» version 1.0.18 - posted on 2010-07-11
EULA - End User License Agreement
HelpBurner License Agreement
If you agree to the terms below, you, your corporation, entity and/or organisation (Client or you) will be considered to have entered into an agreement with Inzone Software Limited (Inzone). Once you download the software you will be able to use an evaluation copy of the software for a period determined by Inzone.
If you decide to purchase the software you must complete the Inzone application and payment details [which are available from www.helpburner.com and when confirmation of your payment has been received, you will be given an Inzone subscription key to enable you to use the software.
INZONE SOFTWARE LICENCE AGREEMENT
IF YOU HAVE ANY QUESTIONS ABOUT THESE TERMS, PLEASE E-MAIL
You and Inzone agree that the use of "HelpBurner" (Software) will be governed by the following agreement. By using, copying, transmitting, [distributing] or installing the software, you agree to be bound by the following terms as though you had signed a copy of the agreement. By agreeing to these terms, you bind not only yourself but also your corporation, entity or organisation. If you do not agree with any of the following terms, do not use, copy, transmit, distribute or install 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.
1. INZONE SOFTWARE LIMITED of Auckland, New Zealand (INZONE); and
AGREE AS FOLLOWS:
1. LICENCE AND PERMITTED USE
Inzone grants Client a non-exclusive, non-transferable licence (Licence) to use the Software on a single computer on the terms of this agreement. All computers that use this product must be licensed. Inzone reserves all rights not expressly granted.
1.2 Permitted Use
Client may use the Software for internal personal and business use only.
IMPORTANT NOTICE : UNTIL A VALID SERIAL NUMBER HAS BEEN ISSUED TO YOU BY INZONE, YOU MAY ONLY USE THE SOFTWARE FOR A TRIAL PERIOD AS DETERMINED BY INZONE. YOU AGREE TO REMOVE ANY COPIES OF THE SOFTWARE UPON EXPIRATION OF THE TRIAL PERIOD IF YOU DO NOT PURCHASE THE SOFTWARE UPON RELEASE. YOU MAY NOT DISTRIBUTE ANY PORTION OF THE SOFTWARE UNTIL YOU ARE ISSUED A VALID SERIAL NUMBER. NO LICENSE IS GRANTED UNTIL THAT TIME.
Electronic Documents : Solely with respect to electronic documents included with the Software, you may make an unlimited number of copies (either in hardcopy or electronic form), provided that such copies shall be used only for internal purposes and are not republished or distributed to any third party.
Storage / Network Use: You may also store or install a copy of the Software on a storage device, such as a network server, used only to install or run the Software on your other computers over an internal network; however, you must acquire and dedicate a license for each instance of the Server Software that the Software will access. A license for the Software may not be shared or used concurrently on different computers.
1.3 Restrictions on Use
Client must not:
(a) copy, modify, enhance or adapt the Software without the prior written consent of Inzone, except that Client may make one copy of the Software solely for backup, testing, disaster recovery and archival purposes;
(b) unless otherwise permitted by law, reverse assemble or reverse compile no allow or cause a third party to reverse assemble or reverse compile, the whole or any part of the Software;
(c) assign or grant sub-licences of any of Client's rights under this agreement or permit third parties to use or modify the Software;
(d) provide the Software either directly or indirectly to any third party;
(e) use or permit the use of the Software to provide any form of bureau services or for similar activities;
(f) exploit the Software otherwise than as permitted under this agreement; or
(g) based on the Software, attempt to create any software which has features or functionality the same as or similar to the features and functionality of the Software.
1.4 Server Usage
You agree that if you use Software in a server environment and that all applications that will access the Software will reside on the server and you will not permit remote access to the Software except through your application residing on the server. You agree not to use Software in a generic, bureau-like fashion whereby remote users to your server use the Software.
If the Software is labeled as an upgrade, you must be properly licensed to use a product identified by Inzone as being eligible for the upgrade in order to use the Software. Software labeled as an upgrade replaces and/or supplements the product that formed the basis for your eligibility for the upgrade. You may use the resulting upgraded product only in accordance with the terms of this Agreement. If the Software is an upgrade of a component of a package of software programs that you licensed as a single product, the Software may be used and transferred only as part of that single product package and may not be separated for use on more than one computer.
1.6 Redistributable Code
No portion of this software may be redistributed
2. TERM AND LICENCE FEE
Subject to clause 2.2, this agreement will commence upon Client's agreement to these terms and conditions and will continue unless terminated or expired in accordance with the terms and conditions of this agreement.
2.2 Evaluation Period
Client is entitled to use the Software for evaluation purposes without charge or fee for a period of 7 days starting from the commencement of this Agreement. After this period the software may disable (cripple) or remove certain features. After this period has expired Client will be required to pay the fee specified by the Distributor to continue using the software in an un-crippled fashion.
2.3 Software Licence Fee
The Client must pay a fee determined by Inzone (Software Licence Fee). The Software Licence Fee is exclusive of all taxes, charges and duties (including but not limited to any value added tax or goods and services tax) which are payable by Client. Upon payment of the Software Licence Fee, Inzone will supply to Client a code or password which will enable Client's continued use of the Software.
3. INTELLECTUAL PROPERTY RIGHTS
3.1 Client acknowledges that Client has no rights of ownership of the intellectual property in the Software.
3.2 All right, title and interest in or to the intellectual property of the Software, together with all modifications, enhancements or adaptations to the Software (whether created by Inzone or any other person) are the property of, or vest on creation in, Inzone as an assignment of future copyright.
3.3 Client must execute all documents and do all things which are reasonably necessary to assign any intellectual property rights in any modifications, enhancements or adaptations to the Software to Inzone.
