End user agreement for BatchSync Secure FTPS/SFTP
BatchSync Secure FTPS/SFTP (TM) END-USER LICENSE AGREEMENT
IMPORTANT - READ CAREFULLY: This End-User License Agreement ("EULA") is a legal agreement between you (either an individual or a single entity) and SiteDesigner Technologies, Inc. ("SiteDesigner") for the SiteDesigner software product identified above, which includes computer software and may include associated media, printed materials, "online" or electronic documentation, and Internet-based services ("Software"). An amendment or addendum to this EULA may accompany the Software. YOU AGREE TO BE BOUND BY THE TERMS ("Terms") OF THIS EULA BY INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE. IF YOU DO NOT AGREE, DO NOT INSTALL, COPY OR USE THE SOFTWARE.
An Evaluation License is applicable when you download an evaluation version of the Software or you are granted a time limited license by SiteDesigner or its resellers for evaluation purposes. The Software is licensed to you for the sole purpose of evaluating the Software and only for a specified evaluation period, which will begin on the date that the Software is first downloaded by or delivered to you. After the specified time period, you must either purchase the Software license from SiteDesigner or its reseller, or destroy and stop using the Software. If you purchase the Software before the expiration of the evaluation time and register the Software, you have a valid license and you do not need to destroy the Software. SiteDesigner shall have no obligation to provide support or maintenance services for Evaluation Licenses.
Subject to the payment of the applicable license fees and subject to the following terms and conditions, you have been granted a non-exclusive, non-transferable right to use the specified Software. SiteDesigner reserves any and all rights not expressly granted to you.
A) Install and use one (1) copy of the Software on a single computer or virtual machine.
B) Create copies of the Software for installation and backup purposes only.
C) Extend the number of licenses by purchasing additional licenses.
You may not:
A) Install and use the Software against these Terms, the SiteDesigner License Certificate or other related documentation.
B) Distribute copies of the Software to a third party, electronically transfer the Software to a computer belonging to a third party, or permit a third party to copy the Software.
C) Modify, adapt, translate, rent, lease, resell, distribute or create derivative works based upon the Software and/or related files or any part thereof.
D) Decompile, reverse engineer, disassemble, or otherwise reduce the Software and/or related files to any human-perceivable form as the Software contains or may contain trade secrets of SiteDesigner.
E) Use the documentation for any purpose other than to support your use of the Software. Please contact SiteDesigner directly if you are interested in any other rights to the Software other than those granted in these Terms.
F) Disclose the license authorization code provided for the program installation (included but not limited to serial key, unlock key, subscription number and registration key) to any third party.
G) Use the Software or any portion thereof to implement any product or service to operate on or in connection with the Software for any other purpose than granted herein.
Title, ownership rights, and intellectual property rights in the Software shall remain those of SiteDesigner, and/or its suppliers. The Software is protected by copyright laws and international copyright and other intellectual property treaties.
LIMITED WARRANTY AND DISCLAIMERS
Limited Warranty on Media. SiteDesigner warrants the media on which the Software is recorded to be free from defect in material and workmanship under normal use for 30 days from the date of delivery. Any implied warranties on the media, including implied warranties of merchantability and fitness for a particular purpose, are limited in duration to 30 days from the date of delivery. SiteDesigner will, at its option, replace the media or refund the purchase price of the media. SiteDesigner shall have no responsibility to replace or refund the purchase price of media, which is damaged by accident, abuse, or misapplication.
Disclaimer of Warranty on Software. THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND. SITEDESIGNER EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SiteDesigner does not guarantee the Software or related documentation in terms of their correctness, accuracy, reliability, or otherwise. You assume the entire risk as to the results and performance of the Software and related documentation.
Complete Statement of Warranty. The limited warranties provided in the preceding paragraphs are the only warranties of any kind that are made by SiteDesigner on the Software. No oral or written information or advice given by SiteDesigner, its dealers, distributors, agents, or employees shall create a warranty or in any way increase the scope of the foregoing limited warranty, and you may not rely on any such information or advice. Some states do not allow the exclusion of implied warranties, so the above exclusion may not apply to you, and you may have other rights which may vary from state to state.
