End User License Agreement (EULA)
For PulseNet365 – SaaS ERP – HR Module built on Microsoft Dynamics 365
Effective Date: November 12th, 2025
This End User License Agreement (“Agreement”) is a legal agreement between Alphavima Technologies Inc. (“Licensor”) and the Customer (“Licensee” or “End User”), governing the access to and use of the PulseNet365-HR Software-as-a-Service (SaaS) ERP module (the “Software”), which operates within or in connection with Microsoft Dynamics 365 Business Central.
By accessing, subscribing to, or using the Software, the Licensee acknowledges that they have read, understood, and agree to be bound by the terms of this Agreement.
1. Grant of License
- The Licensor hereby grants the Licensee a non-exclusive, non-transferable, and limited right to access and use the Software as a hosted service within the Licensee’s Microsoft Dynamics 365 environment, solely for the Licensee’s internal business operations.
- This license does not convey ownership or title of the Software to the Licensee. All rights not expressly granted herein remain the exclusive property of the Licensor.
2. SaaS Delivery Model
- The Software shall be provided as a cloud-hosted subscription service and shall not be installed on the Licensee’s on-premises infrastructure.
- The Licensor will manage hosting, updates, and maintenance of the Software in accordance with agreed service levels.
3. Use Restrictions
The Licensee shall not:
- Copy, modify, translate, decompile, reverse-engineer, or disassemble the Software;
- Rent, lease, sublicense, or otherwise distribute the Software or related materials;
- Circumvent or disable any security or licensing mechanisms;
- Use the Software to provide services to third parties (e.g., timesharing or service bureau use); or
- Access or use the Software in a manner that violates applicable laws, Microsoft licensing terms, or this Agreement.
4. Microsoft Dependencies
- The Software operates on the Microsoft Dynamics 365 platform and may require additional Microsoft licenses, including but not limited to Power Apps, Power Automate, Power BI, and Microsoft 365.
- The Licensee acknowledges that the use of Microsoft products is subject to Microsoft’s own licensing terms, and the Licensor shall not be liable for any non-compliance or service issues arising from Microsoft services.
5. Data Ownership and Protection
- The Licensee retains full ownership and control over its business data processed within the Software.
- The Licensor shall implement appropriate technical and organizational measures to protect Licensee data against unauthorized access, loss, or alteration.
- The Licensor shall not access or use Licensee data except as necessary to provide, maintain, or improve the Software, or as required by law.
6. Support and Maintenance
- The Licensor shall provide technical support, updates, and patches as part of the active subscription.
- Support response and resolution times shall be governed by the Service Level Agreement (SLA) provided separately.
7. Fees and Payment
- The Licensee shall pay subscription fees and any applicable taxes in accordance with the pricing terms set forth in the corresponding Order Form or Subscription Agreement.
- Non-payment or breach of payment terms may result in suspension or termination of access to the Software.
8. Warranty and Disclaimers
- The Licensor warrants that the Software will substantially perform in accordance with its published documentation.
- Except as expressly provided, the Software is provided “as is” without warranty of any kind, whether express, implied, statutory, or otherwise, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement.
9. Limitation of Liability
To the maximum extent permitted by law, in no event shall the Licensor be liable for:
- Any indirect, incidental, consequential, or punitive damages; or
- Loss of profits, data, or business interruption, arising from the use or inability to use the Software.
The Licensor’s total liability under this Agreement shall not exceed the total fees paid by the Licensee during the twelve (12) months preceding the claim.
10. Term and Termination
- This Agreement shall remain in effect for the duration of the Licensee’s active subscription.
- Either party may terminate this Agreement for material breach if the breach remains uncured for thirty (30) days after written notice.
- Upon termination, the Licensee’s access to the Software shall cease, and the Licensor shall, upon request, return or delete the Licensee’s data in accordance with applicable data retention policies.
11. Confidentiality
Both parties agree to maintain the confidentiality of all proprietary or sensitive information disclosed in connection with this Agreement and to use such information solely for purposes of fulfilling their obligations under it.
12. Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of Ontario, without regard to its conflict of law principles. Any disputes shall be subject to the exclusive jurisdiction of the courts located therein.
13. Entire Agreement
This Agreement, together with any applicable Order Forms, SLAs, or Subscription Terms, constitutes the entire agreement between the parties and supersedes all prior or contemporaneous understandings or agreements, whether written or oral, relating to the subject matter herein.


