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Diff: plans/LICENSE.txt
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- 82:0f5a742a08cd
--- /dev/null Thu Jan 01 00:00:00 1970 +0000 +++ b/plans/LICENSE.txt Mon Jun 19 16:03:40 2017 -0500 @@ -0,0 +1,89 @@ +IMPORTANT – READ BEFORE OPERATING OR INSTALLING THE MULTI-TECH PRODUCT OR SOFTWARE + +MULTI-TECH SYSTEMS, INC. +END USER LICENSE AGREEMENT +PLEASE READ THIS END USER LICENSE AGREEMENT (“AGREEMENT”) CAREFULLY BEFORE USING THE MULTI-TECH PRODUCT, INSTALLING OR ACCESSING THE SOFTWARE, OR DOWNLOADING ANY SOFTWARE UPDATES FOR USE WITH THE MULTI-TECH PRODUCT. BY USING THE MULTI-TECH PRODUCT, INSTALLING OR ACCESSING THE SOFTWARE OR DOWNLOADING SOFTWARE UPDATES FOR THE MULTI-TECH PRODUCT, YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT USE THE MULTI-TECH PRODUCT, INSTALL OR ACCESS THE SOFTWARE, OR DOWNLOAD THE SOFTWARE UPDATES. INSTEAD, PLEASE CONTACT MULTI-TECH’S CUSTOMER SERVICE DEPARTMENT AT customerservice@multitech.com. + +MULTITECH SOFTWARE LICENSE AGREEMENT +This Software License Agreement ("Agreement") is entered into by and between Multi-Tech Systems, Inc. ("MultiTech") and the business +entity identified as the customer below ("Customer"). For purposes of this Agreement, “Software” means the software modules provided +by MultiTech to Customer as more specifically identified below. Software may be provided in binary, object code, or source code formats, +and includes any updates or upgrades to or new version of the original software, if and when made available to Customer by MultiTech. + +1. LICENSE GRANT. Subject to the terms of this Agreement, MultiTech grants to Customer, during the Term, a worldwide, revocable, +non-exclusive, non-transferable, non-sublicensable, royalty-free limited license to: (a) use and reproduce the Software, and modify the +Software modules for which source code is provided, solely in conjunction with MultiTech’s products; (b) reproduce, have reproduced, +display, perform, transmit, license and distribute the Software in binary or executable form, solely as incorporated or embedded into +MultiTech’s products. +Use of the Software in conjunction with any product other than MultiTech’s products is strictly prohibited. In no event may Customer (i) +distribute, license or sell the Software or any modifications thereof as a standalone product; (ii) decrypt, disassemble, reverse assemble +or reverse compile the Software, except to the extent such restrictions are prohibited by applicable law; and/or (iii) distribute the source +code of the Software and/or modifications thereof. + +2. RESTRICTIONS ON USE. Customer acknowledges that the Software and the structure, organization, and source code thereof +constitute valuable trade secrets of MultiTech. Accordingly, except as expressly permitted in Section 1 or as otherwise authorized by +MultiTech in writing, Customer will not, directly or indirectly: (a) modify, adapt, alter, translate, or create derivative works from the +Software; (b) sublicense, lease, rent, loan, sell, distribute, make available or otherwise transfer the Software to any third party; (c) reverse +engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Software; or (d) otherwise use or copy the +Software except as expressly allowed under Section 1 above. Customer may not disclose to third parties or through publication the +results of performance/benchmark tests run on the Software without the prior written consent of MultiTech. + +3. OWNERSHIP. As between the parties, the Software and all modifications and improvements to the Software, and all worldwide +intellectual property rights and proprietary rights relating thereto or embodied therein, are the exclusive property of MultiTech and its +suppliers. MultiTech and its suppliers reserve all rights in and to the Software not expressly granted to Customer in Section 1, and no +other licenses or rights are granted by implication, estoppel or otherwise. + +4. TERM AND TERMINATION. This Agreement is effective upon acceptance by Customer and shall continue until terminated by +MultiTech for any reason whatsoever upon thirty (30) days’ notice. Customer may terminate this Agreement at any time by destroying +the Software and notifying MultiTech at: sales@multitech.com. If Customer breaches any provision of this Agreement, this Agreement +will automatically terminate. Upon the termination of this Agreement, the license granted to Customer will terminate. The provisions of +Sections 2, 3, 