PrecisionID END-USER LICENSE AGREEMENT (EULA)
IMPORTANT-READ CAREFULLY:
This End-User License Agreement (“EULA”) is a legal agreement
between you (either an individual or a single entity) and PrecisionID (“PrecisionID”).
As used in this EULA, (“You”) shall mean the individual using, or
installing the Software together with any individual or entity, including but
not limited to your employer, on whose behalf you are acting in using or
installing the Software. You agree to be bound by the terms of this EULA by
using, installing or copying software package(s) and related software products
created by PrecisionID (including but not limited to software components,
fonts, source code, encoders, the corresponding documentation and including any
updates, upgrades or modifications thereto) (“Software”). You
shall be the (“Licensee”) under this EULA. This EULA constitutes the
complete agreement between You and PrecisionID. This EULA shall endure to the
benefit of and be binding upon the parties and their respective successors and
permitted assigns. No amendment or modification may be made to this EULA except
in writing signed by You and PrecisionID. If You do not agree to the terms and
conditions of the EULA, discontinue use of the Software immediately.
1. License Grant
In consideration for the license fee paid, and other good and valuable
consideration, PrecisionID grants to You only, the Licensee, the nonexclusive,
nontransferable, world-wide right to use the Software in accordance with this
EULA and the product license type You purchase ("License"). If
You are using this Software for your employer, this EULA also includes your
employer. You may only use the Software if it is properly licensed. As
used in this EULA, the term ("Developer") is defined as an
individual that has a primary job function of developing software applications.
2. License Types:
2.1. Overview:
There are two basic types of Licenses: User Licenses and Developer
Licenses. User Licenses are utilized when the number of users is small and the
Software is only used internally in an organization. The specific User License
is dependent on the number of users who access the software or the number and
type of computers where it is installed as described in sections 2.2 through
2.5. For applications with large numbers of users or where the Software is
distributed outside of the organization or if used with a high speed printer, a
Developer License is required as described in sections 2.6 through 2.11.
2.2. One User License:
This license allows use of the Software for one user, printing to one
printer, on one computer in your organization. If more than one person accesses
the software or if the software needs to be installed on more than one
computer, or if installed in such as way that allows access by multiple users,
a multi-user license is required as described in sections 2.3 through 2.5. A
Developer License is required in the event the Software is; (1) used in
connection with a large multi-user application where the application is
accessed by more than 100 users, or (2) distributed outside the organization,
or (3) used with a high speed printer that prints over 50 pages per minute, or
(4) used on a large computer system with a total software and hardware cost of
over $40,000 US (or equivalent in a foreign currency).
2.3. Ten User License:
The Ten User License is identical to the One User License described in Section
2.2 except software access is granted for up to ten (10) users. This License is
also granted if quantity two (2) One User Licenses are purchased.
2.4. Forty User License:
The Forty User License is identical to the One User License described in
Section 2.2 except software access is granted for up to forty (40) users. This
License is also granted if quantity three (3) One User Licenses are purchased.
2.5. One Hundred User License:
The One Hundred User License is identical to the One User License described in
Section 2.2 except software access is granted for up to one hundred (100)
users. This License is also granted if quantity four (4) One User Licenses are
purchased.
2.6. Developer License Overview:
A Developer License is required in the event the Software is; (1) used in
connection with a large multi-user application where the application is
accessed by more than 100 users, or (2) distributed outside the organization,
or (3) used with a high speed printer that prints over 50 pages per minute, or
(4) used on a large computer system with a total software and hardware cost of
over $40,000 US (or equivalent in a foreign currency). A Developer License grants a Developer
royalty-free distribution of the Software provided it is used within the
limitations described herein.
2.6.1. For software distributed outside your
organization, you may not resell, rent, lease or distribute the Software alone.
The Software must be distributed as a component of an application and bundled
with an application or with the application's installation files. The Software
may only be used as part of, and in connection with, the bundled application.
Therefore, a valid copyright notice must be provided within the user
documentation, start-up screen or in the help-about section of your application
that specifies PrecisionID as the provider of the Software bundled with Your
application, for example: "<<your application name>> contains
barcode components licensed from PrecisionID. These components may only be used
as part of and in connection with <<your application name>>."
