Add2Outlook End User License Agreement
This XXXX covers both the Retail License and the Original Equipment Manufacturers License. By proceeding, you agree to be bound by one of the following options. [Option #1 is the Retail License and Option #2 is the OEM License].
This is your END-USER LICENSE AGREEMENT ("XXXX") FOR OPENDOOR SOFTWARE(r) SOFTWARE. IMPORTANT-READ CAREFULLY:
This End-User License Agreement ("XXXX") is a legal agreement between you (whether an individual or an entity) and [Option #1 - OpenDoor Software, a division of Advantage International, Inc. ("OpenDoor Software")] or [Option #2 - the manufacturer ("Manufacturer") of the Hardware (defined below) you acquired on which the Software (defined below) was loaded pursuant to a license to the Manufacturer from the owner of the Software, OpenDoor Software, a division of Advantage International, Inc. ("OpenDoor Software")].
By installing, copying or otherwise using the Software Product, you agree to be bound by the terms of this XXXX for the licensing of this product. If you do not agree to the terms of this XXXX, you may not use the Software Product, and you should promptly contact [Option #1 - OpenDoor Software] [Option #2 - Manufacturer"] for instructions on immediate return of the Software Product.
(a) Software Installation and Use. You may use the Software Product for a period of up to Ten (10) days from installation without purchasing a license. After such period, you may not use the Software Product without payment of the then current license fee for the Software Product set forth at " xxx.XxxXXxxxxxx.xxx " (the "License Fee"). Upon payment of the License Fee, you shall have a non-exclusive license to use the Software Product on the Computer, and if sold per exchange server organization (O) and organizational Unit (OU) combination, for all users connected to that exchange server's named Organizational Unit. The Software Product is licensed, not sold. These software end user license agreements DO NOT cover the use of the software as used for the basis of a regional, national or international information subscription service. Licensing for use of the software as an information subscription service to consumers who subscribe to the service is negotiated on a case-by-case basis under a separate licensing agreement.
(b) Network Services. Except as may otherwise be provided below, if the Software Product documentation indicates that the Software Product includes functionality that enables the Computer to share resources over a network, more than one computer may access the basic network services of Software Product on the Computer.
(c) Storage/Network Use. You must purchase a separate license for the Software Product for each computer on which the Software Product is used or to which it is distributed. [Unless such separate licenses are acquired, you may not store or install a copy of the Software Product to allow other computers to use the Software Product, or otherwise distribute the Software Product.]
(d) (d) [Electronic download] or [Installation CD Software: You have a limited nonexclusive right to provide to third parties copies of the [CD Software] included on the [OpenDoor Software CD] ("Application"), provided that: (a) you comply with the export restrictions in Section 6; (b) you do not use OpenDoor Software's name logo, or trademarks for any purpose; (c) you include a valid OpenDoor Software copyright notice in your Application; (d) you also provide the [ODBC files and support files] in conjunction with OpenDoor Software recommended install methodology, and you also provide components specified in the README file; (e) you do not accept any consideration therefore, except for the cost to you of producing the CD, not to exceed $5.00 per CD; (f) you do not modify the [CD's Files]; and (g) you indemnify, hold harmless, and defend OpenDoor Software, [Option #2 - Manufacturer,] and their suppliers from and against any losses, damages, liability claims or lawsuits, including attorneys' fees, that arise or result thereof; (h) each such third party agrees to be bound by this XXXX and to pay to OpenDoor Software the applicable License Fee; (i) you may not distribute any key provided with the Software Product; and (j) you may not distribute more than ten (10) copies of the Software Product without providing prior written notice thereof to OpenDoor Software. You shall display any OpenDoor Software patent or proprietary notices on each copy of each CD, including without limitation any notices used by OpenDoor Software in its documentation or related materials for the Software Product, or otherwise subsequently provided to you by OpenDoor Software, [Option #2-or Manufacturer.] [The original CD or downloaded files must be the original copy.]
2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS.
(a) Speech Recognition. If the Software Product includes a speech recognition component, you acknowledge and agree that the speech recognition function is inherently a statistical process; that recognition errors are inherent in the process of speech recognition; that it is your responsibility to provide for handling such errors and to monitor the speech recognition process and correct any errors. Neither OpenDoor Software, Manufacturer nor any of their suppliers shall be liable for any damages arising out of errors in the speech recognition process.
