NetOptima Software License Agreement
PLEASE READ THIS CONTRACT CAREFULLY. BY USING ALL OR ANY PORTION OF THE SOFTWARE YOU ACCEPT THAT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU. IF YOU DO NOT AGREE, DO NOT INSTALL OR OTHERWISE USE THIS SOFTWARE.
This License Agreement (“Agreement”) is a legal agreement between Drishti Systems Pvt. Ltd. (“Drishti”, “Licensor”), having its office in Hyderabad, India and you, the user (“Licensee”), is effective the date Licensee installs, downloads, copies or otherwise Uses, in whole or in part, a Drishti software product (“Software”), and is limited to the specific version installed, downloaded, copied or otherwise Used by Licensee. Herein, “Use”, “Uses” or “Used” means to access any of the files that are included with the Software, to consult any of the documentation included with the Software, or to otherwise benefit from using the Software.
The Software is licensed, not sold. If Licensee has legitimately obtained a registered license for the Software from Drishti or an authorized reseller, Licensee is considered to be an authorized (“Authorized”) licensee.
Drishti licenses a non-exclusive, non-transferable license to use the “Software” on a single computer for which it was purchased.
The licensee may not copy, disseminate, reverse engineer any computer program or data contained in the Software.
This License does not entitle Licensee to receive from Drishti hard-copy documentation, technical support, telephone assistance, or enhancements or updates to the Product unless a specific Product has been purchased by the Licensee that clearly states otherwise. Licensor warrants that it has the right to grant the foregoing license free and clear of third party intellectual property claims, and should any third party intellectual property claims arise Licensor will defend and hold Licensee harmless from such claims.
All title and copyrights in and to the SOFTWARE (including but not limited to any images, photographs, animation, video, audio, music, text and "applets" incorporated into the SOFTWARE) and the accompanying printed materials are owned by Drishti or its suppliers. The SOFTWARE is protected by Indian copyright laws and international treaty provisions. All rights are reserved worldwide. You must treat the SOFTWARE like any other copyrighted material, except that you may, in addition to the copies permitted in this LICENSE, make one copy of the SOFTWARE solely for backup or archival purposes. No part of the accompanying printed materials may be reproduced, transmitted, transcribed, stored in any retrieval system, or translated into any language by any means without the express prior written permission of Drishti.
Licensee may not Use, copy, modify, translate, or transfer the Software, documentation, license key, or any of the files included with the Software except as expressly defined in this agreement. Licensee may not attempt to unlock or bypass any “copy-protection”, licensing or authentication algorithm utilized by the Software. Licensee may not remove or modify any copyright notice, nor any "About" dialouge or the method -by which it may be invoked. Licensee may not rent or lease the Software. Violations will be prosecuted to the maximum extent possible under the law.
EXCEPT AS SPECIFIED IN THIS WARRANTY, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE, ARE HEREBY EXCLUDED TO THE EXTENT ALLOWED BY APPLICABLE LAW.
LIMITATION OF LIABILITY.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LICENSOR OR ITS SUPPLIERS OR RESELLERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE PRODUCT, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN ANY CASE, LICENSOR'S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL NOT EXCEED IN THE AGGREGATE THE SUM OF THE FEES LICENSEE PAID FOR THIS LICENSE (IF ANY) AND FEES FOR SUPPORT OF THE PRODUCT RECEIVED BY DRISHTI UNDER A SEPARATE SUPPORT AGREEMENT (IF ANY), WITH THE EXCEPTION OF DEATH OR PERSONAL INJURY CAUSED BY THE NEGLIGENCE OF LICENSOR TO THE EXTENT APPLICABLE LAW PROHIBITS THE LIMITATION OF DAMAGES IN SUCH CASES. DRISHTI IS NOT RESPONSIBLE FOR ANY LIABILITY ARISING OUT OF CONTENT PROVIDED BY LICENSEE OR A THIRD PARTY THAT IS ACCESSED THROUGH THE PRODUCT AND/OR ANY MATERIAL LINKED THROUGH SUCH CONTENT.
HIGH RISK ACTIVITIES.
The Product 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 Product could lead directly to death, personal injury, or severe physical or environmental damage ("High Risk Activities"). Accordingly, Licensor and its suppliers specifically disclaim any express or implied warranty of fitness for High Risk Activities. Licensee agrees that Licensor and its suppliers will not be liable for any claims or damages arising from the use of the Product in such applications.
This LICENSE and your right to use the SOFTWARE will terminate immediately without notice from Drishti if you fail to comply with the terms and conditions of this LICENSE. Upon termination, you agree to destroy the SOFTWARE, including all accompanying documents and copies. This is in addition to and not in lieu of any criminal, civil or other remedies available to Drishti. Drishti credit policy will apply. Drishti credit policy is available upon request.
ACADEMIC LICENSE ELIGIBILITY REQUIREMENTS.
Drishti offers qualified Educational Institutions or Organizations and eligible Academic End Users the ability to buy educational licenses of Drishti products for use in educational institutes. Educational versions of Drishti products can not be used for any commercial purpose. Programs and prices are subject to change without notice. Please contact us for eligibility requirements or if you have any other questions about the Drishti Education Program, e-mail us at: email@example.com
- This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof.
- This Agreement may be amended only by a writing signed by both parties.
- If any provision in this Agreement should be held illegal or unenforceable by a court having jurisdiction, such provision shall be modified to the extent necessary to render it enforceable without losing its intent, or severed from this Agreement if no such modification is possible, and other provisions of this Agreement shall remain in full force and effect.
- The controlling language of this Agreement is English. If Licensee has received a translation into another language, it has been provided for Licensee's convenience only.
- A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof.
- The provisions of this Agreement which require or contemplate performance after the expiration or termination of this Agreement shall be enforceable notwithstanding said expiration or termination.
- Licensee may not assign or otherwise transfer by operation of law or otherwise this Agreement or any rights or obligations herein except in the case of a merger or the sale of all or substantially all of Licensee's assets to another entity.
- This Agreement shall be binding upon and shall inure to the benefit of the parties, their successors and permitted assigns.
- Neither party shall be in default or be liable for any delay, failure in performance (excepting the obligation to pay) or interruption of service resulting directly or indirectly from any cause beyond its reasonable control.
- The relationship between Licensor and Licensee is that of independent contractors and neither Licensee nor its agents shall have any authority to bind Licensor in any way.
- If any dispute arises under this Agreement, the prevailing party shall be reimbursed by the other party for any and all legal fees and costs associated therewith.
- The headings to the sections of this Agreement are used for convenience only and shall have no substantive meaning.
- Licensor may use Licensee’s name in any customer reference list or in any press release issued by Licensor regarding the licensing of the Product and/or provide Licensee’s name and the names of the Product licensed by Licensee to third parties.
- In case of any dispute arising out of this agreement, it shall be subject to the jurisdiction of appropriate Court at Secunderabad / Hyderabad / Ranga Reddy District, Andhra Pradesh, India.