IMPORTANT - READ THIS LICENSE AGREEMENT CAREFULLY. ONLY THEN, AND BY CLICKING ON THE YES BUTTON BELOW SIGNIFYING THAT YOU ACCEPT THE TERMS OF THIS AGREEMENT, WILL YOU BE GIVEN ACCESS TO THE SOFTWARE FOR DOWNLOADING. IF YOU DO NOT AGREE, CLICK ON THE NO BUTTON BELOW.
1. LICENSE GRANT: Subject to acceptance of these terms, Motorola grants you (LICENSEE) a non-exclusive license to use this software (SOFTWARE) and documentation (DOCUMENTATION) royalty-free with a single computer.
2. OWNERSHIP: This is not a sale of the SOFTWARE. It is only permission to use the SOFTWARE as specified in this Agreement. Motorola retains ownership of the SOFTWARE and DOCUMENTATION including all patent, copyrights, and other intellectual property rights.
LICENSEE agrees not to decompile, disassemble, modify, rent, lease, or create derivative works of SOFTWARE. After downloaded from this site, SOFTWARE may not be transmitted electronically or accessed over a network.
LICENSEE agrees that it will not in any form, download from, export, re-export, resell, ship, or divert or cause to be exported, re-exported, resold, shipped, or diverted, directly or indirectly, the SOFTWARE and DOCUMENTATION to any country where the United States or LICENSEE'S government or any agency thereof at the time of export or re-export requires an export license or other government approval without first obtaining such license or approval.
3. SCOPE OF USE The SOFTWARE is licensed to be used on any personal computer and/or Motorola Type I Product, provided that the SOFTWARE is used only in connection with your use of Motorola products. A single backup copy may be made. Such copy must include all copyright, patent, and confidentiality notices as they may exist. This license will terminate automatically if LICENSEE fails to comply with any term of the license.
4. CONFIDENTIALITY: SOFTWARE and DOCUMENTATION is the confidential and proprietary information of Motorola, Inc. LICENSEE shall not disclose Confidential Information to others and shall use it only in the manner specifically permitted by this Agreement.
5. LIMITED WARRANTY: Motorola warrants that under normal use, SOFTWARE shall perform the functions specified in its DOCUMENTATION. If SOFTWARE does not conform to its DOCUMENTATION such that its functional performance is significantly affected and LICENSOR is notified in writing within ninety (90) days from the date LICENSEE acquired the software, Motorola shall have the option of refunding the purchase price, if any, or replacing the SOFTWARE as LICENSEEÆS exclusive remedy. Proof of the date of acquisition will be required.
6. LIABILITY: THIS WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES WHETHER STATUTORY, EXPRESS, OR IMPLIED (INCLUDING ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE). NEITHER MOTOROLA OR LICENSEE SHALL BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. The total cumulative liability of Motorola with respect to this Agreement shall not exceed the price of SOFTWARE.
7. HIGH RISK ACTIVITIES: SOFTWARE is not designated or intended for use in on-line control equipment in hazardous, dangerous to life or life threatening environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines or weapon systems, in which the failure of products could lead directly to death, personal injury or severe physical or environmental damage. Motorola specifically disclaims any express or implied warranty of fitness for High Risk Activities. You specifically represent and warrant that you will not use SOFTWARE for High Risk Activities.
8. MAINTENANCE: Motorola is not obligated by this License to provide maintenance or support for SOFTWARE, or to notify LICENSEE of upgrades to SOFTWARE. If Motorola, in its sole discretion, makes upgrades generally available, use of such upgrades by LICENSEE will be subject to the terms of this Agreement.
9. TERMINATION: This License Agreement is effective until terminated. You may terminate it at any time by destroying the SOFTWARE and DOCUMENTATION together with all copies and merged portions in any form. It will also terminate immediately if you fail to comply with any term or condition of this license Agreement. Upon such termination you agree to destroy the SOFTWARE and DOCUMENTATION, together with all copies and merged portions in any form.
10. UNDERSTANDING: By using the SOFTWARE, LICENSEE, in addition to clicking on the YES button below, acknowledges that this agreement has been read and understood and agrees to be bound by the terms and conditions of this Agreement. LICENSEE FURTHER AGREES THAT THIS AGREEMENT CONSTITUTES THE ENTIRE UNDERSTANDING OF LICENSEE AND MOTOROLA WITH RESPECT TO THE SUBJECT MATTER HEREOF AND COMPLETELY SUPERSEDES ANY PRIOR UNDERSTANDING, EITHER ORAL OR WRITTEN. ANY MODIFICATION OF THIS AGREEMENT SHALL BE MADE ONLY BY MUTUAL AGREEMENT AND EVIDENCED BY WRITTEN AMENDMENT SIGNED BY BOTH PARITIES. This Agreement shall be governed and interpreted by the laws of the State of Illinois, U.S.A.
11. GOVERNMENT RIGHTS IN COMMERCIAL SOFTWARE: If acquired under FAR policy (52.227-19), the U.S. Government shall obtain Restricted Rights in this SOFTWARE. If acquired under DFARS policy (227.7202), the U.S. Government is granted only the commercial rights given above in this License.
