SUPPLEMENTAL END-USER LICENSE AGREEMENT FOR MICROSOFT SOFTWARE
IMPORTANT: READ CAREFULLY - The Lernout & Hauspie TruVoice American English Text-to-Speech Engine that you are about to install, including any "online" or electronic documentation (collectively, "AGENT COMPONENT") is subject to the terms and conditions of the End-User License Agreement (the "EULA") for the Microsoft software product MICROSOFT AGENT (the "SOFTWARE PRODUCT") and the terms and conditions of this Supplemental End User License Agreement ("Supplemental EULA"). BY INSTALLING, COPYING OR OTHERWISE USING THE AGENT COMPONENT, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS DESCRIBED ABOVE. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT INSTALL, COPY OR OTHERWISE USE THE AGENT COMPONENT.
NOTE: IF YOU DO NOT HAVE A VALID LICENSE FOR THE SOFTWARE PRODUCT, YOU ARE NOT AUTHORIZED TO INSTALL, COPY OR OTHERWISE USE THE AGENT COMPONENT AND YOU HAVE NO RIGHTS UNDER THIS SUPPLEMENTAL EULA.
Capitalized terms used in this Supplemental EULA and not otherwise defined herein shall have the meanings assigned to them in the EULA.
The AGENT COMPONENTS are provided to you by Microsoft to supplement existing functionality of the SOFTWARE PRODUCT and are deemed a component of the SOFTWARE PRODUCT. Microsoft Corporation ("Microsoft") grants you a license to use the AGENT COMPONENT under the terms and conditions of the EULA (which are hereby incorporated by reference) and the terms and conditions set forth in this Supplemental EULA, provided that you comply with such terms and conditions. To the extent that any terms in this Supplemental EULA conflict with terms in the SOFTWARE PRODUCT EULA, the terms of this Supplemental EULA control solely with respect to the AGENT COMPONENTS.
Standard Use. For each validly licensed copy of the SOFTWARE PRODUCT, Microsoft Corporation grants you a license to install and use, only in conjunction with, and as part of the SOFTWARE PRODUCT, one (1) copy of the AGENT COMPONENT.
Development Use. If you are exercising the "Development Use" rights under the EULA, Microsoft grants you the following additional rights:
You may reproduce and distribute the AGENT COMPONENT only in conjunction with, and as part of the SOFTWARE PRODUCT which is incorporated into your web site or application in accordance with the terms of the EULA for the SOFTWARE PRODUCT, and only to the extent that you have a valid license from Microsoft for use and distribution* of the SOFTWARE PRODUCT, provided further that: (i) each copy of the AGENT COMPONENT shall be a true and complete copy, including all copyright and trademark notices; (ii) you do not use or distribute the AGENT COMPONENT on a stand-alone basis; (iii) you do not modify the AGENT COMPONENT; (iv) you do not permit further redistribution of the AGENT COMPONENT by your end-user customers; (v) you do not use Microsoft's name, logo, or trademarks to market your application or web site; (vi) you include a valid copyright notice on your web site or application; and (vii) you agree to indemnify, hold harmless, and defend Microsoft from and against any claims or lawsuits, including attorneys' fees, that arise or result from the use or distribution of your web site or application. *Note: The EULA for the SOFTWARE PRODUCT does not grant you distribution rights for the SOFTWARE PRODUCT. In order to have such distribution rights, you must have a separate fully executed Microsoft License and Distribution Agreement for the SOFTWARE PRODUCT. If you are interested in additional information on licensing or use of the SOFTWARE PRODUCT, please visit the Microsoft Agent web site at http://www.microsoft.com/msagent.
IF THE APPLICABLE SOFTWARE PRODUCT WAS LICENSED TO YOU BY MICROSOFT OR ANY OF ITS WHOLLY OWNED SUBSIDIARIES, THE LIMITED WARRANTY (IF ANY) INCLUDED IN THE EULA FOR THE APPLICABLE SOFTWARE PRODUCT APPLIES TO THE AGENT COMPONENT IF THE AGENT COMPONENT IS LICENSED BY YOU WITHIN THE TERM OF THE LIMITED WARRANTY. HOWEVER, THIS SUPPLEMENTAL EULA DOES NOT EXTEND THE TIME PERIOD FOR WHICH THE LIMITED WARRANTY IS PROVIDED.
IF THE APPLICABLE SOFTWARE PRODUCT WAS LICENSED TO YOU BY AN ENTITY OTHER THAN MICROSOFT OR ANY OF ITS WHOLLY OWNED SUBSIDIARIES, MICROSOFT DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE AGENT COMPONENT AS FOLLOWS:
DISCLAIMER OF WARRANTIES. To the maximum extent permitted by applicable law, Microsoft and its suppliers provide the AGENT COMPONENT and any (if any) support services related to the AGENT COMPONENT ("Support Services") AS IS AND WITH ALL FAULTS, and hereby disclaim all warranties and conditions, either express, implied or statutory, including, but not limited to, any (if any) implied warranties or conditions of merchantability, of fitness for a particular purpose, of lack of viruses, of accuracy or completeness of responses, of results, and of lack of negligence or lack of workmanlike effort, all with regard to the AGENT COMPONENT, and the provision of or failure to provide Support Services. ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION OR NON-INFRINGEMENT WITH REGARD TO THE AGENT COMPONENT. The entire risk arising out of use or performance of the AGENT COMPONENT remains with you.
EXCLUSION OF INCIDENTAL, CONSEQUENTIAL AND CERTAIN OTHER DAMAGES. To the maximum extent permitted by applicable law, in no event shall Microsoft or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits or confidential or other information, for business interruption, for personal injury, for loss of privacy, for failure to meet any duty including of good faith or of reasonable care, for negligence, and for any other pecuniary or other loss whatsoever) arising out of or in any way related to the use of or inability to use the AGENT COMPONENT, the provision of or failure to provide Support Services, or otherwise under or in connection with any provision of this Supplemental EULA, even if Microsoft or any supplier has been advised of the possibility of such damages.
LIMITATION OF LIABILITY AND REMEDIES. Notwithstanding any damages that you might incur for any reason whatsoever (including, without limitation, all damages referenced above and all direct or general damages), the entire liability of Microsoft and any of its suppliers under any provision of this Supplemental EULA and your exclusive remedy for all of the foregoing shall be limited to the greater of the amount actually paid by you for the AGENT COMPONENT or U.S.$5.00. The foregoing limitations, exclusions and disclaimers shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.
