Chip 2004 April/CMCD0404.ISO/Software/Demo/PCDUO/data1.cab/Common_Files_(English)/LICENCE.TXT

Text File | 2003-11-28 | 10KB | 171 lines

                                VECTOR NETWORKS
                           SOFTWARE LICENSE AGREEMENT

This Software License Agreement (the "Agreement") is a legal Agreement
between you the Licensee (person, or entity) and either Vector Networks,
Inc. if you are based within North America or Vector Networks Limited if
you are based outside North America ("Vector"). This Agreement is
effective from the day that either you open the sealed media package, or
from the time that you indicate your approval of the terms of the Software
License Agreement by clicking on "Yes" during the installation sequence,
whichever is the earlier, and shall remain in force until terminated. You
may terminate this Agreement at any time by returning to Vector the
enclosed Software Product on the original media, and all accompanying User
Documentation, and by returning or destroying all backup and other copies
of the Software Product and User Documentation as applicable. This
Agreement will terminate without notice if you fail to observe any of the
terms and conditions of the Agreement. In the case of evaluation software
this Agreement shall expire upon the expiry of the evaluation key unless
superseded by a Product Authorization Certificate ("PAC") whereby the
terms and conditions of this Agreement shall continue to apply.

Grant of License: Subject to your paying all license fees to your Supplier
when or before they fall due, this Agreement grants you a non-exclusive
right to use the Software Product and User Documentation, which may be in
the form of printed documents and/or in Online, Postscript, or other
electronic form (collectively "Software"), on the Licensed Equipment as
specified on the relevant PAC issued to you, or as determined by the
evaluation key issued to you by Vector. This license does not extend to
the use of the Software in a life- or safety-critical application or in
any circumstances where failure of the Software may cause death and/or
personal injury. You may make one copy of the Software for backup or
archival purposes and as many printed copies of Postscript or electronic
User Documentation as reasonably necessary to exercise your right to use
the Software. Also, you may execute, use, or reproduce the Software on
another comparable equipment configuration on a temporary basis during a
malfunction that prevents execution of the Software on the Licensed
Equipment.

You may transfer the Software provided you retain no copies of the
Software and the recipient agrees to be bound by the terms of this
Agreement. Prior to such transfer you must advise Vector of your intent
and Vector reserves the right to charge the transferee for the issue of
revised PAC(s).

The PAC, as may be amended from time to time, forms an integral part of
this Agreement and you covenant to comply with the terms and conditions
therein. If you wish to use the Software on equipment other than as
specified in the PAC, then you should contact your Supplier immediately
with a view to negotiating a revised license fee and amending the PAC.

Vector shall have the right upon reasonable advance notice to audit and
inspect your facilities and records during business hours to verify
compliance with the limitations and other terms of this Agreement.

Copyright and Intellectual Property: You own the disk on which the
Software is recorded, but the Software itself and any trademarks in
connection therewith are owned by Vector or its licensors and are
protected by both national and international law. The Software contains
trade secrets and confidential information of Vector and its licensorsÆ.
You agree to safeguard the Software to ensure that no unauthorized person
shall have access thereto and that no unauthorized copies shall be made.
No title to or ownership of any of the Software or trademarks is
transferred to you or any third party by this Agreement. You acknowledge
that all of the copyright and other intellectual property rights
subsisting in or used in connection with the Software are and remain the
sole property of Vector or its licensors and you shall not during or at
any time after the expiry or termination of this Agreement in any way
question or dispute such ownership.

Except as expressly set forth in this Agreement you shall not execute,
use, reproduce (either permanently or temporarily), rent, lease,
sublicense, subdivide, distribute, transfer, display, translate, adapt,
arrange or alter the Software or create derivative works based upon the
Software, or take any action inconsistent with Vector's or its licensors'
intellectual property rights in the Software. You may not reverse
engineer, decompile, or disassemble the Software, except and only to the
extent that such activity is expressly permitted by applicable law.

You agree to reproduce Vector's copyright and all other legal notices,
including but not limited to other proprietary notices, and notices
mandated by governmental entities, on all complete or partial
reproductions, adaptations, or transmissions of the Software.

You will not use the Software in breach of any third party licenses and
Vector shall incur no liability for any such breach.

