Exciton Boost - Software License Agreement
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. Read the license, and if you agree with its terms, scroll to the bottom and press the acceptance button to take you to the page where you may download the Help file, collateral and Exciton Boost software.
Product: Exciton Boost (referred to below as either Exciton Boost or the SOFTWARE)
IMPORTANT - READ CAREFULLY: By exercising your rights to make and use copies of the SOFTWARE (as may be provided for below), you agree to be bound by the terms of this Genii Software License Agreement. If you do not agree to the terms of this Agreement, promptly delete the license file from all systems and notify Genii Software. License fees are non-refundable.
|Before downloading the Exciton Boost software, Help file or examples, you must read the legal agreement below and agree to its terms. IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MAY NOT DOWNLOAD THIS SOFTWARE.|
This Agreement is between Genii Software Ltd., headquartered at 1401 Prospect Ave E, Suite 515, Cleveland, Ohio 44115 ("Genii" or "Genii Software"), and you, the person or entity downloading and/or using the SOFTWARE referenced above. This Agreement sets forth terms and conditions applicable to your use of this Software.
a. CLIENT LICENSE. A client license refers to a license to use the Exciton Boost software on a Notes client workstation. A client license is not required if the Exciton Boost product is only loaded on the server and never directly accessed or loaded into memory by the Notes client.
b. SERVER LICENSE. A "server", for Exciton Boost licensing purposes, refers to a Domino server which may be used for Domino agent processing and Domino HTTP processing.
c. LICENSE HEADCOUNT refers to registered users in the Lotus Notes Name and Address book. Each user of the SOFTWARE must be included in the license headcount, whether or not the SOFTWARE is currently in use (loaded in RAM). Each Domino server which uses the software must be licensed separately, or as part of a bundled license agreement. Each non-Domino server which uses the Exciton Boost software must be licensed separately. Usage for licensing purposes is NOT based on simultaneous use.
d. LICENSEE COMPANY. This is the company for whom the license is intended, whether the licensee purchases the license directly or has it purchased by an intermediate, reseller or business partner.
2. GRANT OF LICENSE. Genii Software Ltd. grants the LICENSEE COMPANY the right to use the enclosed software in the manner provided below:
a. You may use and distribute a limited number of copies of the software product identified above, which includes "on-line" or electronic documents (the "SOFTWARE"), so long as all copies are exclusively for use in and by employees, contract employees or partners of the LICENSEE COMPANY, and so long as the license headcount for client users and Domino servers is not exceeded. The SOFTWARE is in "use" when it is loaded into temporary memory (i.e., RAM) or when it is installed into permanent memory (e.g., hard disk, CD-ROM or other storage device). The SOFTWARE may not be used by employees, contract employees or partners of the LICENSEE COMPANY as part of any separate venture or company. The SOFTWARE may not be installed or used on computers not owned, leased or otherwise controlled by the LICENSEE COMPANY. It is the responsibility of the LICENSEE COMPANY to ensure that license levels are maintained through the accurate tracking of client and server headcounts.
b. All copies and distributions of the SOFTWARE must be for internal use only, and not republished or distributed beyond the LICENSEE COMPANY's premises. If a consulting organization does work for the LICENSEE COMPANY using the LICENSEE COMPANY's id files, they may be considered as employees of the LICENSEE COMPANY. If a consulting organization does work for the LICENSEE COMPANY and needs to do work using its own id files, a separate development license should be obtained.
c. An Exciton Boost evaluation license allows use for evaluation, testing and demonstration purposes only on no more than two (2) Domino servers. This license may not be used on production systems except in the case of limited duration pilots or active testing and evaluation (when servers are used for both production and development use). The license headcount is controlled simply by agreement when issued as part of a production license or evaluation license. If this SDK license is used by chance or intent for any production use, a production license must be purchased consistent with the use, even if no further use is intended.
d. The Enterprise License allows use and distribution of the SOFTWARE within the LICENSEE COMPANY. Accurate client headcounts need not be maintained, except that the maximum size of the company and its total client and server headcounts must not exceed the stated Enterprise license maximums. For corporate entities, parent companies, affiliates and subsidiaries are NOT considered part of the LICENSEE COMPANY, and thus not licensed by the Enterprise license. For government agencies, each agency or department is considered a separate Enterprise, so separate Departments and Agencies are not licensed by the single Enterprise license. Enterprise licenses may require a signed agreement, and are available only at the discretion of Genii Software Ltd.