(b) Application Sharing with NetMeeting(TM) Conferencing Software. The Software Product may contain technology that enables applications to be shared between two or more computers, even if an application is installed on only one of the computers. You may use this technology with all OpenDoor Software products only for multi-party conferences, and must have valid licenses from the Manufacturer. For non-OpenDoor Software applications, you should consult the accompanying license agreement or contact the licensor to determine whether application sharing is permitted by the licensor. You must comply with all applicable laws regarding the use of the Software Product.
(c) JAVA Support. The Software Product may contain support for programs written in JAVA. You acknowledge and agree that JAVA technology is not fault tolerant and is not designed, manufactured, or intended for use or resale as on-line control equipment in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, or weapons systems, in which the failure of JAVA technology could lead directly to death, personal injury, or severe physical or environmental damage.
(d) Multiple Processor Version Selection. The CD or diskette(s) on which the Software Product resides may contain several copies of the Software Product, each of which is compatible with a different microprocessor architecture, such as the x86 architecture or various RISC architectures ("Processor Version(s)"). You may install and use only one copy of one Processor Version of the Software Product on the Computer.
(e) Language Version Selection. [Option #2 only - Manufacturer may have elected to provide you with a selection of language versions for one or more of the OpenDoor Software software products licensed under this XXXX.] If the Software Product is included in more than one language version, you are licensed to use only one of the language versions provided. As part of the setup process for the Software Product you will be given a one-time option to select a language version. Upon selection, the language version selected by you will be set up on the Computer, and the language version(s) not selected by you will be automatically and permanently deleted from the hard disk of the Computer.
(f) Prohibition on Reverse Engineering, Decompilation and Disassembly. You may not reverse engineer, decompile, or disassemble the Software Product.
(g) Separation of Components. The Software Product is licensed as a single product. Its component parts may not be separated for use on more than one Computer.
(h) Single Computer. The Software Product is licensed with the Hardware as a single integrated product. The Software Product may only be used with the Computer as set forth in this XXXX.
(i) Single XXXX. The package for the Software Product may contain multiple versions of this XXXX, such as multiple translations and/or multiple media versions (e.g., in the user documentation and in the software). In this case, since this software product is sold with an unlimited license per exchange server, you are licensed to use one (1) copy of the Software Product, for each computer connected to the exchange server. The terms of a printed, paper XXXX that may accompany the Software Product supercede the terms of any on- screen XXXX found within the Software Product.
(j) Rental. You may not rent, lease, or lend the Software Product.
(k) Software Transfer. You may permanently transfer all of your rights under this XXXX only as part of a sale or transfer of the Hardware, provided you retain no copies, you transfer all of the Software Product (including all component parts, the media and printed materials, any upgrades, this XXXX and, if applicable, the Certificate(s) of Authenticity), and the recipient agrees to the terms of this XXXX, and assignment is notarized and send via fax or mail to OpenDoor Software Offices. If the Software Product is an upgrade, any transfer must include all prior versions of the Software Product.
(l) Termination. Without prejudice to any other rights, OpenDoor Software or Manufacturer may terminate your right to use the Software Product under this XXXX if you fail to comply with the terms and conditions of this XXXX. In such event, you must destroy all copies of the Software Product and all of its component parts.
3. UPGRADES. If the Software Product is labeled as an upgrade, you must be properly licensed to use a product identified by OpenDoor Software, or Manufacturer as being eligible for the upgrade in order to use the Software Product ("Eligible Product"). For the purpose of upgrade products only, "Hardware" shall mean the computer system or computer system component with which you received the Eligible Product. A Software Product labeled as an upgrade replaces and/or supplements the Eligible Product that came with the Hardware. You may use the resulting upgraded product only in accordance with the terms of this XXXX and only with the Hardware.
4. TITLE AND INTELLECTUAL PROPERTY RIGHTS. The Software Product constitutes the intellectual property of OpenDoor Software. Applicable intellectual property laws and treaties protect the Software Product, including without limitation copyright laws and international copyright treaties. All title and intellectual property rights, including without limitation patents, trademarks and copyrights in and to the Software Product (including but not limited to any images, photographs, animations, video, audio, music, text and "applets," incorporated into the Software Product), the accompanying printed materials, and any copies of the Software Product, are owned by OpenDoor Software. You may not copy the printed materials accompanying the Software Product. OpenDoor Software reserves all rights not specifically granted under this XXXX.
5. SOFTWARE MEDIA. You may receive the Software Product in more than one medium. Regardless of the type or size of medium you receive, you may use only one medium for the Computer. [You may install the other medium on another computer, as long as they are not operated simultaneously.] You may not loan, rent, lease, or otherwise transfer the other medium to another user, except as part of the permanent transfer (as provided above) of the Software Product.
