END-USER LICENSE AGREEMENT
This End-User License Agreement ("EULA") is a legal agreement between you, either an individual or a single entity ("Customer" or "you"), and EMMA Labs By installing, copying, or otherwise using the above software product, including computer software, associated media, any printed materials, and any "online" or electronic documentation (the "Software"), you agree to be bound by the terms of this EULA.
As used herein, the term "Licensee" shall refer to the person or entity downloading, installing and/or using Software. "Authorized User" shall refer to the Licensee, if the Licensee is an individual person. If the Licensee is an academic institution, "Authorized User" shall refer to any student, faculty or staff member authorized by the Licensee to use the Software while performing duties within the scope of their employment or assignment. If the Licensee is a commercial organization, "Authorized User" shall refer to any employee, independent contractor or temporary worker authorized by the Licensee to use the Software while performing duties within the scope of their employment or assignment. "Licensor" shall refer to EMMA Labs and/or any person or entity who has been duly and properly authorized by EMMA Labs to act as a Licensor.
1. GRANT OF LICENSE
The Software is the property of the Licensor. 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. Any rights not explicitly granted under this EULA are hereby reserved. Provided you have paid all applicable fees and registered the Software with EMMA Labs, the EULA grants you the following personal, non-exclusive, non-transferable rights:
Upon purchase or subscription of a License, the Licensee will receive a unique key-code (hereinafter referred to as a "License Key") that enables an Authorized User to use the Software according to the terms and conditions of the specific License type as described below. Only the Licensor is permitted to produce License Keys for the Software.
You may use the Software on any single computer at a time; use the Software on a network, provided that each person accessing the Software through the network must have a copy licensed to that person; use the Software on a second computer so long as only one copy is used at a time; or copy the Software for archival purposes, provided any copy must contain all of the original Software's proprietary notices.
You may not decompile, disassemble, extract or otherwise reverse engineer any of the Software. You shall not have the right to obtain or use any source code for the Software, nor copy, reproduce, or distribute the Software except as provided above. You agree not to rent or lease the Software, nor use the Software to render time sharing or service bureau services. You may not use the Software in a software production "foundry" environment to make third party software ready for manufacture or installation, except for your internal use.
2. WARRANTY, REMEDY AND LIMITATIONS
EMMA Labs warrants only that the Software will perform in substantial accordance with the accompanying user manual.
Some states do not allow certain warranty limitations, so the restrictions of this Section 2 will apply only to the full extent permitted by applicable law.
EXCEPT AS PROVIDED ABOVE, THE SOFTWARE IS PROVIDED "AS IS" AND WITHOUT WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Customer assumes all risks as to selection, quality, installation, results and performance. EMMA Labs does not warrant that the Software will meet Customer's requirements or that the operation of the Software will be uninterrupted or error free.
NEITHER EMMA Labs NOR ANY OF ITS SUPPLIERS SHALL BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING WITHOUT LIMITATION LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION OR DELAY, OR LOSS OR INABILITY TO USE DATA), EVEN IF EMMA Labs OR ANY OF ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. REGARDLESS OF WHETHER ANY REMEDY SET FORTH IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE, IN NO EVENT SHALL EMMA Labs'S LIABILITY UNDER THIS AGREEMENT EXCEED THE SUM OF ANY AMOUNTS PAID HEREUNDER BY CUSTOMER TO EMMA Labs
You acknowledge and agree that in order to protect the integrity of certain third party content, EMMA Labs or its licensors may provide for the Software security related updates that will be automatically downloaded and installed on your computer. Such security related updates may impair the Software (and any other software on your computer which specifically depends on the Software) including disabling your ability to copy and/or play "secure" content, i.e. content protected by digital rights management. In such an event, EMMA Labs and/or its licensors shall use reasonable efforts to promptly post notices on EMMA Labs web site explaining the security update and providing instructions to end-users for obtaining new versions or further updates of the Software that restore access to secure content and related features
Purchase of a License that is not a time limited subscription License allows the Licensee to use the Software for an unlimited period.
A subscription License is time limited and allows the Licensee to use the Software for the period subscribed. At the end of the subscription period the License granted under this Agreement will terminate, unless the subscription is renewed for a further period.