4, 5, 6, 7, 8, and 9 shall survive termination or expiration of this Agreement for any reason. + +5. CONFIDENTIALITY. MultiTech may disclose certain information regarding the business of MultiTech and its suppliers, including the +Software and technical, marketing, financial, employee, planning, and other confidential or proprietary information of MultiTech or its +suppliers ("Confidential Information"). Any information that Customer knew or should have known, under the circumstances, was +considered confidential or proprietary by MultiTech will be considered Confidential Information. Customer agrees (a) not to disclose +Confidential information to any persons outside its organization, except to its consultants or agents who agree in writing to protect such +Confidential information as required herein; and (b) to use the Confidential information only for the purpose of evaluating the Software. + +6. DISCLAIMER. CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER'S USE OF THE SOFTWARE IS ENTIRELY AT +ITS OWN RISK AND THE SOFTWARE PROVIDED BY MULTITECH TO CUSTOMER IS PROVIDED "AS IS" WITHOUT ANY +WARRANTY OF ANY KIND WHATSOEVER. MULTITECH, ON BEHALF OF ITSELF AND ITS SUPPLIERS, HEREBY EXPRESSLY +DISCLAIMS ALL WARRANTIES WITH REGARD TO THE SOFTWARE, WHETHER EXPRESS, IMPLIED, STATUTORY OR +OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A +PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR +COURSE OF PERFORMANCE. TO THE EXTENT THAT, AS A MATTER OF APPLICABLE LAW, ANY IMPLIED OR STATUTORY +WARRANTY MAY NOT BE DISCLAIMED, THE DURATION AND SCOPE OF SUCH WARRANTY SHALL BE THE MINIMUM +PERMISSIBLE UNDER SUCH APPLICABLE LAW. + +7. LIMITATION OF LIABILITY. IN NO EVENT WILL MULTITECH BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, EXEMPLARY, +PUNITIVE, SPECIAL OR INCIDENTAL DAMAGES, INCLUDING ANY LOST DATA AND LOST PROFITS, ARISING FROM OR +RELATING TO THE SOFTWARE OR THIS AGREEMENT, EVEN IF MULTITECH HAS BEEN ADVISED OF THE POSSIBILITY OF +SUCH DAMAGES. MULTITECH’S TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THIS AGREEMENT AND THE +SOFTWARE, WHETHER IN CONTRACT OR TORT OR OTHERWISE, WILL NOT EXCEED $50. CUSTOMER ACKNOWLEDGES +THAT THIS PROVISION REFLECTS THE AGREED UPON ALLOCATION OF RISK FOR THIS AGREEMENT AND THAT MULTITECH +WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY. + +8. COMPLIANCE WITH LAWS. Customer shall comply with all laws, regulations, rules, ordinances and orders applicable to its use of +the Software. Without limiting the foregoing, Customer shall comply with the relevant export administration and control laws and +regulations, as may be amended from time to time, including, without limitation, the United States Export Administration Act, to ensure +that the Software is not shipped, transferred or exported (directly or indirectly) in violation of U.S. law. + +9. MISCELLANEOUS. Customer may not assign or delegate, directly or indirectly, by operation of law or otherwise, this Agreement or +any of its rights or obligations under this Agreement (including the license rights granted to Customer to the Software) to any third party. +Any attempted assignment or transfer in violation of the foregoing will be null and void and of no effect. This Agreement will be subject +to and governed by the laws of the State of Minnesota and the United States of America without regard for its conflicts of law principles +that would require application of the laws of a different state or country. The federal and state courts for Minneapolis, MN shall have +jurisdiction over any disputes, claims or controversies arising out of or relating to this Agreement, and Customer hereby consents the +jurisdiction of such courts over any such dispute, claim or controversy. All modifications, waivers and amendments must be in writing +and signed by both parties. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver +of any other provision or of such provision on any other occasion. If any provision of this Agreement is held by a court of competent +jurisdiction to be unenforceable for any reason, the remaining provisions hereof shall be unaffected and continue in full force and effect. +This Agreement constitutes the entire agreement between the parties regarding the subject hereof and supersedes all prior or +contemporaneous agreements, understandings and communications, whether written or oral. + + Multi-Tech Systems, Inc. + 2205 Woodale Drive + Mounds View, Minnesota 55112 + customerservice@multitech.com + 20130910