End user agreement for XLSafe PRO
Important - Read Carefully:
1. SOFTWARE LICENSE
(a) License Grant. Upon your acceptance of this Agreement DataSafeXL grants you a non-exclusive, non-transferable (except as provided below), limited license to install and use a copy of the Software on your compatible computer, up to the Permitted Number of computers. The Permitted Number of computers shall be delineated at such time as you elect to purchase the Software. During the evaluation period, hereinafter defined, only a single user may install and use the software on one computer. You may not distribute or redistribute, sublicense, sell, or transfer to a third party the Restricted Source Code. DataSafeXL reserves all rights in and to the Restricted Source Code. Except as otherwise permitted in Section 1(h) reverse engineering of the Software is strictly prohibited as further detailed therein.
(b) Server Use. You may install one copy of the Software on your computer file server for the purpose of accessing the Software onto other computers within your internal network up to the Permitted Number of computers. DataSafeXL makes no warranties or representations about the performance of DataSafeXL software in a terminal server environment and the foregoing are expressly excluded from the limited warranty in Section 5 hereof and technical support is not available with respect to issues arising from use in such an environment.
(c) Backup and Archival Copies. You may make one backup and one archival copy of the Software, provided your backup and archival copies are not installed or used on any computer and further provided that all such copies shall bear the original and unmodified copyright, patent and other intellectual property markings that appear on or in the Software. You may not transfer the rights to a backup or archival copy unless you transfer all rights in the Software as provided under Section 3.
(d) Home Use. You, as the primary user of the computer on which the Software is installed, may also install the Software on one of your home computers for your use. However, the Software may not be used on your home computer at the same time as the Software is being used on the primary computer.
(e) Title. Title to the Software is not transferred to you. Ownership of all copies of the Software and of copies made by you is vested in DataSafeXL, subject to the rights of use granted to you in this Agreement. As between you and DataSafeXL, documents, files, stylesheets, generated program code (including the Unrestricted Source Code) and schemas that are authored or created by you via your utilization of the Software, in accordance with its Documentation and the terms of this Agreement, are your property.
(f) Reverse Engineering. Except and to the limited extent as may be otherwise specifically provided by applicable law in the European Union, you may not reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, underlying ideas, underlying user interface techniques or algorithms of the Software by any means whatsoever, directly or indirectly, or disclose any of the foregoing, except to the extent you may be expressly permitted to decompile under applicable law in the European Union, if it is essential to do so in order to achieve operability of the Software with another software program, and you have first requested DataSafeXL to provide the information necessary to achieve such operability and DataSafeXL has not made such information available. DataSafeXL has the right to impose reasonable conditions and to request a reasonable fee before providing such information. Any information supplied by DataSafeXL or obtained by you, as permitted hereunder, may only be used by you for the purpose described herein and may not be disclosed to any third party or used to create any software which is substantially similar to the expression of the Software. Requests for information from users in the European Union with respect to the above should be directed to the DataSafeXL Customer Support Department.
(g) Other Restrictions. You may not loan, rent, lease, sublicense, distribute or otherwise transfer all or any portion of the Software to third parties except to the limited extent set forth in Section 3 or otherwise expressly provided. You may not copy the Software except as expressly set forth above, and any copies that you are permitted to make pursuant to this Agreement must contain the same copyright, patent and other intellectual property markings that appear on or in the Software. You may not modify, adapt or translate the Software. You may not, directly or indirectly, encumber or suffer to exist any lien or security interest on the Software; knowingly take any action that would cause the Software to be placed in the public domain; or use the Software in any computer environment not specified in this Agreement. You will comply with applicable law and DataSafeXL's instructions regarding the use of the Software. You agree to notify your employees and agents who may have access to the Software of the restrictions contained in this Agreement and to ensure their compliance with these restrictions. YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR THE ACCURACY AND ADEQUACY OF THE SOFTWARE FOR YOUR INTENDED USE AND YOU WILL INDEMNIFY AND HOLD HARMLESS DataSafeXL FROM ANY 3RD PARTY SUIT TO THE EXTENT BASED UPON THE ACCURACY AND ADEQUACY OF THE SOFTWARE IN YOUR USE. WITHOUT LIMITATION, THE SOFTWARE IS NOT INTENDED FOR USE IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION, COMMUNICATION SYSTEMS OR AIR TRAFFIC CONTROL EQUIPMENT, WHERE THE FAILURE OF THE SOFTWARE COULD LEAD TO DEATH, PERSONAL INJURY OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.
