THIS SOFTWARE END USER LICENSE AGREEMENT ("EULA") IS A LEGAL AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR, IF PURCHASED OR ACQUIRED BY OR FOR AN ENTITY, AN ENTITY) AND Entarian. IT PROVIDES A LICENSE TO USE THIS SOFTWARE AND CONTAINS WARRANTY INFORMATION AND LIABILITY DISCLAIMERS. BY DOWNLOADING, INSTALLING OR USING THE SOFTWARE YOU ARE INDICATING YOUR ASSENT TO THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING TERMS, DO NOT DOWNLOAD OR INSTALL THE SOFTWARE, DISCONTINUE ITS USE IMMEDIATELY AND DESTROY ALL COPIES IN YOUR POSSESSION.
a) "Entarian" means Entarian Limited.
b) "Software" means the executable code of ForestSafe Express, additional tools, libraries, source files, header files, data files, any updates or error corrections provided by Entarian, any user manuals, guides, printed materials, on-line or electronic documentation.
c) "License Key" means a serial number issued to you by Entarian to activate and use Software components.
e) "Maintenance Plan" is a time-limited right to technical support and Software updates and upgrades. Technical support only covers issues or questions resulting directly out of the operation of the Software. Entarian will not provide you with generic consultation, assistance, or advice under any other circumstances.
2. LICENSE GRANTS
2.1 Trial Period License. You may download and use the Software for free for thirty (30) days after installation ("Trial Period"). During the Trial Period, Entarian grants You a limited, non-exclusive, non-transferable, non-renewable license to copy and use the Software for evaluation purposes only and not for any commercial use. At Entarian's discretion, Entarian may provide limited support through email or discussion forums at Entarian web site. The evaluation copy of the Software contains a feature that will automatically disable the Software at the end of Trial Period. Entarian will have no liability to you if this feature disables the Software.
2.2 License After Trial Period. Upon your payment of the license fee, Entarian provides you with a permanent registration number ("License key") and grants you a limited, non-exclusive, non-transferable license to:
a) use the Software within the license boundary's. Any number of End Users can use the system.
b) copy the Software in machine-readable form solely for archival and backup purposes.
3. LICENSE RESTRICTIONS
3.1 You shall undertake any necessary steps to protect the License Key against unauthorized use.
3.2 You may not alter, merge, modify, adapt or translate the Software, or decompile, reverse engineer, disassemble, or otherwise reduce the Software to a human-perceivable form.
3.3 You may not sell, rent, lease, sub license, transfer, resell for profit or otherwise distribute the Software or any part thereof.
3.4 You may not modify the Software or create derivative works based upon the Software.
3.5 You may not remove or obscure any copyright and trademark notices relating to the Software.
4. OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS
5.1 This Agreement gives you limited rights to use the Software. Entarian retains all rights, title and interest in and to the Software and all copies thereof, including copyrights, patents, trade secret rights, trademarks and other intellectual property rights. All rights not specifically granted in this Agreement, including International Copyrights, are reserved by Entarian. The structure, organization and code of the Software are valuable trade secrets and confidential information of Entarian.
5. LIMITATION OF LIABILITY
5.1 Entarian's cumulative liability to You or any other party for any loss or damages resulting from any claims, demands, or actions arising out of or relating to this Agreement shall not exceed the license fee paid to Entarian for use of the Software.
5.2 Entarian shall be relieved of any and all obligations for any portions of the software that are revised, changed, modified, or maintained by anyone other than Entarian or authorized support companies.
6. PATENT AND COPYRIGHT INDEMNITY
6.1 Entarian represents and warrants that the Software shall not infringe or misappropriate any copyrights, patents, trade secret rights, trademarks and other intellectual property rights.
6.2 In the event the Software is found to infringe, Entarian will have the option, at its expense, to
a) modify the Software to cause it to become non-infringing;
b) substitute the Software with other Software reasonably suitable to You, or
c) if none of the foregoing remedies are commercially feasible, terminate the license for the infringing Software and refund any license fees paid for the Software.
6.3 Entarian will have no liability for any claim of infringement based on
a) code contained within the Software which was not created by Entarian;
b) use of a superseded or altered release of the Software, except for such alteration(s) or modification(s) which have been made by Entarian or under Entarian's direction, if such infringement would have been avoided by the use of a current, unaltered release of the Software that Entarian provides to You, or
c) the combination, operation, or use of any Software furnished under this Agreement with programs or data not furnished by Entarian if such infringement would have been avoided by the use of the Software without such programs or data.
7. LIMITED WARRANTIES
7.1 THE SOFTWARE IS PROVIDED ON AN "AS IS" BASIS. Entarian MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OR MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITATION, YOU ASSUME SOLE RESPONSIBILITY FOR SELECTING THE SOFTWARE TO ACHIEVE YOUR INTENDED RESULTS AND FOR THE INSTALLATION, USE AND RESULTS OBTAINED FROM THE SOFTWARE. Entarian MAKES NO WARRANTY THAT THE SOFTWARE WILL BE ERROR FREE OR FREE FROM INTERRUPTIONS OR OTHER FAILURES. IN PARTICULAR, THE SOFTWARE IS NOT DESIGNED FOR USE IN HAZARDOUS ENVIRONMENTS. Entarian EXPRESSLY DISCLAIMS ANY WARRANTY OF FITNESS FOR HIGH-RISK ACTIVITIES.
