End user agreement for Intranet DASHBOARD
LICENSE AGREEMENT FOR Intranet DASHBOARD SOFTWARE
YOU SHOULD CAREFULLY READ THE FOLLOWING AGREEMENT BEFORE USING THIS SOFTWARE (Name: Intranet DASHBOARD, Version No. 1.0, 1.1, 1.2, 1.3, 1.4, 1.5, 2.0, 2.1, 2.2 and all other versions above) AND ITS RELATED MATERIALS (COLLECTIVELY, THE "iD Software"). USING THE iD Software INDICATES YOUR ACCEPTANCE OF THE AGREEMENT. IF YOU DO NOT AGREE WITH IT, YOU ARE NOT AUTHORIZED TO USE THE iD Software.
IMPORTANT-READ CAREFULLY: This End-User License Agreement ("Agreement") is a legal agreement between you and ADWEB Pty Ltd ("ADWEB"), the licensor of the iD Software. This Agreement covers the iD Software. The iD Software includes developed code, software, the associated media, any printed materials, and any "on-line" or electronic documentation and all updates and upgrades thereto. You may use the iD Software only on a single computer. By installing, copying or otherwise using the iD Software, you agree to be bound by the terms of this Agreement. If you do not agree to the terms of this Agreement, ADWEB cannot and does not license the iD Software to you. In such event, you must not use, install or copy the iD Software.
Article 1 DEFINITION
1.1 ADWEB'S Authorized Representatives includes ADWEB and ADWEB'S authorized vendors and licensors.
1.2 Authenticated User is a user who accesses publishing or administrative functions of the iD Software using a username and password through the administration console. The number of Authenticated Users is limited to the number acquired under the Purchase Agreement.
1.3 Anonymous User is a user who has public or generally available access to the web pages produced by the iD Software, but is not required to provide a username or password and does not have access to publishing or administrative functions of the iD Software.
1.4 Purchase Agreement means the agreement, if any, between you and ADWEB for the purchase of licenses of the iD Software and which forms part of this Agreement.
2.0 iD Software LICENSE
The iD Software is protected by copyright laws, international copyright Laws and Treaties.
3.0 GRANT OF LICENSE.
ADWEB grants you a non-exclusive license of the iD Software with the following rights:
3.1 Installation. You are responsible for installing the iD Software, unless explicitly agreed under the terms and conditions of the Purchase Agreement.
3.2 Single Server. You may install and use one copy of the iD Software on a single server located at your place of business.
3.3 Network Use. You may use the iD Software over an internal network (intranet), or as a secure extranet. The number of Authenticated Users shall be limited to the number licensed in the Purchase Agreement. At such time as the Authenticated Users exceed the user level specified in the Purchase Agreement then either a further license must be purchased or access must be limited or the iD Software must be removed from your network. The number of Anonymous Users shall be unlimited.
3.4 Storage. You may not store or distribute the iD Software to other computers over an internal network unless explicitly allowed under the terms and conditions of the Purchase Agreement.
3.5. Ongoing Use & Maintenance Subscription. You agree that you will pay the ongoing maintenance subscription, until such time as you wish to stop using the software. Ongoing use of the software is subject to a valid subscription to the maintenance. Your first years subscription to maintenance is included in the initial licence fee.
3.5 Back-up Copy. You may make one copy of the iD Software solely for backup and archival purposes.
3.6 Internet Use. You may NOT at any time allow the iD Software to be used to publish content of any nature that may be accessed by the public internet, unless explicitly agreed under the terms and conditions of the Purchase Agreement.
4.0 DESCRIPTION OF REQUIREMENTS, RESTRICTIONS, RIGHTS AND LIMITATIONS
4.1 Rental. You must not commercially host, rent or lease the iD Software to a third party.
4.2 Violation of the Title, Copyright or Other Rights. You must not prejudice or violate the title, copyrights or other rights of ADWEB and/or third parties by using the iD Software.
4.3 No Copy. Subject to 3.5 above you must not copy or modify, and must not knowingly or negligently allow the copying or modification of the iD Software.
4.4 Limitation on Reverse Engineering, De-compilation and Disassembly. You must not modify, reverse engineer, decompile or disassemble the iD Software in whole or in part.
4.5 Separation of Components. The iD Software is licensed as single product. Its component parts must not be separated for use on more than one computer.
4.6 Unauthorized Access. You agree to use reasonable endeavours to ensure the iD Software is protected from unauthorized access or use by a third party.
5.1 You agree to comply with all applicable copyright protection laws in connection with your use of the iD Software.
5.2 No transfer. This agreement does not include any transfer of the intellectual property in the iD Software from ADWEB to you.
5.3 ADWEB retains ownership, copyright, moral rights and other intellectual property rights pertaining to the iD Software delivered under this agreement unless exempted in writing.
5.4 Ownership, copyright, moral rights and other intellectual property rights pertaining to all content entered into the product for storage, delivery, manipulation or other purposes rests with the legal owner of the content and is in no way altered by the terms of this agreement or the iD Software.