2.6.2. You may not resell, rent, lease,
distribute or otherwise use Software in any way that would compete directly
with PrecisionID.
2.6.3. Both internal users and external
users count toward the total number of users a particular Developer License
allows. For example, if a One Developer License is purchased allowing access by
5000 users and the software is distributed to 2000 internal users, you are
allowed to distribute the software to 3000 external users.
2.6.4. You agree to indemnify, hold
harmless, and defend PrecisionID and its suppliers from and against any and all
claims or lawsuits including attorney's fees that arise or result from the use
or distribution of your bundled application.
2.7. Small Business Developer License:
The Small Business Developer License grants all rights of the Developer
License to organizations with a total number of employees and contractors equal
to 20 or less including any parent organizations or subsidiaries. This number
also includes part-time employees. It grants Developer rights for multiple
developers within the organization and grants up to 5000 User Licenses as
described in section 2.6.3.
2.8. One Developer License:
The One Developer License grants all rights of the Developer License to one
(1) developer in a company. It also grants up to 5000 User Licenses as
described in section 2.6.3.
2.9. Four Developer License:
The Four Developer License grants all rights of the Developer License to
four (4) developers in a company. It also grants up to 10,000 User Licenses as
described in section 2.6.3. This License is also granted if quantity two (2) One
Developer Licenses are purchased.
2.10. Eight Developer License:
The Eight Developer License grants all rights of the Developer License to
eight (8) developers in a company. It also grants up to 15,000 User Licenses as
described in section 2.6.3. This License is also granted if quantity three (3) One
Developer Licenses are purchased.
2.11. Unlimited Developer License:
The Unlimited Developer License grants all rights of the Developer License
to an unlimited number of developers in a company. It also grants an unlimited
number of User Licenses as described in section 2.6. This License is also
granted if quantity four (4) One Developer Licenses are purchased.
2.12. Evaluation License:
Software identified as a demo or evaluation version may be used for testing
and evaluation purposes only.
3. Indemnification
PrecisionID warrants to You that PrecisionID is, and will continue to be,
the owner, reseller or licensee of the Software including all patents,
copyrights or other applicable intellectual property rights in and to the
Software unless otherwise indicated in the Software. PrecisionID shall defend,
indemnify and hold Licensee harmless from any third party claims or lawsuits
for intellectual property infringement for properly licensed Software provided
by PrecisionID, If Software is determined to infringe, or in PrecisionID’s
opinion is likely to become the subject of such a claim, PrecisionID shall, at
its option, either obtain for Licensee the right to continue using the Software,
modify or replace the Software to make it non-infringing, or refund the fee
paid, less reasonable depreciation, upon return of the Software; provided,
however, that in no event shall PrecisionID's total liability (including but
not limited to attorney's fees) under this paragraph exceed the purchase price
You paid for the License to use the Software. PrecisionID shall have no
liability regarding any claim arising out of Software that is used in violation
of this EULA, Software that has been altered to be different from the purchased
version, unless the infringing portion exists in the unaltered purchased
version, use of the Software in combination with other products (including but
not limited to third party software and hardware) if the infringement was caused
by such use or combination where the purchased version by itself does not
infringe. You agree to defend, indemnify and hold PrecisionID, its officers,
resellers, contractors, agents and employees, from any and all claims or causes
of action arising out of Your use of or related to the Software, or which
result from Your breach of the terms and conditions of this EULA, and pay any
and all damages and expenses (including but not limited to attorneys fees
incurred by PrecisionID and/or third parties) in connection therewith.
4. Copyright
The PrecisionID Software and the accompanying materials are licensed, not sold,
to You. The Software and the accompanying materials are copyrighted and contain
proprietary information. Unauthorized copying of the Software or accompanying
materials even if modified, merged, or included with other software, or of the
written materials, is expressly forbidden. You may not rent, lease, display or
distribute copies of the Software to others except under the conditions of this
EULA. You may be held legally responsible for any infringement of intellectual
property rights that is caused or encouraged by your failure to abide by the
terms of this EULA. You may also make a reasonable number of archival copies of
the Software for backup and recovery purposes. You may make copies of the
Software as needed for development and use provided the number of copies You
make do not exceed the number of licensed users. In any case, when a copy is
created, the copyright and trademark notices must be reproduced in their
entirety on the copy. PrecisionID reserves all rights not specifically granted
to Licensee.
