Jan 29, 2009
IMPORTANT-READ CAREFULLY: This NWIRE Software End-User License Agreement ("EULA") is a legal agreement between you (either an individual or a single entity) and NWIRE SOFTWARE LTD. ('NWIRE') software accompanying this EULA, which includes computer software and may include associated media, printed materials, and "on-line" or electronic documentation (the "SOFTWARE"). By exercising your rights to install and use copies of the SOFTWARE, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, do not install or use the SOFTWARE.
The SOFTWARE is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The SOFTWARE is licensed, not sold.
NWIRE reserves the exclusive right to periodically update this EULA at its discretion at any time, with reasonable notice to you by posting the new EULA at the following URL: http://www.nwiresoftware.com/.
1. GRANT OF LICENSE. The SOFTWARE is licensed as follows:
1.1 Installation and Use. NWIRE grants you a non-exclusive right to install and use copies of the SOFTWARE on your computers running validly licensed copies of the operating system for which the SOFTWARE was designed.
1.2 Backup Copies. You may also make up to two (2) copies of the SOFTWARE as may be necessary for backup and archival purposes.
1.3 Trial License. Effective thirty (30) days commencing on the date you install it unless terminated earlier or extended by NWIRE as set forth herein (the "TRIAL PERIOD"). The License will terminate automatically at the end of the TRIAL PERIOD, if you do not purchase the SOFTWARE. If you fail to comply with any of the limitations or other requirements described herein, NWIRE may immediately terminate the license. At the end of the TRIAL PERIOD or upon the request of NWIRE, whichever is earlier, you will promptly remove all coding and other vestiges of the SOFTWARE from your computer system, and make no further use whatsoever of the SOFTWARE. You may use the Trial License only once.
2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS.
2.1 Pre-release Software. If any component of the SOFTWARE or any of its components is marked "Pre-release" or "Beta", the component of the SOFTWARE constitutes pre-release code and may be changed substantially before commercial release. NWIRE strongly recommends against using such pre-release software in a live operating environment where it may be relied upon to perform in the same manner as a commercially released product or with data that has not been sufficiently backed up.
2.2 Installation and Use.
2.2.1 Node License. It is a node locked license. You must purchase a license solely for your personal use and the SOFTWARE may be installed on no more than two personal computers of the same user. Concurrent use of the SOFTWARE is not permitted by two users.
2.2.2 Site License. Employees of the said entity may use the SOFTWARE on an unlimited amount of computers within the bounds of the entity or the entity's equipment (such as laptops). In no case may the SOFTWARE be distributed, used or shared outside of the Entity or by anyone other than the entity's employees.
2.2.3 Floating License. The entity will use a Limited amount of Licenses, allowing a simultaneous use of the SOFTWARE per the number of licenses of SOFTWARE available. Each use of the floating license requires connection to the NWIRE server. The SOFTWARE may be used solely within the bounds of the entity, and in no case may the SOFTWARE be distributed, used or shared outside of the Entity or the Entity's employees.
2.3 Maintenance of Copyright Notices. You must not remove or alter any copyright notices on all copies of the SOFTWARE.
2.4 Distribution. You may not distribute, share, sublicense, lend, lease or otherwise make the SOFTWARE available to any third party (on the Internet, an information network or tangible media, by broadcast or in any other manner),
2.5 Prohibition on Reverse Engineering, Decompilation, and Disassembly. You may not reverse engineer, decompile, or disassemble the SOFTWARE.
2.6 Rental. You may not rent, lease, or lend the SOFTWARE.
2.7 Assignment. This EULA may not be assigned without the prior written consent of NWIRE.
2.8 Restrictions on Alteration. You may not rename, edit or create any derivative works from the SOFTWARE.
2.9 Support Services. NWIRE may provide you with support services related to the SOFTWARE ("Support Services"). Use of Support Services is governed by the NWIRE policies and programs described in the user manual, in "on line" documentation and/or other NWIRE-provided materials. Any supplemental software code provided to you as part of the Support Services shall be considered part of the SOFTWARE and subject to the terms and conditions of this EULA. With respect to technical information you provide to NWIRE as part of the Support Services, NWIRE may use such information for its business purposes, including for product support and development. NWIRE will not utilize such technical information in a form that personally identifies you.
2.10 Compliance with Applicable Laws. You must comply with all applicable laws regarding use of the SOFTWARE.
2.11 Ownership. You own the magnetic or other physical media on which the SOFTWARE is recorded, but NWIRE and its suppliers retain ownership of the SOFTWARE. You agree to use reasonable efforts to protect the SOFTWARE from unauthorized use, modification, reproduction, distribution and publication.
3. TERMINATION. Without prejudice to any other rights, NWIRE may terminate this EULA and your use of the SOFTWARE at any time, if you fail to comply with the terms and conditions of this EULA, or for any other reason at the sole discretion of NWIRE. In such event, you will promptly remove all coding and other vestiges of the SOFTWARE from your computer system, and make no further use whatsoever of the SOFTWARE, and warrant that you have no further copies in your possession. You can terminate this EULA at any time by returning or destroying all copies of the SOFTWARE and if destroyed sending certification to NWIRE of such destruction.
4. TERM. Except as set of above in Section 1.3, for the purchases of a single EDITION (as specified in Section 5) this Agreement will be unlimited in time but limited by EDITION. If you purchase a subscription allowing you unlimited access to all EDITIONS, upgrades and versions (as may be available from time to time) it will be valid for a period of time starting on the date of installation and continuing for 12 months (the 'LICENSE TERM'), unless this Agreement is terminated earlier as provided above. This provision is valid for all types of Agreements as defined in Section 2.2. Upon expiration of the LICENSE TERM for the SOFTWARE, you may renew the license for the SOFTWARE or uninstall the SOFTWARE.
