End user agreement for Floating Clock
END-USER LICENSE AGREEMENT FOR PINDERSOFT SOFTWARE
IMPORTANT—READ CAREFULLY: This End-User License Agreement (“EULA”) is a legal agreement between you (either an individual or a single entity) and PinderSoft for the PinderSoft software product accompanying this EULA, which includes computer software and may include associated media, printed materials, and “online” or electronic documentation (“Product”). By installing, copying, or otherwise using the Product, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, do not install, copy, or use the Product.
The Product is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The Product is licensed, not sold.
1. Grant of License.
a. Subject to the payment of the applicable license fees, and subject to the terms and conditions of this Agreement, PinderSoft hereby grants to you a non-exclusive, non-transferable right to use one copy of the specified version of FLOATING CLOCK and any accompanying documentation. You may install one copy of FLOATING CLOCK on one computer, workstation, personal digital assistant, pager, "smart phone" or other electronic device for which FLOATING CLOCK was designed (each, a "Client Device"). If FLOATING CLOCK is licensed as a suite or bundle with more than one specified Software products, this license applies to all such specified Software products, subject to any restrictions or usage terms specified on the applicable price list or product packaging that apply to any of such Software products individually.
b. Use: FLOATING CLOCK is licensed as a single product; it may not be used on more than one Client Device or by more than one user at a time, except as set forth in this Section 1. FLOATING CLOCK is "in use" on a computer when it is loaded into the temporary memory (i.e., random-access memory or RAM) or installed into the permanent memory (e.g., hard disk, CD-ROM, or other storage device) of that Client Device. This license authorizes you to make one copy of FLOATING CLOCK solely for backup or archival purposes, provided that the copy you make contains all of FLOATING CLOCK proprietary notices.
c. Server-Mode Use. To the extent such use is specified in the applicable product invoicing or packaging for FLOATING CLOCK, you may use FLOATING CLOCK on a Client Device or on or as a server ("Server") within a multi-user or networked environment ("Server-Mode") for either (i) connecting, directly or indirectly, to not more than the maximum number of specified Client Devices, or (ii) deploying not more than the maximum number of agents (pollers) specified for deployment. If no such maximum number is specified, this is a single product use license subject to subsection (a) above. A separate license is required for each Client Device or "seat" that may connect to the Server at any time, regardless of whether such licensed Client Devices or seats are concurrently connected to or actually accessing or using FLOATING CLOCK. Use of software or hardware that reduces the number of Client Devices or seats directly accessing or utilizing FLOATING CLOCK(e.g., "multiplexing" or "pooling" software or hardware) does not reduce the number of licenses required (i.e., the required number of licenses would equal the number of distinct inputs to the multiplexing or pooling software or hardware "front end"). If the number of Client Devices or seats that can connect to FLOATING CLOCK can exceed the number of licenses you have obtained, then you must have a reasonable mechanism in place to ensure that your use of FLOATING CLOCK does not exceed the use limits specified for the license you have obtained. This license authorizes you to make or download one copy of the Documentation for each Client Device or seat that is licensed, provided that each such copy contains all of the Documentation's proprietary notices.
d. Volume Use. If FLOATING CLOCK is licensed with volume license terms specified in the applicable product invoicing or packaging for FLOATING CLOCK, you may make, use and install as many additional copies of FLOATING CLOCK on the number of Client Devices as the volume license terms specify. You must have a reasonable mechanism in place to ensure that the number of Client Devices on which FLOATING CLOCK has been installed does not exceed the number of licenses you have obtained. This license authorizes you to make or download one copy of the Documentation for each additional copy authorized by the volume license, provided that each such copy contains all of the Documentation's proprietary notices.
a. This Agreement will terminate automatically if you fail to comply with any of the limitations or other requirements described herein. When this agreement terminates, you must destroy all copies of FLOATING CLOCK and the Documentation. You may terminate this Agreement at any point by destroying all copies of FLOATING CLOCK and the Documentation.
a. During the term of this Agreement, you may download revisions and service packs to FLOATING CLOCK when and as PinderSoft publishes them via its website or through other online services.
4. Ownership Rights.
a. FLOATING CLOCK is protected by USA copyright laws and international treaty provisions. PinderSoft owns and retains all rights, titles and interests in and to FLOATING CLOCK, including all copyrights, patents, trade secret rights, trademarks and other intellectual property rights therein. You acknowledge that your possession, installation, or use of FLOATING CLOCK does not transfer to you any title to the intellectual property in FLOATING CLOCK, and that you will not acquire any rights to FLOATING CLOCK except as expressly set forth in this Agreement. You agree that any copies of FLOATING CLOCK and Documentation will contain the same proprietary notices which appear on and in FLOATING CLOCK and Documentation.
a. You may not rent, lease, loan or resell FLOATING CLOCK. You may not permit third parties to benefit from the use or functionality of FLOATING CLOCK via a timesharing, service bureau or other arrangement, except to the extent such use is specified in the applicable price list, purchase order, or product packaging for FLOATING CLOCK.
b. You may not transfer any of the rights granted to you under this Agreement.
c. You may not reverse engineer, decompile, or disassemble FLOATING CLOCK.
d. You may not modify, or create derivative works based upon FLOATING CLOCK in whole or in part, nor copy FLOATING CLOCK or Documentation except as expressly permitted in Section 1 above.
e. You may not remove any proprietary notices or labels on FLOATING CLOCK. All rights not expressly set forth hereunder are reserved by PinderSoft. PinderSoft reserves the right to periodically conduct audits upon advance written notice to verify compliance with the terms of this Agreement.