2. INTELLECTUAL PROPERTY RIGHTS
Acknowledgement of DataSafeXL's Rights. You acknowledge that the Software and any copies that you are authorized by DataSafeXL to make are the intellectual property of and are owned by DataSafeXL and its suppliers. The structure, organization and code of the Software are the valuable trade secrets and confidential information of DataSafeXL and its suppliers. The Software is protected by copyright, including without limitation by United States Copyright Law, international treaty provisions and applicable laws in the country in which it is being used. You acknowledge that DataSafeXL retains the ownership of all patents, copyrights, trade secrets, trademarks and other intellectual property rights pertaining to the Software, and that DataSafeXL's ownership rights extend to any images, photographs, animations, videos, audio, music, text and "applets" incorporated into the Software and all accompanying printed materials. You will take no actions which adversely affect DataSafeXL's intellectual property rights in the Software. Trademarks shall be used in accordance with accepted trademark practice, including identification of trademark owners' names. Trademarks may only be used to identify printed output produced by the Software, and such use of any trademark does not give you any right of ownership in that trademark. Windows, Windows 95, Windows 98, Windows NT, Windows 2000, Windows XP and Windows Vista are trademarks of Microsoft. W3C, CSS, DOM, MathML, RDF, XHTML, XML and XSL are trademarks (registered in numerous countries) of the World Wide Web Consortium (W3C); marks of the W3C are registered and held by its host institutions, MIT, INRIA and Keio. Except as expressly stated above, this Agreement does not grant you any intellectual property rights in the Software. Notifications of claimed copyright infringement should be sent to DataSafeXL's copyright agent as further provided on the DataSafeXL Web Site.
3. LIMITED TRANSFER RIGHTS
Notwithstanding the foregoing, you may transfer all your rights to use the Software to another person or legal entity provided that: (a) you also transfer each of this Agreement, the Software and all other software or hardware bundled or pre-installed with the Software, including all copies, updates and prior versions, and all copies of font software converted into other formats, to such person or entity; (b) you retain no copies, including backups and copies stored on a computer; (c) the receiving party secures a personalized key code from DataSafeXL; and (d) the receiving party accepts the terms and conditions of this Agreement and any other terms and conditions upon which you legally purchased a license to the Software. Notwithstanding the foregoing, you may not transfer education, pre-release, or not-for-resale copies of the Software.
4. PRE-RELEASE AND EVALUATION PRODUCT ADDITIONAL TERMS
If the product you have received with this license is pre-commercial release or beta Software ("Pre-release Software"), then this Section applies. In addition, this section applies to all evaluation and/or demonstration copies of DataSafeXL software ("Evaluation Software") and continues in effect until you purchase a license. To the extent that any provision in this section is in conflict with any other term or condition in this Agreement, this section shall supersede such other term(s) and condition(s) with respect to the Pre-release and/or Evaluation Software, but only to the extent necessary to resolve the conflict. You acknowledge that the Pre-release Software is a pre-release version, does not represent final product from DataSafeXL, and may contain bugs, errors and other problems that could cause system or other failures and data loss. CONSEQUENTLY, THE PRE-RELEASE AND/OR EVALUATION SOFTWARE IS PROVIDED TO YOU "AS-IS" WITH NO WARRANTIES FOR USE OR PERFORMANCE, AND DataSafeXL DISCLAIMS ANY WARRANTY OR LIABILITY OBLIGATIONS TO YOU OF ANY KIND, WHETHER EXPRESS OR IMPLIED. WHERE LEGALLY LIABILITY CANNOT BE EXCLUDED FOR PRE-RELEASE AND/OR EVALUATION SOFTWARE, BUT IT MAY BE LIMITED, DataSafeXL'S LIABILITY AND THAT OF ITS SUPPLIERS SHALL BE LIMITED TO THE SUM OF FIFTY DOLLARS (USD $50) IN TOTAL. If the Evaluation Software has a time-out feature, then the software will cease operation after the conclusion of the designated evaluation period. Upon such expiration date, your license will expire unless otherwise extended. Access to any files created with the Evaluation Software is entirely at your risk. You acknowledge that DataSafeXL has not promised or guaranteed to you that Pre-release Software will be announced or made available to anyone in the future, that DataSafeXL has no express or implied obligation to you to announce or introduce the Pre-release Software, and that DataSafeXL may not introduce a product similar to or compatible with the Pre-release Software. Accordingly, you acknowledge that any research or development that you perform regarding the Pre-release Software or any product associated with the Pre-release Software is done entirely at your own risk. During the term of this Agreement, if requested by DataSafeXL, you will provide feedback to DataSafeXL regarding testing and use of the Pre-release Software, including error or bug reports. If you have been provided the Pre-release Software pursuant to a separate written agreement, your use of the Software is governed by such agreement. You may not sublicense, lease, loan, rent, distribute or otherwise transfer the Pre-release Software. Upon receipt of a later unreleased version of the Pre-release Software or release by DataSafeXL of a publicly released commercial version of the Software, whether as a stand-alone product or as part of a larger product, you agree to return or destroy all earlier Pre-release Software received from DataSafeXL and to abide by the terms of the license agreement for any such later versions of the Pre-release Software.