5. UPGRADES. If the SOFTWARE is an upgrade, module or version of a component of a package of software programs (the 'EDITION') that you licensed as a single EDITION, the SOFTWARE may only be used as part of that single EDITION and may not be separated or used with a higher EDITION. The upgrade may be downloaded or installed per the number of computers for which you are currently licensed. You may make maintenance upgrades for the EDITION you have licensed, but you are bound solely for that EDITION and its different versions (e.g. 1.x.x is a Major Version 1). Software upgrades, modules and versions may be subject to additional license fees. Notwithstanding the above, all other provisions of this EULA shall also apply to any software upgrades. In order prevent doubt, NWIRE does not undertake to make any upgrades or new versions available and may do so at its discretion.
6. COPYRIGHT. All title, including but not limited to copyrights, in and to the SOFTWARE (including but not limited to any images, text, and "applets" incorporated into the SOFTWARE), the accompanying printed materials, and any copies of the SOFTWARE are owned by NWIRE or its suppliers. The Copyright protection applies to all files including configuration files. You are not allowed to change, alter or modify any of the SOFTWARE files, without specific prior written authorization from NWIRE. The SOFTWARE is protected by copyright laws and international treaty provisions. Therefore, you must treat the SOFTWARE like any other copyrighted material.
7. U.S. GOVERNMENT RESTRICTED RIGHTS. The SOFTWARE and documentation are provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as applicable. Manufacturer is NWIRE SOFTWARE LTD. In Tel-Aviv, Israel.
8. EXPORT RESTRICTIONS. You agree that you will not export or re-export the SOFTWARE e to any country, person, entity or end-user contrary to United States (U.S.) export restrictions. Without limiting the generality of the foregoing, you specifically agree not to export or re-export the SOFTWARE to (1) any country to which the U.S. has embargoed or restricted the export of goods or services or anyone who appears on the TDO (Table of Denial Order) or SDN (Specially Designated Nationals) as they appear in the Bureau of Export Administration Regulations; (2) any end-user, person, or entity who you know intends to transmit or transport the SOFTWARE back to such country; (3) any end-user, person or entity who you know will utilize the SOFTWARE in the design, development or production of nuclear, chemical or biological weapons; (4) any end-user, person or entity who has been prohibited from participating in U.S. export transactions by any federal agency of the U.S. government.
9. LIMITED WARRANTY.
9.1 NWIRE warrants that, for a period of ninety (90) days from the date of delivery (as evidenced by a copy of your receipt): (i) when used with a recommended hardware configuration, the SOFTWARE will perform in substantial conformance with the documentation supplied with the SOFTWARE; and (ii) that the media on which the SOFTWARE is furnished will be free from substantial defects in materials and workmanship under normal use.
9.2 EXCEPT AS SET FORTH ABOVE IN THIS SECTION, ASPECTUS NWIRE EXPRESSLY DISCLAIMS ANY WARRANTY FOR THE SOFTWARE. THE SOFTWARE AND ANY RELATED DOCUMENTATION IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE REMAINS WITH YOU. THE TERMS AND PROVISIONS OF THE UNITED NATIONS CONVENTION ON CONTRACTS FOR INTERNATIONAL SALES OF GOODS ARE HEREBY EXPRESSLY EXCLUDED.
10. LIMITATION OF LIABILITY. To the maximum extent permitted by applicable law, in no event shall NWIRE or its suppliers be liable for any special, incidental, indirect, consequential, or other 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 of or inability to use the SOFTWARE or the provision of or failure to provide Support Services, even if NWIRE has been advised of the possibility of such damages. In any case, NWIRE's entire liability under any provision of this EULA shall be limited to the amount actually paid by you for the SOFTWARE; provided however, if you have entered into a NWIRE Support Services Agreement, NWIRE's entire liability regarding Support Services shall be governed by the terms of that agreement. Because some states and jurisdictions do not allow the exclusion or limitation of liability, the above limitation may not apply to you.
11. MISCELLANEOUS. This EULA cannot be modified by purchase order, or representations of anyone other than an agreement signed by an officer of NWIRE. This Agreement shall be governed by the laws of Israel. Any action arising out of or relating to this Agreement may be brought exclusively in Tel-Aviv, Israel, and NWIRE and you irrevocably consent to the jurisdiction of such courts and venue in Tel-Aviv, Israel. Once you have read this EULA and agreed to the terms and conditions herein, please complete the registration as part of the installation process. It is understood that upon your receipt of an activation/license key and/or using the SOFTWARE, you show your acceptance of this EULA. You can terminate this EULA at any time by returning or destroying all copies of the SOFTWARE and if destroyed sending certification to NWIRE of such destruction. Any waiver by NWIRE of any term of this EULA will not be considered a continuing waiver of such right. Should you have any questions concerning this EULA, please contact NWIRE at 15/124 Balfour St., Tel Aviv 65211, Israel, Attention: Mr. Zviki Cohen or via telephone at +972-52-3656563. Copyright © 2009/ NWIRE SOFTWARE Ltd. This Agreement constitutes the entire agreement between NWIRE and you with respect to the subject matter of this Agreement. Sections 4, 5, 8, 9 and 10 will survive the termination of this Agreement.
Should you have any questions concerning this EULA, or if you desire to contact NWIRE for any reason, please write:
NWIRE/ 15/124 Balfour St., Tel Aviv 65211, Israel.
Or email us at support@nwiresoftware.com