The license will terminate automatically if Customer fails to comply with the terms, conditions or limitations contained in this EULA, including the payment of applicable license or other fees. On termination, Customer shall, at EMMA Labs 's option, either return to EMMA Labs or destroy all copies of the Software, including documentation. Otherwise, this EULA shall remain in force until terminated. Customer may terminate this EULA at any time (with no obligation on the part of EMMA Labs) by destroying all copies of the Software and providing notice there of to EMMA Labs. The disclaimer of warranty and limitations on liability contained in Section 2 and shall continue in force even after your rights to use the Software are terminated.
4. SUPPORT, UPDATES AND UPGRADES.
4.1. Terms of Support. During the license period you are entitled to technical services and support for the Product which is provided to you by Licensor during the regular business hours (GMT+ 01:00), except for locally-observed holidays, and includes the support provided through a special technical support section of the Licensor’s site (the “Site”). During such period of one year e-mail support is unlimited and includes technical and support questions and patch fixes.
4.2. Updates. During the license period, you may download Updates to the Product when and as the Licensor publishes them on the Site, or through other online services. If the Product is an Update to a previous version of the Product, you must possess a valid license to such previous version in order to use the Update. You may continue to use the previous version of the Product on your Client Device after you receive the Update to assist you in the transition to the Update, provided that:
(i) the Update and the previous version are installed on the same Client Device;
(ii) the previous version or copies thereof are not transferred to another party or Client Device unless all copies of the Update are also transferred to such party or Client Device;
(iii) you acknowledge that any modification that you made to the Product may be lost, altered, distorted or destroyed rendering such modifications, Product or the part thereof inoperable or non-usable; and
(iv) you acknowledge that any obligation the Licensor may have to support the previous version of the Product may be ended upon availability of the Update. Except for the rights to free Updates during the one-year period, as further defined herein, nothing in this Agreement shall be construed as to grant you any rights or licenses with regard to the new releases of the Product or to entitle you to any new release. This Agreement does not obligate the Company to provide any Updates. Notwithstanding the foregoing, any Updates that you may receive become part of the Product and the terms of this Agreement apply to them (unless this Agreement is superseded by a succeeding agreement accompanying such Update or modified version of the Product).
4.3 Upgrades. If the Software is designated by EMMA Labs as an "Upgrade" product, then you may only use the Software if you are also currently a licensed user of the base product to which the Upgrade applies. Unless the EMMA Labs documentation for an Upgrade specifically provides, you may not separate upgrade products from base products, nor transfer them separately. EMMA Labs reserves the sole and exclusive right to set its policies and prices regarding updates, upgrades and enhancements. All other terms of this EULA apply with equal force to Upgrades.
Purchase of a License that is not a time limited subscription License entitles the Licensee to free upgrades of the Software for any minor versions of the Software.
A subscription License entitles the Licensee to free upgrades of the Software during the period subscribed.
5. DEMO/TRIAL/SHAREWARE VERSIONS
If EMMA Labs designates the Software as a "Demo/Trial/Shareware" version, then Customer's license rights under this EULA shall extend solely for a 30 day evaluation period, during which Customer's use is restricted solely to permit Customer to determine whether to purchase an ongoing license to the Software. Customer may make a reasonable number of copies of the Demo version of this Software, including documentation, for internal distribution, provided that any such copies are unmodified and exact. Customer is specifically prohibited from charging or requesting donations for any such copies; and from distributing Demo versions of the Software to third parties without prior written permission. Unregistered use of the Software, including documentation, beyond the 30 day evaluation period violates federal copyright laws. Demo versions are provided strictly on an "as is" basis and Section 2.1 does not apply.
6. U.S. GOVERNMENT RESTRICTED RIGHTS
If Customer is acquiring the Software, including documentation on behalf of the U.S. Government, the following provisions apply.
The Software and Documentation are "commercial items" as defined in 48 C.F.R. 2.101 (Oct. 1995)
Consisting of "commercial computer software" and "commercial computer software documentation" as used in 48 C.F.R. 12.212 (Sept. 1995) and 48 C.F.R. 227-7202 (June 1995)
Use, reproduction, or disclosure by the U.S. Government is subject to the restrictions of this license and 48 C.F.R. 52.227-19(c) (June 1987), 48 C.F.R. 1852.227-86(d) or similar or successor provisions as applicable.