IDSS Standard Software Licensing Agreement
IMPORTANT READ CAREFULLY: This License Agreement ("AGREEMENT") is a legal agreement between you (either an individual or a single entity) and Integrated Digital Systems/ScanAmerica, Inc. for all IDSS software products, which includes "online" or electronic documentation and may include computer software and associated media and printed materials ("SOFTWARE PRODUCT" or "SOFTWARE"). By installing, copying, or otherwise using the SOFTWARE PRODUCT, you agree to be bound by the terms of this AGREEMENT. If you do not agree to the terms of this AGREEMENT, you are not authorized to use the SOFTWARE PRODUCT.
SOFTWARE PRODUCT LICENSE
The SOFTWARE PRODUCT is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The SOFTWARE PRODUCT is licensed, not sold.
1. GRANT OF LICENSE.
a. Unless paragraph 1b becomes applicable, Integrated Digital Systems/ScanAmerica, Inc. hereby grants to you the rights to use the SOFTWARE PRODUCT FOR EVALUATION PURPOSES ONLY. Integrated Digital Systems/ScanAmerica, Inc. DOES NOT PERMIT PRODUCTION USE OF THE SOFTWARE, NOR DOES THIS LICENSE CONVEY ANY RIGHT TO GENERATE OR TRANSMIT ORIGINAL DOCUMENTS, INFORMATION OR OTHER OUTPUT FROM THE SOFTWARE. This SOFTWARE may contain locking mechanisms or other restrictions on use.
b. Pursuant to a purchase order and contingent upon payment of all necessary fees, Integrated Digital Systems/ScanAmerica, Inc. will grant you the right to use the SOFTWARE PRODUCT on one or more clients or a network of clients based on the number of client licenses purchased as described by the purchase order you place either directly with Integrated Digital Systems/ScanAmerica, Inc. or through an authorized Integrated Digital Systems/ScanAmerica, Inc. Reseller or distributor, and confirmed by an Integrated Digital Systems/ScanAmerica, Inc. invoice. You are licensed to use the SOFTWARE PRODUCT upon Integrated Digital Systems/ScanAmerica, Inc.'s acceptance of said purchase order. You acknowledge that you are acquiring only a limited non-exclusive license to use the SOFTWARE PRODUCT. Integrated Digital Systems/ScanAmerica, Inc. remains the owner of all right, title and interest in the SOFTWARE PRODUCT and in any copies of it.
2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS.
a. Limitations on Reverse Engineering, Decompilation, and Disassembly. You may not reverse engineer, decompile, or disassemble the SOFTWARE PRODUCT, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
b. Copyright Notices. You must maintain all copyright notices on all copies of the SOFTWARE PRODUCT.
c. No Distribution. You may not distribute copies of the SOFTWARE PRODUCT to third parties.
d. Rental. You may not rent, lease or lend the SOFTWARE PRODUCT.
e. Software Transfer. You may not transfer the SOFTWARE, license, or any other rights to a third party.
f. Termination. Without prejudice to any other rights, Integrated Digital Systems/ScanAmerica, Inc. may terminate this AGREEMENT if you fail to comply with the terms and conditions of this AGREEMENT. In such event, you must destroy all copies of the SOFTWARE PRODUCT and all of its component parts.
3. COPYRIGHT.
All title and copyrights in and to the SOFTWARE PRODUCT, the accompanying printed materials, and any copies of the SOFTWARE PRODUCT are owned by Integrated Digital Systems/ScanAmerica, Inc. or its suppliers. The SOFTWARE PRODUCT is protected by copyright laws and international treaty provisions.
4. U.S. GOVERNMENT RESTRICTED RIGHTS.
The SOFTWARE PRODUCT 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 Integrated Digital Systems/ScanAmerica, Inc./9817 Godwin Drive/Manassas, VA 20110.
5. WARRANTY.
The Licensed SOFTWARE PRODUCT is warranted for a period of ninety (90) days from the date the Licensed SOFTWARE PRODUCT is delivered to you, or for such longer period as may be explicitly required by governing law, to substantially conform to the functionality described in the accompanying documentation.
6. LIABILITY FOR DAMAGES.
In no event shall Integrated Digital Systems/ScanAmerica, Inc. or its suppliers be liable for direct damages in excess of the license fee paid by you or for any consequential, incidental, special or indirect 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, even if Integrated Digital Systems/ScanAmerica, Inc. has been advised of the possibility of such damages.
7. SOFTWARE SUPPORT.
If you have purchased IDS Software Support or Solution Support for the Licensed SOFTWARE PRODUCT, IDS will provide support as follows.
a. Software support shall be available for three hundred sixty five (365) days from the later of the install date of the Licensed SOFTWARE PRODUCT or the purchase order date for IDS Software Support or Solution Support and is subject to renewal upon the mutual agreement of both parties.
b. Software support will consist of the following:
(1). Telephone, mail, fax, e-mail, or website “Help Desk” will be available to resolve Licensed Software problems, Monday – Friday, IDS Holidays excluded, (telephone support may also be unavailable during periods of unscheduled emergencies). Customers can call 1-800-283-0999, or use the online “Help Desk” at www.edgedepot.com , 09:00 – 17:30 EST.
(2). Patches, Major Releases and Minor Releases will be made available to you within a reasonable time after development and testing. IDS does not guarantee that it will fix a Licensed Software problem. However, if you notify IDS of a severe software problem we will use reasonable efforts to fix such problem or issue a Patch or Minor Release with respect to the severe software problem. Patches will only be issued for the then most current release of the Licensed Software.
(3) IDS reserves the right to charge you a separate fee for the issuance of a Major Release.
c. Solely for the purposes of IDS performing its obligations under this agreement, you agree to give IDS reasonable access to the Licensed Software, the system(s) in connection with which the Licensed Software is used, and shall provide such other reasonable assistance as IDS may request.
d. IDS may provide Software Support to you if you have customized your Licensed Software implementation but does not guarantee that it will do so.
8. MISCELLANEOUS.
This AGREEMENT is governed by the laws of the State of Virginia, USA. Should you have any questions concerning this AGREEMENT, or if you desire to contact Integrated Digital Systems/ScanAmerica, Inc. for any reason, please contact Integrated Digital Systems/ScanAmerica, Inc. at: Integrated Digital Systems/ScanAmerica, Inc./9817 Godwin Drive/Manassas, VA 20110