3.4 This agreement applies to the Software as modified or altered.
The Software is being delivered to you AS IS and Inzone makes no warranty as to its use or performance. Inzone and its suppliers do not and cannot warrant the performance or results you may obtain by using the Software or Documentation. Inzone and its suppliers make no warranties, express or implied, as to noninfringement of third party rights, merchantability, or fitness for any particular purpose.
4.1 Inzone warrants that it has the right to grant the Licence.
4.2 All express or implied representations, conditions, warranties and terms relating to the Software or this agreement not expressly stated in this agreement are excluded to the extent permitted by law. However, nothing in this agreement excludes, restricts or modifies any conditions, warranty, right or remedy implied or imposed by any statute or regulation if it cannot lawfully be excluded, restricted or modified.
4.3 If the law implies or imposes a non-excludable condition or warranty which can be limited, Inzone's liability to Client for breach of that condition or warranty will be limited to one or more of the following as Inzone may decide:
(a) in the case of goods, to:
(i) replacing the foods or supplying equivalent goods;
(ii) repairing the goods;
(iii) paying for the cost of replacing the goods or buying equivalent goods; or
(iv) paying for the cost of repairing the goods; or
(b) in the case of services; to
(i) supplying the services again; or
(ii) paying for the cost of supplying the services again.
4.4 Subject to clause 4.3, except as expressly stated in this clause and to the extent permitted by law, Inzone excludes liability to any person for and in relation to any loss, damage, or expense arising out of the use by that person of the Software or reliance upon the Software in any way, including without limitation, loss of profits or loss of business opportunities, and any other direct , indirect, incidental, special or consequential loss or damages, lost profits or lost business opportunities, even if Inzone has been advised of the possibility of such damages.
4.5 Subject to clause 4.3 and to the extent permitted by law, the maximum aggregate liability of Inzone under or relating to this agreement or its subject matter whether in contract, tort (including without limitation negligence), in equity, under statute, under indemnities or on any other basis, is limited to an amount equal to one quarter of the Software Licence Fee paid by Client under this agreement.
4.6 If a court finds that Inzone has a liability to pay Client damages in circumstances where Client or a third party has contributed to Client's loss, the damages Inzone has to pay, calculated in accordance with this Agreement, will be reduced so far as the law permits to the amount which would be payable by Inzone if:
(a) the defence of contributory negligence applied to a claim based on breach of contract;
(b) Client had not agreed to exempt or limit the liability of anyone other than Inzone; and
(c) Client joined every person who contributed to Client's loss and Inzone or the Client obtained an order for contribution against each of them and they paid Client the full amount of their contribution.
4.7 For the avoidance of doubt, Inzone is not required under this agreement to provide any warranty or support services to Client in respect of the Software.
5.1 The Software is provided solely for Client's benefit and use in accordance with the terms of this agreement. Inzone accepts no liability or responsibility to any third party who benefits from or gains access to the Software as a result of any breach by Client of any of Client's obligations under this agreement. Client agrees to indemnify Inzone against any liabilities, losses, expenses or other costs (including, but not limited to, legal fees) Inzone, Inzone affiliates or Inzone related entities or their respective directors, partners and employees incur in connection with any claims by such third parties against Inzone, Inzone affiliates or Inzone related entities or their respective directors, partners and employees.
5.2 Client agrees to indemnify Inzone, Inzone affiliates and Inzone related entities and their respective directors, partners and employees against any liabilities, losses, expenses or other costs (including, but not limited to, legal fees) arising out of or relating to any wilful, negligent or unlawful act or omission of, or breach of this agreement by Client, or (to the extent permitted by law) any use of, or reliance by, Client of the Software.
6.1 Termination by Inzone
Inzone may terminate this agreement immediately and without notice:
(a) if Client breaches any term of this agreement; or
(b) if Client fails to pay the Software Licence Fee to Inzone as it falls due.
6.2 Termination by Client
Client may terminate this agreement at any time by written notice to Inzone. If Client does so, Client will not be entitled to a refund of any fees already paid.
6.3 Consequences of Termination
Termination of this agreement is without prejudice to any other right or remedy available to the parties. On termination of this agreement Client must immediately cease using and return or destroy all copies of the Software and associated documentation and certify in writing to Inzone that Client has destroyed or returned all copies of the Software and associated documentation to Inzone.
7.1 Transfer of Rights
Client may not assign and transfer your rights under this agreement. Inzone may assign its rights under this agreement at any time.
7.2 Delay, waiver and amendments
No delay by Inzone in enforcing any of the terms or conditions of this agreement will affect or restrict its rights and powers arising under this agreement. A provision or a right under this agreement may not be waived or amended except in writing signed by Inzone.
7.3 Entire Agreement
This agreement constitutes the entire agreement of the parties about its subject matter and supersedes any previous understandings or agreements on that subject matter.
7.4 Governing Law
This agreement is governed by the laws in force in New Zealand. Each party irrevocably and unconditionally submits to the non-excusive jurisdiction of the courts of New Zealand
7.5 Export Restrictions
Client may not directly or indirectly, export or transmit the Software or related documentation and technical data or any process or service that is the direct product of the Software to any country to which such export or transmission is restricted by any applicable U.S. regulation or statute, without the prior written consent, if required, of the Bureau of Export administration of the U.S. Department of Commerce, or such other governmental entity as may have jurisdiction over such export or transmission.
I HAVE READ AND ACCEPT THE ABOVE TERMS. I WARRANT THAT I HAVE THE AUTHORITY TO CONTRACTUALLY COMMIT MYSELF OR MY CORPORATION, ENTITY OR ORGANISATION.