SOFTWARE LICENSE AGREEMENT AND
WARRANTY STATEMENT
(End-User Perpetual License/Redistribution Prohibited)
COPPERFASTEN TECHNOLOGIES IS WILLING TO LICENSE THE
SOFTWARE ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN
THIS LICENSE AGREEMENT. PLEASE READ THE TERMS CAREFULLY BEFORE DOWNLOADING AND
INSTALLING AND USING THE SOFTWARE, AS DOWNLOADING AND INSTALLING AND USING THE
SOFTWARE WILL INDICATE YOUR AGREEMENT WITH THEM. BY USING THE SOFTWARE, YOU
ACKNOWLEDGE THAT YOU HAVE READ ALL OF THE TERMS AND CONDITIONS OF THIS
AGREEMENT UNDERSTAND THEM AND AGREE TO BE LEGALLY BOUND BY THEM. IF YOU DO NOT
AGREE WITH THESE TERMS, THEN COPPERFASTEN IS UNWILLING TO LICENSE THE SOFTWARE
TO YOU AND YOU MAY NOT DOWNLOAND, INSTALL OR USE THE SOFTWARE.
1. The Software. The
Software licensed under this Agreement consists of computer programs, data
compilation(s), and documentation referred to as SpamTitan ISO, SpamTitan
Gateway or SpamTitan for VMware� (the "Software").
2. Payment Terms. Grant
to use the Software is dependent upon receipt of the agreed applicable fee�s.
Unless otherwise agreed, fees are payable at the beginning of the license
period and are non-refundable. Where credit card payments are used, you hereby
grant Copperfasten and its affiliates to process and store your payment
information.
3. Renewal Terms: Unless
notified by written notice not less than sixty (60) days prior to the date of
expiry of the agreed license term, this Agreement will renew automatically for
a successive subscription term equal in duration to the term which is expiring.
4. License Grant
(Single CPU or Network; Per CPU). You are granted non-exclusive rights to
install and use the Software on any single computer and/or transmit the
Software over an internal computer network, provided that You acquire and
dedicate a licensed copy of the Software for each computer on which the
Software is used or to which it is transmitted over the internal network. A
license for the Software may not be shared or used concurrently on different computers.
You may purchase additional licenses for the Software from time to time. This
Agreement shall take precedence over any purchase order for additional
licenses, and any conflicting, inconsistent, or additional terms in such
purchase orders shall be null and void. You may copy the Software for archival
purposes, provided that all copies must contain the original Software's
proprietary notices in unaltered form. The Software is a modular operating
system. Some of the components are open source packages, developed
independently, and accompanied by separate license terms. Your license rights
with respect to individual components accompanied by separate license terms are
defined by those terms; nothing in this Agreement shall restrict, limit, or
otherwise affect any rights or obligations you may have, or conditions to which
you may be subject, under such license terms.
5. Restrictions. You
may not: (i) permit others to use the Software,
except as expressly provided above for authorized network use; (ii) modify or
translate the Software; (iii) reverse engineer, decompile, or disassemble the
Software, except to the extent this restriction is expressly prohibited by
applicable law; (iv) create derivative works based on the Software; (v) merge
the Software with another product; (vi) copy the Software, except as expressly
provided above; or (vii) remove or obscure any proprietary rights notices or
labels on the Software.
6. Transfers. You may
not transfer the Software or any rights under this Agreement without the prior
written consent of Copperfasten, which consent shall not be unreasonably
withheld. A condition to any transfer or assignment shall be that the recipient
agrees to the terms of this Agreement. Any attempted transfer or assignment in
violation of this provision shall be null and void.
7. Ownership.
Copperfasten and its suppliers own the Software and all intellectual property
rights embodied therein, including copyrights and valuable trade secrets
embodied in the Software's design and coding methodology. The Software is
protected by United States copyright laws and international treaty provisions.
This Agreement provides you only a limited use license, and no ownership of any
intellectual property.