3. INTELLECTUAL PROPERTY RIGHTS
All intellectual property rights in the SOFTWARE, license files, user documentation, Sample Formulas and Sample Databases are owned by Genii Software Ltd. and are protected by United States intellectual property laws (including patent, trademark and copyright laws), other applicable intellectual property laws, and international treaty provisions. Therefore, you must treat the SOFTWARE like any other copyrighted material, except that you make may copies of the electronic portions of the SOFTWARE (on-line documentation and DLL's, but not installation program) for distribution within your company, within the parameters of the license headcount of your specific license(s). Genii Software Ltd. retains all rights not expressly granted.
4. OTHER RESTRICTIONS. You may not rent, lease, license or sublicense the SOFTWARE, nor transfer the SOFTWARE on a permanent basis unless the transferee is a subsequent owner of your company (as in the case of a merger or acquisition). You may not alter, merge, modify or adapt the SOFTWARE in any way, and specifically may not reverse engineer, disassemble or decompile the SOFTWARE. If by any method or chance you should find, see or obtain any part or portion of the source code for the SOFTWARE, you must immediately destroy all copies of the source code and may not use or reveal any of such source code to any other party.
5. REDISTRIBUTABLE COMPONENTS.
a. Sample Formulas and Sample Databases. Notwithstanding Section 1, Genii grants you the right to use and modify the Sample Formulas or Sample databases available in the on-line documentation or on the Genii Software web site, provided you comply with Section 5.b and provided that the Help About document for the specific sample does not explicit restrict such use. You may not distribute the Sample Formulas and Sample Databases themselves, or any portion thereof, unless you comply with Section 5.b, and unless you include this license agreement along with the distribution.
b. Redistribution Requirements. If you redistribute the REDISTRIBUTABLE COMPONENTS, you must: (I) distribute the formulas only for use by the SOFTWARE specified above; (ii) include a clear statement that the formulas are for use by the product named above; (iii) include a valid copyright notice on your product (application or database); (iv) agree to indemnify, hold harmless, and defend Genii Software Ltd. from and against any claims or lawsuits, including attorney's fees, that arise or result from the use or distribution of your software application product; and (v) agree to include such requirements on all subsequent redistributions of your software application product.
LIMITED WARRANTY. The SOFTWARE is provided wholly "AS IS" without warranty, representation, promise or guarantee of any kind, either express or implied, statutory or otherwise, including warranties as to quality, performance, merchantability, or fitness for a particular purpose, or any warranty against infringement. Your use of the SOFTWARE is entirely at your own risk.
Except as specifically provided herein, Genii makes no warranty, representation, promise or guarantee, either express or implied, statutory or otherwise, with respect to the SOFTWARE, user documentation or related technical support, including their quality, performance, merchantability or fitness for a particular purpose.
The warranty and remedies set forth herein are exclusive and in lieu of all others, oral or written, express or implied. No Genii dealer, distributor, agent or employee is authorized to make any modification or addition to this warranty. This warranty gives you specific legal rights, and you may also have other rights which vary from state/jurisdiction to state/jurisdiction.
NO LIABILITY FOR CONSEQUENTIAL DAMAGES. To the maximum extent permitted by applicable law, in no event shall Genii Software Ltd. be liable for any damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use or inability to use this SOFTWARE, even if Genii has been advised of the possibility of such damages. Because some states/jurisdictions do not allow the exclusion or limitation of such liability for consequential or incidental damages, the above limitation may not apply to you.
This Agreement is governed by the laws of the State of Ohio and the laws and treaties of the United States of America.
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