policies and procedures on the collection, use and disclosure of CUSTOMER's personal information when CUSTOMER uses the Application or the Website and tells CUSTOMER about CUSTOMER's privacy rights and how the law protects CUSTOMER. Please read Our Privacy Policy carefully before using Our Service.
Links to Other Websites
Our Service may contain links to third-party web sites or services that are not owned or controlled by PROGNOSIS.
PROGNOSIS has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that PROGNOSIS shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.
We strongly advise CUSTOMER to read the terms and conditions and privacy policies of any third-party web sites or services that CUSTOMER visits.
License
If CUSTOMER obtains a license from PROGNOSIS for the Application, PROGNOSIS grants to Customer, and Customer accepts, a non- exclusive license to use the software
Customer orders under this Agreement. A single license may be used on only one computer at a time. A licensing system is in place that will help CUSTOMER ensure that he is operating within the boundaries of the license agreement. PROGNOSIS may revise and alter this licensing system at any time at its sole discretion.
Termination
We may terminate or suspend CUSTOMER's access immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms and Conditions. This includes circumventing the Licensing System, decompiling or reverse engineering the software.
If the license is obtained through a subscription, PROGNOSIS may terminate or suspend CUSTOMER's access immediately if he falls behind more than 30 days with his payments for his subscription.
Upon termination, CUSTOMER's right to use the Service will cease immediately.
Limitation of Liability
(a) Amount.
PROGNOSIS' liability for damages with respect to this Agreement and the license provided (including any liability for patent infringement or liability for copyright infringement), will not exceed the
charges paid by Customer for the Program or Optional Materials which are the subject of any
claim.
(b) Type.
PROGNOSIS in no event will be liable:
(i) For losses, lost profits, or for other special damages or
(ii) For any claim against Customer by any third party other than a claim for patent or copyright
infringement.
(c) Limitation Period.
No action arising under this Agreement may be brought by either party more than two years after
the cause of action accrued, except for an action for nonpayment of charges which may be brought
within ten years after the date of the last payment.
Some jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply. In these jurisdictions, each party's liability will be limited to the greatest extent permitted by law.
CANCELLATIONS OF ORDERS
In accordance with European Union regulations, orders can be cancelled within 14 days from the date of purchase, but only if the software has not yet been downloaded and activated by CUSTOMER. As soon as the Application has been activated through one of the License Servers that PROGNOSIS operates, the sale is considered final. Activation records of the License Servers will serve as evidence of such activation of the Application. The activation records include the date and time of activation, the Serial Number issued to the CUSTOMER, the public IP address through which the CUSTOMER's computer is connected to the Internet as well as a unique cryptographic one-way 'hash' value that uniquely identifies the CUSTOMER's computer.
PAYMENTS
PROGNOSIS provides several options for CUSTOMER to make payments for any Services provided by PROGNOSIS:
- Credit card (VISA, MasterCard, American Express)
No additional charges. You will receive an email with a download link and serial number immediately upon completing your order and payment. Your credit card will be charged upon completing your order.
- iDEAL (Netherlands only)
No additional charges. You will receive an email with a download link and serial number immediately upon completing your order and payment.
- Money transfer to our bank account
No additional charges. You will receive an email with a download link and aserial number after only after we have received your payment on our bank account. Bank account details will be provided immediately after you complete your order.
Prices shown do not include VAT until you have selected the country you are ordering from and after you have indicated if you are ordering as an individual or as a company on the 'Enter details' page. If you reside in a country that belongs to the European Union, 21% VAT will be added, unless you are ordering through a company and have entered a valid European VAT number.
There are no additional charges for any of these payment methods.
Credit card and iDEAL payments are handled by our Payment provider mollie.com.
DELIVERY
Upon purchase of a license for the application (and immediately after receiving your payement), PROGNOSIS will process you order and send you an order confirmation by email and a separate email with a download linke and Serial Number that will allow you to download the software onto your computer and activate it using the Serial Number provided. This normally happens automatically and instantly upon completing your order. If you do not receive your download link and serial number within 5 minutes of completing your order, please contact us at info@elwave.com or by phone.