Limited Warranty: Vector warrants that a) the Software will conform
substantially in accordance with the User Documentation for a period of 90
days from the date of receipt and b) that any media on which the Software
is supplied shall be free from defects in materials and workmanship under
normal use for a period of 90 days. The Licensee acknowledges that Vector
does not warrant that the execution of the Software shall be uninterrupted
or error-free. Whilst Vector does not warrant that the Software is free
from all known viruses it has used commercially reasonable efforts to
check for the most commonly known viruses prior to packaging.

Customer Remedies: Vector's entire liability and your exclusive remedy
shall be, at Vector's option, either a) return of the price paid by you
for the Software if applicable, or b) repair or replacement of the
Software or media that does not meet this limited warranty and that is
returned to your Supplier with a copy of your receipt. Any replacement
Software will be warranted for the remainder of the original warranty
period. This limited warranty is void if the condition of the Software,
or media, is a result of its improper use, abuse or corruption of the
Software or media, or is a result of modifications, variations or
additions other than as authorized by Vector.

NO OTHER WARRANTIES: EXCEPT FOR THE EXPRESS WARRANTIES
STATED ABOVE, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW,
VECTOR DISCLAIMS ALL OTHER WARRANTIES WHETHER EXPRESS OR
IMPLIED. BY WAY OF EXAMPLE BUT NOT LIMITATION, WITH RESPECT
TO THE SOFTWARE AND ANY ACCOMPANYING USER DOCUMENTATION
AND MEDIA, VECTOR AND YOUR SUPPLIER MAKE NO REPRESENTATIONS
OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY
PARTICULAR PURPOSE. THIS LIMITED WARRANTY GIVES YOU
SPECIFIC LEGAL RIGHTS.

NO LIABILITY FOR CONSEQUENTIAL DAMAGES: IT IS EXPRESSLY AGREED
THAT IN NO EVENT SHALL VECTOR, ITS LICENSORS, OR YOUR SUPPLIER
BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT
LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF DATA, BUSINESS
INTERRUPTION, OR OTHER CONSEQUENTIAL, EXEMPLARY, SPECIAL OR
INDIRECT LOSSES) ARISING FROM YOUR USE, OR INABILITY TO USE,
THE SOFTWARE, REGARDLESS OF WHETHER VECTOR HAS BEEN ADVISED
OF THE POSSIBILITY OF SUCH DAMAGES. IF YOU ARE BASED IN
NORTH AMERICA 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.

EXCEPT IN RESPECT OF LIABILITY FOR DEATH OR PERSONAL INJURY
ARISING FROM VECTOR'S NEGLIGENCE OR IN RESPECT OF FRAUDULENT
MISREPRESENTATION (WHICH, IN BOTH CASES, SHALL BE UNLIMITED),
VECTOR'S ENTIRE LIABILITY UNDER THIS AGREEMENT SHALL BE LIMITED
TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE.

Prior Agreements: This Agreement overrides all prior written and oral
communications regarding the Software and sets out the entire agreement
between Vector and you, the Licensee. You irrevocably waive any right you
may have to claim damages or to rescind (in the case of misrepresentation)
the Agreement for any misrepresentation or warranty not set out in this
Agreement unless such misrepresentation or warranty was made fraudulently.

Termination: In addition to any other provisions for termination in this
Agreement, Vector may by notifying you in writing terminate this Agreement
if you are in breach of any provision of this Agreement or any PAC issued
to you or required by applicable law and you fail to remedy such breach
(if capable of remedy) within 30 days of receiving notice of such breach
from Vector. Within 7 days of termination of this Agreement for whatever
reason you shall destroy the Software and all updates, upgrades, copies
and supporting documentation that relates to it.

No Waiver: Any failure by either party to exercise an option or right
conferred by this Agreement shall not of itself constitute or be deemed a
waiver of such option or right.

Severability: If any provision in this Agreement is declared void or
unenforceable by any judicial or administrative authority this shall not
nullify the remaining provisions of this Agreement which shall remain in
full force and effect.

Law: If you are based in North America this Agreement shall be governed by
the laws of the State of Georgia and the parties agree to submit to the
exclusive jurisdiction and venue of the Superior or State Courts of
Gwinnett County, Georgia in connection with any legal actions hereunder.
If you are based outside North America this Agreement shall be construed
in accordance with the laws of England and Wales and the parties agree to
submit to the non-exclusive jurisdiction of the English Courts.

Date of revision: April 24th 2002