LIMITED WARRANTY STATEMENT; LIMITATION OF
LIABILITY. Copperfasten warrants only to You that the Software shall perform
substantially in accordance with accompanying documentation under normal use
for a period of ninety (90) days from the purchase date. The entire and
exclusive liability and remedy for breach of this Limited Warranty shall be, at
Copperfasten's option, either (i)
return of the list price of the Software, or (ii) replacement of defective
Software and/or documentation provided the Software and/or documentation is
returned to Copperfasten with a copy of your purchase confirmation.
COPPERFASTEN AND ITS SUPPLIERS AND RESELLERS SPECIFICALLY DISCLAIM THE IMPLIED
WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, SYSTEM INTEGRATION, AND DATA ACCURACY. THERE IS NO WARRANTY
OR GUARANTEE THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED,
ERROR-FREE, OR VIRUS-FREE, OR THAT THE SOFTWARE WILL MEET ANY PARTICULAR
CRITERIA OF PERFORMANCE, QUALITY, ACCURACY, PURPOSE, OR NEED, EXCEPT AS
EXPRESSLY PROVIDED IN THE LIMITED WARRANTY. THIS DISCLAIMER OF WARRANTY
CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. NO USE OF THE SOFTWARE IS
AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER. No action for the above
Limited Warranty may be commenced after one (1) year following the expiration date
of the warranty. If implied warranties may not be disclaimed under applicable
law, then ANY IMPLIED WARRANTIES ARE LIMITED IN DURATION TO ninety (90) days
FROM THE PURCHASE DATE. Some states do not allow limitations on how long an
implied warranty may last, so the above limitations may not apply to You. This
warranty gives you specific rights, and You may have other rights which vary
from state to state.
INDEPENDENT OF THE FORGOING PROVISIONS, IN NO EVENT
AND UNDER NO LEGAL THEORY, INCLUDING WITHOUT LIMITATION, TORT, CONTRACT, OR
STRICT PRODUCTS LIABILITY, SHALL COPPERFASTEN OR ANY OF ITS SUPPLIERS BE LIABLE
TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR
CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS
OF GOODWILL, WORK STOPPAGE, COMPUTER MALFUNCTION, OR ANY OTHER KIND OF
COMMERCIAL DAMAGE, EVEN IF COPPERFASTEN HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. THIS LIMITATION SHALL NOT APPLY TO LIABILITY FOR DEATH OR
PERSONAL INJURY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
IN NO EVENT SHALL COPPERFASTEN'S LIABILITY FOR
ACTUAL DAMAGES FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION,
EXCEED THE AMOUNT OF THE PURCHASE PRICE PAID FOR THE SOFTWARE LICENSE.
The software is only compatible with certain
computers and operating systems. The software is not warranted for
non-compatible systems. Call Copperfasten or your dealer for information about
compatibility.
Non-Copperfasten Products. The Software may include
or be bundled with other software programs licensed or sold by a licensor other
than Copperfasten. Copperfasten does not warrant non-Copperfasten products. Any
warranty service for Copperfasten products is provided by the product licensor
in accordance with the applicable licensor warranty.
MISCELLANEOUS. This Agreement constitutes the
entire understanding of the parties with respect to the subject matter of this
Agreement and merges all prior communications, representations, and agreements.
This Agreement may be modified only by a written agreement signed by the
parties. If any provision of this Agreement is held to be unenforceable for any
reason, such provision shall be reformed only to the extent necessary to make
it enforceable. This Agreement is governed by the laws of the Republic of
Ireland, Europe. Any action at law relating to this Agreement may only be
brought before the courts of competent jurisdiction of Ireland. This license is
written in English and English is its controlling language.
U.S.GOVERNMENT END USERS.
The Software and documentation are provided with RESTRICTED RIGHTS. Use,
duplication, or disclosure by the United States Government is subject to
restrictions as set forth in subparagraph (c)(1) and (2) of the Commercial
Computer Software-Restricted Rights at 48 CFR 52.227-19, as applicable.
Manufacturer is Copperfasten Technologies, Mazars Place, Salthill, Galway,
Ireland.