7.2 Entarian warrants that it holds the proper rights allowing it to license the Software and is not currently aware of any actions that may affect its rights to do so.
7.3 Entarian cannot guarantee that the Software will work at all times. If you change the Server where it is installed, new licenses be need publishing by Entarian and the customer will have to update their licenses. You acknowledge and agree that such changes are fair and reasonable.
7.4 You should make sure that it is legal to use the Software in your country or jurisdiction. Entarian only provides a license for You to use the software. It is Your responsibility to make sure that You are allowed to use the Software.
7.5 Entarian reserves the right at any time to cease the support of the Software and to alter prospectively the prices, features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics of the Software.
8. MAINTENANCE PLAN
8.1 At any time prior to the expiration of your Maintenance Plan and 14 days after, you may purchase an extension to the current Maintenance Plan. This additional Maintenance Plan will extend the availability of your current Maintenance Plan for a period of time beginning with the date when your Maintenance Plan expires.
8.2 Up to 45 days after the expiration of your Maintenance Plan, you may purchase a renewal of your Maintenance Plan. This will provide you with a new Maintenance Plan that will begin at the date the renewal is purchased.
8.3 If you do not purchase any additional Maintenance Plan, you will still have the right to use the existing Software but you will lose the right to technical support and Software updates and upgrades as of the date your current Maintenance Plan expires.
8.4 A single Maintenance Plan covers multiple licenses.
8.5 Technical support is provided via ticketing on the https://eesm.com/Support/ticketing/ web site. Entarian will use its best efforts to provide you with technical support within forty-eight (48) business hours of your request. Please check our website to find our latest contact information.
8.6 The latest information is provided on the web site at: https://www.eesm.com Please refer to the following web page for additional information:
9.1 Except as provided herein, support for the Software is provided to you free of charge while your current Maintenance Plan is valid. If Entarian discontinues any version of the Software, Entarian reserves the right to limit or cease product support and updates for such discontinued version. Entarian reserves the right to discontinue free support with thirty (30) days written notice posted to the Entarian or the Software web site.
10. HIGH RISK ACTIVITIES
10.1 The Software is not fault-tolerant and is not designed, manufactured or intended for use or resale as on-line control equipment in hazardous 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 weapons systems, in which the failure of the Software could lead directly to death, personal injury, or severe physical or environmental damage ("High Risk Activities"). Entarian and its suppliers specifically disclaim any express or implied warranty of fitness for High Risk Activities.
11. THIRD PARTY SITES AND SOFTWARE
11.1 The Software will direct you to third party Web sites. Entarian does not control, endorse, or guarantee content, including software, data or other information found on such third party sites. You agree that Entarian is not responsible for any content, associated links, resources, or services associated with a third party site. You further agree that Entarian shall not be liable for any loss or damage of any sort associated with your use of third party content. Access to these sites is provided for your convenience only.
11.2 The Software contains third party software. By accepting this EULA, You are also accepting the additional terms and conditions with respect to such software, if any, forth herein.
11.3 This software uses Secure BlackBox DLLs licensed to Entarian under a vendor agreement by Eldos Corporation.
11.3 This software uses Mind Term Java libraries licensed under an OEM agreement to Entarian by Appgate/CryptZone UK Limited.
12.1 If any provision hereof shall be held illegal, invalid or unenforceable, in whole or in part, such provision shall be modified to the minimum extent necessary to make it legal, valid and enforceable, and the legality, validity and enforceability of all other provisions of this Agreement shall not be affected.
13. GOVERNING LAW
13.1 This Agreement is to be governed by and construed in accordance with the laws and jurisdiction of the defending party. Service of process upon either party shall be valid if served by registered or certified mail, return receipt requested and to the most current address provided by such party. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
14.1 Your license to use the Software continues until terminated. This license will terminate automatically if you fail to comply with any term hereof. No notice shall be required from Entarian to effect such termination. You may also terminate this Agreement at any time by notifying Entarian in writing of termination. On termination, you must destroy all copies of the Software. Your obligation to pay accrued charges and fees shall survive any termination of this Agreement.
15.1 Neither this Agreement nor any rights granted hereunder may be sold, leased, assigned, or otherwise transferred, in whole or in part, by you, whether voluntary or by operation of law. Any such attempted assignment shall be void and of no effect without the prior written consent of Entarian.
16. ENTIRE AGREEMENT
16.1 This Agreement contains the entire agreement between Entarian and You related to the software and supersedes all prior agreements and understandings, whether oral or written. It may be amended only by a writing executed by both parties.