5. Duration
Subject to the terms and conditions of this EULA, this EULA begins when the
Software is installed, used or when a License for Software is purchased and is
perpetual unless terminated. You may terminate this EULA at any time by
returning the Software to PrecisionID and destroying all copies thereof. This
EULA will terminate automatically without notice from PrecisionID if You fail to
comply with any provision contained herein or if the funds paid for the license
are refunded or are not received. Upon termination, You must destroy the
Software, and all copies, in part and in whole, including modified copies, if
any. Termination of this EULA shall not affect Software bundled and
distributed with an application under the Developer License by You prior to
termination, provided You have purchased a Developer License and funds for the
Developer License were received and have not been refunded or charged-back. All
restrictions prohibiting Your use of the Software and intellectual property
provisions relating to Software to the benefit of PrecisionID shall survive
termination of this EULA. PrecisionID reserves the right to terminate the EULA if
the use of Software by You causes a loss of revenue for PrecisionID that
exceeds the amount You paid for the License.
6. Limitation of Warranty
Although efforts have been made to assure that the Software is date
compliant, correct, reliable, technically accurate and will perform in
accordance with the documentation, the Software is licensed to you as is and
without warranties as to performance of merchantability, fitness for a
particular purpose or use, or any other warranties whether expressed or implied.
You, and any users of the Software assume all risks when using it. To the
maximum extent permitted by applicable law, in no event shall PrecisionID or
its suppliers be liable for any consequential, incidental, indirect, punitive
or special damages arising out of the use of or inability to use the Software
or the provision of or failure to provide support services, even if we have
been advised of the possibility of such damages. In any case, the entire
liability under any provision of this EULA shall be limited to the amount
actually paid by You for the Software.
7. Product Support
PrecisionID offers free technical support by email for 1 year to licensed
clients. Support may only be provided to the appropriate individual that (1)
ordered the software, (2) is integrating the Software or (3) a Developer.
Technical support will only be provided to the end user if each end user orders
a separate License for the Software. For each Developer License that is
purchased, technical support is provided for only the number of licensed
Developers. The Developer responsibilities may be transferred to another
Developer within the organization as necessary provided no more than 2
transfers occur within any 60-day period. Support may be provided beyond 1 year
if You purchase a support incident or an upgrade for the Software.
8. Font Embedding and Conversions
If You have purchased a Developer License, PrecisionID grants You the right to:
(1) convert the associated fonts to other formats as necessary provided the
copyright notices are not be extracted from converted fonts and (2) embed the
fonts in documents or reports (for example, PDF files) that are distributed
outside your organization.
9. Export Restrictions
The Software is subject to U.S. export jurisdiction at the time it is
licensed to You, and it may be subject to additional export or import laws in
other countries. You agree to comply with all such laws and regulations that
may apply to the Software and to indemnify PrecisionID against any and all
claims based on Your exporting or importing of the Software to other countries.
10. Non-Waiver
The failure by either party at any time to enforce any of the provisions of
this License EULA or any right or remedy available hereunder or at law or in
equity, or to exercise any option herein provided, shall not constitute a
waiver of such provision, right, remedy or option or in any way affect the
validity of this License EULA. The waiver of any default by either party shall
not be deemed a continuing waiver, but shall apply solely to the instance to
which such waiver is directed.
11. Controlling Law
This EULA shall be governed by and construed in accordance with the laws of the
United States and the state of North Carolina, as applied to agreements entered
into and to be performed entirely within North Carolina between North Carolina
residents. The courts of the State of North Carolina shall have exclusive
jurisdiction and venue over any dispute, proceeding or action arising out of or
in connection with this EULA or your use of the Software.
12. Severability
If, for any reason, a court of competent jurisdiction finds any provision of
this License EULA, or portion thereof, to be unenforceable, that provision of
the License EULA shall be enforced to the maximum extent permissible so as to effect
the intent of the parties, and the remainder of this License EULA shall
continue in full force and effect.
Copyright © 2006 PrecisionID.com.
All other trademarks mentioned are the property of their respective owners.
V 2006.1