6. EXPORT RESTRICTIONS. You agree that neither you nor your customers intend to or will, directly or indirectly, export or transmit (i) the Software Product or related documentation and technical data, or (ii) your Application, as described above in Section 2, or process, or service that is the direct product of the Software Product to any country to which such export or transmission is restricted by any applicable U.S. regulation or statute, without the prior written consent, if required, of the Bureau of Export Administration of the U.S. Department of Commerce, or such other governmental entity as may have jurisdiction over such export or transmission.
If Software Product is labeled "North America Only Version" above, on the Product Identification Card, or on the Software Product packaging or other written materials, then the following applies: The Software Product is intended for distribution only in the United States and Canada. Export of the Software Product from the United States is regulated under "EI controls" of the Export Administration Regulations (EAR, 15 CFR 730- 744) of the U.S. Commerce Department, Bureau of Export Administration (BXA). A license is required to export the Software Product outside the United States or Canada. You agree that you will not directly or indirectly, export or re-export the Software Product (or portions thereof) to any country, other than Canada, or to any person, entity or end user subject to U.S. export restrictions without first obtaining a Commerce Department export license. You warrant and represent that neither the BXA nor any other U.S. federal agency has suspended, revoked or denied your export privileges.
7. PRODUCT SUPPORT. [Option #2 only - OpenDoor Software or its subsidiaries do not provide product support for the Software Product. For product support, please refer to Manufacturer's support number provided in the documentation for the Hardware]. OpenDoor Software provides paid product support as outlined at xxx.XxxXXxxxxxx.xxx.
8. Should you have any questions concerning this XXXX, or if you desire to contact Manufacturer for any other reason, please refer to the address provided in the documentation for the Hardware.
9. LIMITATION OF LIABILITY. OpenDoor Software shall not be liable for any loss of data, lost profits, or any special, direct, indirect, or consequential damages arising out of this contract or the use of any materials or services provided hereunder. OpenDoor Software shall not be liable for any damages or delay caused by acts of God, war, riot, civil unrest, labor disputes, material shortages, or other causes beyond the control of OpenDoor Software. OpenDoor Software shall have no liability for delays in delivery of the Software. OPENDOOR SOFTWARE MAKES NO WARRANTY WITH RESPECT TO SOFTWARE OR DOCUMENTATION, INCLUDING THEIR QUALITY, PERFORMANCE, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. THE SOFTWARE IS LICENSED AS IS AND THE LICENSEE ASSUMES THE ENTIRE RISK OF ITS QUALITY AND PERFORMANCE. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, OPENDOOR SOFTWARE MAKES NO WARRANTIES OR ANY KIND WHATSOEVER EXPRESS OR IMPLIED, AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED AND EXCLUDED FROM THIS AGREEMENT.
10. INDEMNITY. You shall defend, indemnify and hold harmless OpenDoor Software [Option #2-and Manufacturer] against any and all claims, suits and actions brought by third parties against OpenDoor Software [Option #2-or Manufacturer] arising out of your use or operation of the software in an improper manner.
(a) The term "Computer" means the Hardware on which the Software Product is initially loaded.
(b) "Software" or "Software Product" means the OpenDoor Software software product(s) identified above or on the Product Identification Card accompanying this XXXX or on the Product Identification Label attached to the product package.
12. ASSIGNMENT. Under no circumstances may the Software license or registration code be given away, transferred, conveyed or assigned.
13. SEVERABILITY. If any provision of this XXXX is held to be illegal, invalid, or unenforceable, the provision shall be severable and this XXXX shall be construed and enforced as if such provision were never a part hereof, and the remaining provisions hereof shall remain in full force and effect.
14. GOVERNING LAW. This XXXX and the rights and obligations of the parties hereto shall be governed by and construed and enforced in accordance with the laws of the State of Florida.
15. This END-USER LICENSE AGREEMENT specifically excludes the following: Xxx Xxxxx
Xxxx Xxxxxxx Xxxxxxxxx Xxxxxxx Xxxxxx Xxxxxxx
And any individual currently working for Danka Industries, or Dyzen Enterprises or subsidiaries or related companies. If this applies to you, please exit the setup now and return the media to the original purchase point for a prompt refund of your original purchase price.
NetMeeting(tm) is a registered trademark of Microsoft Corporation
Add2Outlook(tm), CalendWare(tm), ContactXchange(tm), Public2PrivateWare(tm), DidIT!(tm), 2Xchange(tm) and CardU(tm) are registered trademarks of Advantage International, Inc.
Copyright Jan- August 2002 - TPA2 #1130467 v4 Revised Friday, June 13, 2003