6. Warranty and Disclaimer.
a. To the maximum extent permitted by applicable law, and except for the limited warranty set forth herein, FLOATING CLOCK IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING PROVISIONS, YOU ASSUME RESPONSIBILITY FOR SELECTING FLOATING CLOCK TO ACHIEVE YOUR INTENDED RESULTS, AND FOR THE INSTALLATION OF, USE OF, AND RESULTS OBTAINED FROM FLOATING CLOCK. WITHOUT LIMITING THE FOREGOING PROVISIONS.
b. PINDERSOFT MAKES NO WARRANTY THAT FLOATING CLOCK WILL BE ERROR-FREE OR FREE FROM INTERRUPTIONS OR OTHER FAILURES OR THAT FLOATING CLOCK WILL MEET YOUR REQUIREMENTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
c. PINDERSOFT DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT WITH RESPECT TO FLOATING CLOCK AND THE ACCOMPANYING DOCUMENTATION. SOME STATES AND JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. The foregoing provisions shall be enforceable to the maximum extent permitted by applicable law.
7. Limitation of Liability.
a. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE, SHALL PINDERSOFT OR ITS SUPPLIERS BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR FOR ANY AND ALL OTHER DAMAGES OR LOSSES.
b. IN NO EVENT WILL PINDERSOFT BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE LIST PRICE PINDERSOFT CHARGES FOR A LICENSE TO FLOATING CLOCK, EVEN IF PINDERSOFT SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
c. THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY FOR DEATH OR PERSONAL INJURY TO THE EXTENT THAT APPLICABLE LAW PROHIBITS SUCH LIMITATION. FURTHERMORE, SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU. The foregoing provisions shall be enforceable to the maximum extent permitted by applicable law.
8. Export Controls.
a. Neither FLOATING CLOCK nor the Documentation and underlying information or technology may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) any country to which the United States has embargoed goods; or (ii) to anyone on the United States Treasury Department's list of Specially Designated Nations or the United States Commerce Department's Table of Denial Orders.
b. By downloading or using FLOATING CLOCK you are agreeing to the foregoing and you are certifying that you are not located in, under the control of, or a national or resident of any such country or on any such list.
9. High Risk Activities.
a. FLOATING CLOCK is not fault-tolerant and is not designed or intended for use in hazardous environments requiring fail-safe performance, including without limitation, in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, weapons systems, direct life-support machines, or any other application in which the failure of FLOATING CLOCK could lead directly to death, personal injury, or severe physical or property damage (collectively, "High Risk Activities"). PinderSoft expressly disclaims any express or implied warranty of fitness for High Risk Activities.
a. This Agreement is governed by the laws of the USA and the European Union, without reference to conflict of laws principles. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. This Agreement sets forth all rights for the user of FLOATING CLOCK and is the entire agreement between the parties. This agreement supersedes any other communications with respect to FLOATING CLOCK and Documentation. This Agreement may not be modified except by a written addendum issued by a duly authorized representative of PinderSoft. No provision hereof shall be deemed waived unless such waiver shall be in writing and signed by PinderSoft or a duly authorized representative of PinderSoft. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. The parties confirm that it is their wish that this Agreement has been written in the English language only.
a. Anyone distributing FLOATING CLOCK for any kind of remuneration must first contact PINDERSOFT at the address below for authorization. This authorization will be automatically granted to distributors recognized as adhering to guidelines for software distributors, and such distributors may begin offering FLOATING CLOCK immediately (However, PINDERSOFT must still be advised so that the distributor can be kept up-to-date with the latest version of FLOATING CLOCK.).
b. Redistributors may place FLOATING CLOCK on their website, a CD, or any other media they wish to distribute it on as long as they do not alter or change any part of the program or documentation, pertaining to article 5 above.
c. You may pass a copy of FLOATING CLOCK along to your friends for evaluation. Registered users will receive a copy of the latest version of the FLOATING CLOCK software and be eligible for bug fixes, support and service packs.
d. You may not redistribute, give away or sell the registration codes.
12. FLOATING CLOCK is provided at no charge to the user for evaluation. If you find this program useful and are using FLOATING CLOCK, and plan to continue using FLOATING CLOCK after the trial period, you must make a registration payment to PinderSoft. See the Help for details on how to register.
13. PINDERSOFT CUSTOMER CONTACT. http://www.pindersoft.com. Email: firstname.lastname@example.org