GUARANTEES
PROGNOSIS makes the following guarantees regarding the ability of CUSTOMER to use the Application, depending on the type of license agreement (permanent or subscription based):
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Permanent licenses
PROGNOSIS guarantees that the software will function properly for a period of at least 2 years from the date of purchase of the license and that it will provide free maintenance updates, to the extent necessary and technically possible and feasible, to retain compatibility of the software with and running on the OS.
PROGNOSIS also guarantees that the License System upon which the Application is dependent will ensure use of the software for a period of at least 10 years from the date of purchase of the license.
Normal operation of the Application is dependent on periodic access to a License Server maintained by PROGNOSIS. To ensure availability, PROGNOSIS maintains multiple such License Servers for redundancy.
If for any reason the License Servers on which Applications depends are about to go offline indefinitely, CUSTOMER will receive a special version of the software with a special License Key that will allow CUSTOMER to continue to run their current verions of the Application indefinitely on all versions of Microsoft Windows supported by their version of the Application without needing to contact any License Server.
- Subscription based licenses
For the duration of the subscription, PROGNOSIS will do whatever it reasonably can to keep the Appplication compatible with and fuctioning properly on all versions of Microsoft Windows that are still supported by Microsoft so that CUSTOMER can use it trouble free on such versions of Windows.
No Virtual Machines Allowed
For licensing reasons, PROGNOSIS does not allow use of the software on a Virtual Machine (VM) and CUSTOMER will not be able to use the Application on a Virtual Machine. The Application requires a Microsoft Windows operating system (OS) that runs directly on the computer hardware, not through a VM.
"AS IS" and "AS AVAILABLE" Disclaimer
To the extent possible under the applicable jurisdiction, the Service is provided to CUSTOMER "AS IS" and "AS AVAILABLE" and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, PROGNOSIS, on its own behalf and on behalf of its Affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Service, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, PROGNOSIS provides no warranty or undertaking, and makes no representation of any kind that the Service will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.
Without limiting the foregoing, neither PROGNOSIS nor any of PROGNOSIS' providers makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Service, or the information, content, and materials or products included thereon; (ii) that the Service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Service; or (iv) that the Service, its servers, the content, or e-mails sent from or on behalf of PROGNOSIS are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.
Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law.
General Disclaimer
The Customer acknowledges and agrees that neither Prognosis Software Development, nor its
employees, nor PROGNOSISs or their respective heirs or successors, make any representation or
guarantee regarding how this product may perform in the future, nor will this product guarantee
profits for the Customer. The Customer is advised to test the software thoroughly before relying
upon it. The user accepts to assume the entire risk of using the software and printed material. In
no event shall Owner be responsible for any special, consequential, actual or other damages,
regardless of type, and any loss or lost profit resulting from the use of this software. Customer
acknowledges that success depends upon Customer’s ability to utilize the information, software
and techniques described in this product. In the event that any liability is alleged or awarded in
any forum notwithstanding the above, such liability shall be limited to the price of the product paid
under this agreement. Customers’ payment, returning of the registration card.
Copyright and intellectual property
Copying of any and all material provided under this agreement is strictly prohibited except as set
forth in this agreement. All materials have been copyrighted by PROGNOSIS. Violation of the
provision will result in infringement of owner's copyright, breach of this agreement, and may
subject customer to damages resulting from his violation of the provision. The results of the
software are for Customers personal use only. Any commercial use or publishing of the outcome
of the analysis generated by ELWAVE is prohibited, unless there is a written permission from the
Owner. In addition all analysis results must clearly mark Owner as the source.
(a) Printed Form.
Customer may not copy all or any part of any Program or Optional Materials provided in printed
from. Customer may obtain additional copies from Owner at the charges then in effect.
(b) machine-readable Form.
Customer may copy all or any part of Programs or Optional Materials provided in form only for
archival purposes.
(c) Ownership.
All originals and all copies, whether whole or partial, of all Programs or Optional Material are
owned by PROGNOSIS.
(d) Record Keeping.
Customer will maintain records of the number and location of all copies it makes of Programs or
Optional Materials.