Limitation of Liability. IN NO EVENT SHALL SITEDESIGNER OR ITS SUPPLIERS BE LIABLE TO YOU FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, OR INDIRECT DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE OR PROFIT, LOST OR DAMAGED DATA OR OTHER COMMERCIAL OR ECONOMIC LOSS, ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SOFTWARE OR RELATED DOCUMENTATION, EVEN IF SITEDESIGNER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some states do not allow the limitation or exclusion of liability for incidental or consequential damages so the above limitation or exclusion may not apply to you. SITEDESIGNER SHALL IN NO EVENT BE LIABLE FOR ANY DAMAGES ARISING FROM PERFORMANCE OR NON-PERFORMANCE OF THE SOFTWARE. OUR MAXIMUM LIABILITY TO YOU FOR ACTUAL DAMAGES FOR ANY CAUSE WHATSOEVER SHALL IN NO EVENT EXCEED THE AMOUNT PAID BY YOU FOR THE SOFTWARE. Nothing contained in these License Terms shall prejudice the statutory rights of any party dealing as a consumer. SiteDesigner is acting on behalf of its employees and licensors or subsidiaries for the purpose of disclaiming, excluding, and/or restricting obligations, warranties, and liability as provided in this clause, but in no other respects and for no other purpose.
EXPORT RESTRICTIONS (EXCLUSIVELY FOR CRYPTOGRAPHIC SOFTWARE)
1. If the Software is shipped or otherwise distributed to you from the United States of America: You acknowledge that the Software and the maintenance and support services including without limitation technical services and technical data (e.g., manuals, blueprints, plans, diagrams, models, formulae, tables, engineering designs and specifications and instructions written or recorded and any other such technical services and technical data ("the Services") are of U.S. origin for purposes of U.S. export control laws, regulations, administrative acts or Executive Orders, and any amendments thereof, including without limitation the Export Administration Act of 1979, as amended (the "Act"), and the regulations promulgated thereunder (the "U.S. Export Control Laws"). You agree to comply with all applicable U.S. Export Control Laws and any applicable international laws and regulations that apply to the Software and to the Services, including without limitation the Act as well as end-user, end-use and destination restrictions issued by the U.S. and other governments.
2. If the Software is shipped or otherwise distributed to you from a country other than the United States of America: You agree to comply with the local regulations regarding exporting and/or using cryptographic software.
In all cases, SiteDesigner will not be liable for the illegal export and/or use of its cryptographic software by you.
U.S. GOVERNMENT RIGHTS
If the Software is licensed for or on behalf of the United States of America, its agencies and/or instrumentalities ("U.S. Government") pursuant to solicitations issued on or after December 1, 1995, the Software is provided with the commercial rights and restrictions described elsewhere herein. If the Software is licensed for or on behalf of the U.S. Government pursuant to solicitations issued prior to December 1, 1995, the Software is provided with RESTRICTED RIGHTS as provided for in FAR, 48 CFR 52.227-14 (JUNE 1987) or DFAR, 48 CFR 252.227-7013 (OCT 1988), as applicable.
The license will terminate immediately without notice if you are in breach of any of its terms and conditions. You shall not be entitled to a refund from SiteDesigner or any of its resellers as a result of termination. The terms and conditions concerning confidentiality and restrictions on use shall continue in force even after any termination.
SiteDesigner may revise these Terms at any time and the revised terms shall automatically apply to the corresponding versions of the Software distributed with the revised terms. If any part of these Terms is found void and unenforceable, it will not affect the validity of rest of the Terms, which shall remain valid and enforceable according to its terms. In case of controversy or inconsistency between translations of these Terms to other languages, the English version issued by SiteDesigner shall prevail.
These Terms shall be governed under the Laws of Finland without regard to conflict of laws rules and principles and without regard to the United Nations Convention of Contracts for the International Sales of Goods. The courts of Finland shall have the exclusive jurisdiction and venue to adjudicate any dispute arising out of these Terms.