5.5 ADWEB warrants that any intellectual property embodied in or used by ADWEB in the iD Software or in the delivery of services is either the sole property of ADWEB or ADWEB is legally entitled to use such intellectual property for the provision of the iD Software.
5.6 You warrant that you are the owner or otherwise legally entitled to use content stored in or delivered by iD Software. Furthermore, you indemnify ADWEB against any action, claim, suit or demand for, or liability to pay compensation or damages and costs or expenses arising out of or in respect of any breach by you or caused by you of any third party's intellectual property rights.
5.7 You agree that Adweb has the right to and is allowed to place a link and or your logo icon, from the ID Website to your website and in sales, marketing & promotional activities. You agree that Adweb may reference you as a customer in ADWEB's sales, marketing, PR and promotional activities.
5.8 All rights not specifically granted under this Agreement are reserved by ADWEB.
6.0 LIMITED WARRANTY ON CD-ROM MEDIA.
If the iD Software is provided to you on CD-ROM, ADWEB and its vendors warrant that for a period of ninety (90) days from the date of its delivery to you the CD-ROM media on which the iD Software is furnished to you will be free from defects in materials and workmanship under normal use. This limited warranty extends only to you as the original licensee. In the event of any defect in the CD-ROM media during such ninety (90) day period, ADWEB and its vendors' entire liability and your exclusive remedy will be replacement of the CD-ROM media subject to returning to ADWEB with proof of purchase. ADWEB and its vendors will have no responsibility to replace a disk damaged by accident, abuse or misapplication. ANY IMPLIED WARRANTIES ON THE CD-ROM MEDIA, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF DELIVERY. For the avoidance of doubt the limited warranty set out in this clause 6.0 does not extend to the iD Software itself.
7.0 EXCLUSION OF WARRANTY ON iD Software
You expressly acknowledge and agree that use of the iD Software is at your sole risk. The iD Software is provided "AS IS" and without warranty of any kind. ADWEB AND ADWEB'S AUTHORIZED REPRESENTATIVES DO NOT WARRANT THAT iD Software WILL BE FREE OF ANY ERRORS AND YOU ACKNOWLEDGE THAT THE EXISTENCE OF ANY SUCH ERRORS DOES NOT CONSTITUTE A BREACH OF THIS AGREEMENT. TO THE EXTENT PERMITTED BY LAW ADWEB AND ADWEB'S AUTHORIZED REPRESENTATIVES EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE UNLESS OTHERWISE STATED HEREIN. ADWEB'S AUTHORIZED REPRESENTATIVES DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE iD Software WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE iD Software WILL BE CORRECT. FURTHERMORE, ADWEB AND ADWEB'S AUTHORIZED REPRESENTATIVES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE iD Software IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ADWEB OR AN ADWEB AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. SHOULD THE iD Software PROVE DEFECTIVE YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.
8.0 LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ADWEB AND ADWEB'S AUTHORIZED REPRESENTATIVES SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR BREACH OF ANY EXPRESS OR IMPLIED WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY RELATED TO THE iD Software. SUCH DAMAGES INCLUDE, BUT ARE NOT LIMITED TO, LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF USE OF THE PRODUCT OR ANY ASSOCIATED EQUIPMENT, DOWN TIME AND USER'S TIME, EVEN IF ADWEB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, ADWEB'S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID ALLOCABLE TO THE iD Software.
9.0 TRAINING, MAINTENANCE AND SUPPORT
There is no entitlement to Training, Maintenance and Support under this licence unless otherwise specified in the Purchase Agreement or any other written agreement between you and ADWEB.
10.1 ADWEB reserves the right to amend this Agreement at its sole discretion by indicating the amendment at ADWEB'S Website or taking other appropriate measures.
10.2 If you do not agree to the terms as amended, which shall be notified to you by ADWEB before they take effect, this licence will be at an end and you must return the iD Software to ADWEB. Your continued use of the iD Software after notice shall be deemed as acceptance of the amendments to this Agreement and an agreement to be bound by such revised Agreement.
Without prejudice to any other rights, ADWEB may terminate this Agreement if you fail to comply with the terms and conditions of this Agreement. In such event, you must destroy all copies of the iD Software and all of its component parts.
You must not assign or sub-licence your rights under this Agreement to a third party unless you obtain ADWEB'S prior written consent, ADWEB may withhold its consent or grant its consent on any conditions it thinks fit.
If any part of this Agreement is held invalid or unenforceable, the other parts will remain valid to the extent as permissible by law. Should you have any questions concerning this Agreement or this limited warranty, you may contact ADWEB by writing to ADWEB at designated contact place printed below.
14.0 GOVERNING LAW
This Agreement shall be construed, governed, interpreted and applied in accordance with the Laws of Victoria, Australia, and all proceedings relating to the subject matter hereof shall be maintained in the Courts of Victoria, Australia.
15.0 LAW COMPLIANCE
You agree to comply with all applicable internal and national laws and regulations that apply with the iD Software and any other applicable export regulation of other countries.
Copyright 2003-2008 ADWEB Pty Ltd.
c/o The ADWEB Agency
PO Box 450
Richmond VIC 3121