11. Software protection
(a) Modification.
Customer or his agent may not modify Programs and Optional Materials that are in machine
readable form for its own use or the use of others. Customer or his agent is prohibited from
disassembling, decompiling. or reverse engineering the programs. Any attempt to modify or
decompile the programs will automatically void any and all warranties, express or implied, and will
be deemed a breach of the Agreement, subjecting this agreement to immediate termination and
return of programs and materials to Owner.
(b) Protecting Access.
Customer will not make available any Program or Optional Material to any person, other than its
employees and Owner's representatives and employees, without Owner's prior written consent.
(c) Customer's Supervisory Duties.
Customer is solely responsible for supervision of its use of the Programs and Optional materials,
Including:
1. Assuring proper program installation, machine configuration, operating methods, and audit
controls;
2. Establishing adequate backup plans to diagnose defects in Programs, in the event of a
malfunction; and
3. Implementing adequate procedures to satisfy its requirements for security, accuracy of input
and output, and restart and recovery in the event of a program malfunction.
4. Employee Responsibilities
Customer will take all necessary and appropriate action with respect to its employees, and all
other persons it grants access to Programs of Optional Materials, to assure compliance with its
obligations under this Agreement regarding use, copying, alteration, protection, and security of
Programs and Optional Materials.
Software protection
- a) Modification.
Customer or his agent may not modify Programs and Optional Materials that are in machine readable form for its own use or the use of others. Customer or his agent is prohibited from disassembling, decompiling. or reverse engineering the programs. Any attempt to modify or decompile the programs will automatically void any and all warranties, express or implied, and will be deemed a breach of the Agreement, subjecting this agreement to immediate termination and return of programs and materials to Owner.
- b) Protecting Access.
Customer will not make available any Program or Optional Material to any person, other than its employees and Owner's representatives and employees, without Owner's prior written consent.
- c) Customer's Supervisory Duties.
Customer is solely responsible for supervision of its use of the Programs and Optional materials, Including:
1. Assuring proper program installation, machine configuration, operating methods, and audit controls;
2. Establishing adequate backup plans to diagnose defects in Programs, in the event of a malfunction; and
3. Implementing adequate procedures to satisfy its requirements for security, accuracy of input and output, and restart and recovery in the event of a program malfunction.
4. Employee Responsibilities
Customer will take all necessary and appropriate action with respect to its employees, and all other persons it grants access to Programs of Optional Materials, to assure compliance with its obligations under this Agreement regarding use, copying, alteration, protection, and security of Programs and Optional Materials.
Prohibition of publication of charts and analysis results
Publishing and/or distributing of the analysis results generated automatically by ELWAVE, or of material derived directly from such automatically generated analysis results, is strictly prohibited. This applies to for example 'screen shots' or 'print outs' of ELWAVE charts containing automatic analysis results such as wave labels, targets and the contents of the 'Summary' or 'Summary Inspector' as generated by ELWAVE.
Governing Law
The laws of the Netherlands, excluding its conflicts of law rules, shall govern this Terms and Your use of the Service. Your use of the Application may also be subject to other local, state, national, or international laws.
Disputes Resolution
If You have any concern or dispute about the Service, You agree to first try to resolve the dispute informally by contactingPROGNOSIS..
For European Union (EU) Users
If You are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident in such as:
Prognosis will provide maintenance updates to the software for a period of 2 years in the case of non-subscription based, permanent software licenses from the date or purchase. Maintenance updates are limited to fixing compatibility issues and such that prevent you from using the software.
United States Legal Compliance
You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a "terrorist supporting" country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.
Severability
If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
Waiver
Except as provided herein, the failure to exercise a right or to require performance of an obligation under these Terms shall not effect a party's ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute a waiver of any subsequent breach.
Translation Interpretation
These Terms and Conditions may have been translated if We have made them available to You on our Service.
You agree that the original English text shall prevail in the case of a dispute.
Changes to These Terms and Conditions
We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at Our sole discretion.
By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the website and the Service.
Contact Us
If you have any questions about these Terms and Conditions, You can contact us:
