» version 1.4 - posted on 2001-11-25
EULA - End User License Agreement
These Terms apply to Session Server and Session Server client components.
BY CLICKING THE ACCEPTANCE BUTTON OR INSTALLING OR USING SESSION SERVER,
SESSION SERVER CLIENT COMPONENTS SOFTWARE (THE "PRODUCT"), THE
INDIVIDUAL OR ENTITY LICENSING THE PRODUCT ("LICENSEE") IS CONSENTING TO BE BOUND
BY AND IS BECOMING A PARTY TO THIS AGREEMENT. IF LICENSEE DOES NOT AGREE TO ALL OF
THE TERMS OF THIS AGREEMENT, THE BUTTON INDICATING NON-ACCEPTANCE MUST BE SELECTED,
AND LICENSEE MUST NOT INSTALL OR USE THE SOFTWARE.
1. LICENSE AGREEMENT. In this Agreement
"Licensor" shall mean Interapple, Inc. Pennsylvania, USA except under the following
circumstances: (i) if Licensee acquired the Product as a bundled component of a third party
product or service, then such third party shall be Licensor; and (ii) if any third party
software is included as part of the default installation and no license is presented for
acceptance the first time that third party software is invoked, then the use of that third
party software shall be governed by this Agreement, but the term "Licensor," with respect
to such third party software, shall mean the manufacturer of that software and not Interapple.
With the exception of the situation described in (ii) above, the use of any included third
party software product shall be governed by the third party's license agreement and not by
this Agreement, whether that license agreement is presented for acceptance the first time
that the third party software is invoked, is included in a file in electronic form, or is
included in the package in printed form. If more than one license agreement was provided for
the Product, and the terms vary, the order of precedence of those license agreements is as
follows: a signed agreement, a license agreement available for review on the www.DB3NF.com
website, a printed or electronic agreement that states clearly that it supersedes other
agreements, a printed agreement provided with the Product, an electronic agreement provided
with the Product.
2. LICENSE GRANT. Licensor grants Licensee a non-exclusive and
non-transferable license to reproduce and use for personal or business purposes
the executable code version of the Product, provided any copy must contain all
of the original proprietary notices.
This license does not entitle Licensee to receive from Licensor hard-copy documentation,
technical support, telephone assistance, or enhancements or updates to the Product.
Licensee may not redistribute the Product unless Licensee has separately entered
into a distribution agreement with Licensor.
3. RESTRICTIONS. Except as otherwise expressly permitted in this Agreement,
or in another Licensor agreement to which Licensee is a party such as a distribution
agreement, Licensee may not: (i)
decompile, disassemble, reverse engineer, or otherwise attempt to derive the
source code for the Product (except to the extent applicable laws
specifically prohibit such restriction); (ii) redistribute, encumber, sell,
rent, lease, sublicense, or otherwise transfer rights to the Product; (iii)
remove or alter any trademark, logo, copyright or other proprietary notices,
legends, symbols or labels in the Product; or (iv) publish any results of
benchmark tests run on the Product to a third party without Licensors prior
4. FEES. There is a fee for using the Product. Please contact email@example.com for
latest fee information. Demo version of the Product can be used free of charge for
evaluation purposes only and for unrestricted period of time.
Licensee is responsible for any and all taxes.
5. TERMINATION. Without prejudice to any other rights, Licensor may
terminate this Agreement if Licensee breaches any of its terms and
conditions. Upon termination, Licensee shall destroy all copies of the
6. PROPRIETARY RIGHTS. Title, ownership rights, and intellectual property
rights in the Product shall remain in Licensor and/or its suppliers.
Licensee acknowledges such ownership and intellectual property rights and
will not take any action to jeopardize, limit or interfere in any manner
with Licensor 's or its suppliers' ownership of or rights with respect to the
Product. The Product is protected by copyright and other intellectual
property laws and by international treaties. Title and related rights in the
content accessed through the Product is the property of the applicable
content owner and is protected by applicable law. The license granted under
this Agreement gives Licensee no rights to such content.
7. DISCLAIMER OF WARRANTY. THE PRODUCT IS PROVIDED FREE OF CHARGE, AND, THEREFORE,
ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND, INCLUDING WITHOUT LIMITATION THE
WARRANTIES THAT IT IS FREE OF DEFECTS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR
NON-INFRINGING. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE PRODUCT IS
BORNE BY LICENSEE. SHOULD THE PRODUCT PROVE DEFECTIVE IN ANY RESPECT, LICENSEE AND
NOT LICENSOR OR ITS SUPPLIERS OR RESELLERS ASSUMES THE ENTIRE COST OF ANY SERVICE
AND REPAIR. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.
NO USE OF THE PRODUCT IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER.
8. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO
EVENT WILL LICENSOR OR ITS SUPPLIERS OR RESELLERS BE LIABLE FOR ANY INDIRECT, SPECIAL,
INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE
PRODUCT, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE,
COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES,
EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE
THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN ANY CASE,
LICENSOR'S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL NOT EXCEED
IN THE AGGREGATE THE SUM OF THE FEES LICENSEE PAID FOR THIS LICENSE (IF ANY) AND FEES
FOR SUPPORT OF THE PRODUCT RECEIVED BY LICENSOR UNDER A SEPARATE SUPPORT AGREEMENT
(IF ANY), WITH THE EXCEPTION OF DEATH OR PERSONAL INJURY CAUSED BY THE NEGLIGENCE
OF LICENSOR TO THE EXTENT APPLICABLE LAW PROHIBITS THE LIMITATION OF DAMAGES IN SUCH
CASES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR
CONSEQUENTIAL DAMAGES, SO THIS EXCLUSION AND LIMITATION MAY NOT BE APPLICABLE.
LICENSOR IS NOT RESPONSIBLE FOR ANY LIABILITY ARISING OUT OF CONTENT PROVIDED BY
LICENSEE OR A THIRD PARTY THAT IS ACCESSED THROUGH THE PRODUCT AND/OR ANY MATERIAL
LINKED THROUGH SUCH CONTENT.
9. HIGH RISK ACTIVITIES. The Product 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 the Product could lead directly to death,
personal injury, or severe physical or environmental damage ("High Risk
Activities"). Accordingly, Licensor and its suppliers specifically disclaim
any express or implied warranty of fitness for High Risk Activities.
Licensee agrees that Licensor and its suppliers will not be liable for any
claims or damages arising from the use of the Product in such applications.
10. MISCELLANEOUS. (a) This Agreement constitutes the entire agreement
between the parties concerning the subject matter hereof. (b) This Agreement
may be amended only by a writing signed by both parties. (c) Except to the
extent applicable law, if any, provides otherwise, this Agreement shall be
governed by the laws of the State of Pennsylvania, U.S.A., excluding its
conflict of law provisions. (d) Unless otherwise agreed in writing, all
disputes relating to this Agreement (excepting any dispute relating to
intellectual property rights) shall be subject to final and binding
arbitration in Montgomery County, Pennsylvania, under the auspices of
JAMS/EndDispute, with the losing party paying all costs of arbitration. (e)
This Agreement shall not be governed by the United Nations Convention on
Contracts for the International Sale of Goods. (f) If any provision in this
Agreement should be held illegal or unenforceable by a court having
jurisdiction, such provision shall be modified to the extent necessary to
render it enforceable without losing its intent, or severed from this
Agreement if no such modification is possible, and other provisions of this
Agreement shall remain in full force and effect. (g) The controlling
language of this Agreement is English. If Licensee has received a
translation into another language, it has been provided for Licensee's
convenience only. (h) A waiver by either party of any term or condition of
this Agreement or any breach thereof, in any one instance, shall not waive
such term or condition or any subsequent breach thereof. (i) The provisions
of this Agreement which require or contemplate performance after the
expiration or termination of this Agreement shall be enforceable
notwithstanding said expiration or termination. (j) Licensee may not assign
or otherwise transfer by operation of law or otherwise this Agreement or any
rights or obligations herein except in the case of a merger or the sale of
all or substantially all of Licensee's assets to another entity. (k) This
Agreement shall be binding upon and shall inure to the benefit of the
parties, their successors and permitted assigns. (l) Neither party shall be
in default or be liable for any delay, failure in performance (excepting the
obligation to pay) or interruption of service resulting directly or
indirectly from any cause beyond its reasonable control. (m) The
relationship between Licensor and Licensee is that of independent
contractors and neither Licensee nor its agents shall have any authority to
bind Licensor in any way. (n) If any dispute arises under this Agreement,
the prevailing party shall be reimbursed by the other party for any and all
legal fees and costs associated therewith. (o) If any Licensor professional
services are being provided, then such professional services are provided
pursuant to the terms of a separate Professional Services Agreement between
Licensor and Licensee. The parties acknowledge that such services are
acquired independently of the Product licensed hereunder, and that provision
of such services is not essential to the functionality of such Product. (p)
The headings to the sections of this Agreement are used for convenience only
and shall have no substantive meaning. (q) Licensor may use Licensees name
in any customer reference list or in any press release issued by Licensor
regarding the licensing of the Product and/or provide Licensees name and
the names of the Product licensed by Licensee to third parties.
11. LICENSEE OUTSIDE THE U.S. If Licensee is located outside the U.S., then
the provisions of this Section shall apply. (i) Les parties aux presentes
confirment leur volonte que cette convention de meme que tous les documents
y compris tout avis qui siy rattache, soient rediges en langue anglaise.
(translation: "The parties confirm that this Agreement and all related
documentation is and will be in the English language.") (ii) Licensee is
responsible for complying with any local laws in its jurisdiction which
might impact its right to import, export or use the Product, and Licensee
represents that it has complied with any regulations or registration
procedures required by applicable law to make this license enforceable.