This license agreement is a legal agreement between you and NetCat Corporation for the software product. By using the software product, you are agreeing unconditionally to be bound to the license agreement, even if this license agreement is deemed a modification of any previous arrangement or contract. If you do not agree to the terms of this license agreement, do not download, install or use the software product.
0. 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.
For purposes of this License Agreement, "Software Product" refers to the computer software and associated media, printed materials, and "online" or electronic documentation, including without limitation any and all files. The Software has been "Deployed" to a cpu when it is loaded into temporary memory (i.e. RAM) or installed into permanent memory (e.g. hard-disk CD-ROM, or other storage device) of a computer in which the cpu. "Use" means storing, loading (whether into temporary memory (i.e., RAM) or into permanent memory (e.g., hard disk, CD-ROM or other storage device)), installing, executing or displaying the Software Product; and "You" means the company, entity or individual whose funds are used to pay the license fee or who has otherwise acquired the Software Product.
1. Grant of License
1.1 Trial Evaluation Terms and Conditions
The provisions of this Section 1.1 shall apply to Software downloaded for temporary and/or trial use.
License. Subject to the terms and conditions of this Agreement, the Software is licensed, not sold to You by NetCat for an evaluation period of thirty (30) days from the download date ("Evaluation Period").
(a) You may use the Software for your own internal evaluation and for no other purpose.
(b) Your opportunity for a free evaluation of the Software is limited to one Evaluation Period.
(c) There is no fee for Your use of the Software in accordance with this Agreement during the Evaluation Period, however, You are responsible for any applicable shipping charges or taxes which may be incurred under this Agreement, and any fees which may be associated with usage beyond the scope permitted herein.
(d) You acknowledge that You are downloading the Software with the intent to purchase a perpetual license to use the Software upon completion of a successful evaluation of such. A NetCat sales representative may contact You after the download to discuss Licensees purchase of a perpetual license.
AS-IS Warranty. NetCat warrants that it or its licensors retain(s) all intellectual property rights in the Software and any accompanying written materials provided by NetCat, including but not limited to copyright, and that it has the legal right to grant Licensee the License granted under this Agreement. LICENSEE AND NetCat AGREE THAT THE SOFTWARE IS PROVIDED AS IS AND UNSUPPORTED, AND THAT NETCAT MAKES NO WARRANTY AS TO THE SOFTWARE, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE.
1.2 Single License
If you have licensed the Software Product in single form, NetCat Corporation grants You the non-exclusive, non-sublicensable, limited license to Use the Software Product on one single computer. The Software Product may not be installed, accessed, displayed, run, shared or used concurrently on or from different computers, including a workstation, terminal or other digital or analog electronic device.
NetCat reserves any and all rights, implied or otherwise, which are not expressly
The Software Product is licensed as a single product and its component parts may not be separated.
You may not transfer Your rights under this License Agreement.
This License Agreement is in effect until terminated. You may terminate it at any time by destroying the Software Product and all copies You have made. Unauthorized copying or duplication of the Software Product will result in automatic termination of this License Agreement. Without prejudice to any other rights, NetCat Corporation may terminate this License Agreement if You fail to comply with any term or condition of this License Agreement. Upon termination of this License Agreement, You agree to destroy the Software Product and all copies You have made.
Not For Resale ("NFR") Software Product. This Software Product is identified as "Not For Resale" or "NFR". Notwithstanding any other terms and conditions of this License Agreement, You may not, for value or other consideration, distribute, resell, dispose of, or transfer the Software Product.
4. Support Services
NetCat Corporation may provide You with customer and technical support services related to the Software Product ("Support Services"). Any supplemental software code provided to You as part of the Support Services shall be considered part of the Software Product and subject to the terms and conditions of this License Agreement. With respect to any technical information You provide to NetCat Corporation as part of the Support Services, NetCat Corporation may use such information for its business purposes, including product support and development. NetCat Corporation will not utilize such technical information in a manner that personally identifies You.
If the Software Product is identified as an "upgrade", You must be properly licensed to Use a product from NetCat Corporation. A Software Product identified as an upgrade replaces or supplements the product that formed the basis for Your eligibility for the upgrade. Notwithstanding any other terms and conditions of this License Agreement, You may transfer the Software Product only in conjunction with the product that formed the basis for Your eligibility for the upgrade, unless You destroy such product. If the Software Product is an upgrade from a component of a package of software programs which You licensed as a single product, the Software Product may be Used or transferred only as part of that single product package and may not be separated for Use on more than one computer.
6. Reports and Audit Rights
You shall institute reasonable measures to ensure compliance with the terms and conditions of this License Agreement. Upon NetCat Corporation's reasonable request, You agree to provide reports relating to Your Use of the Software Product as necessary to demonstrate Your compliance with the terms and conditions of this License Agreement. You further agree that NetCat Corporation has the right, upon reasonable prior notice, to audit Your records and inspect Your facilities to verify Your compliance with the terms and conditions of this License Agreement.
7. Entire Agreement; Governing Law
This License Agreement constitutes the entire agreement between NetCat Corporation and You with regard to the subject matter hereof and supersedes any and all prior agreements, understandings and representations, whether written or oral, concerning the subject matter of this License Agreement. This License Agreement shall not be modify except by a written agreement executed by a duly authorized representative of each of NetCat Corporation and You.
Nothing in this License Agreement is intended to exclude, modify or restrict the operation of any applicable statute or other law, the provisions of which cannot lawfully be excluded, modified or restricted. If any court of competent jurisdiction determines that a provision of this License Agreement is illegal, invalid or unenforceable in any jurisdiction, then such provision shall be deemed modified to the minimum extent necessary to make it comply with the applicable statute or law of such jurisdiction, and the remaining provisions of this License Agreement shall continue in full force and effect. Any such modification shall not effect any provisions of this License Agreement in any other jurisdiction where this License Agreement governs the Use of the Software Product.
8. Software Product Limited Warranty
8.1 Limited Warranty
NETCAT CORPORATION WARRANTS THAT (a) FOR A PERIOD OF SIXTY (60) DAYS FROM THE DATE OF ORIGINAL PURCHASE ("WARRANTY PERIOD") AS EVIDENCED BY YOUR RECEIPT OR OTHER PROOF OF PURCHASE (i) THE SOFTWARE PRODUCT, UNLESS MODIFIED OR OTHERWISE ALTERED BY YOU, WILL PERFORM SUBSTANTIALLY IN ACCORDANCE WITH THE ACCOMPANYING WRITTEN MATERIALS, AND (ii) THE MEDIA ON WHICH THE SOFTWARE PRODUCT IS FURNISHED WILL BE FREE FROM DEFECTS IN MATERIALS AND WORKMANSHIP UNDER NORMAL USE; AND (b) ANY SUPPORT SERVICES PROVIDED BY NETCAT CORPORATION SHALL BE SUBSTANTIALLY AS DESCRIBED IN APPLICABLE WRITTEN MATERIALS PROVIDED TO YOU BY NETCAT CORPORATION. NetCat Corporation does not warrant that the Software Product will meet Your requirements or that Use of the Software Product will be uninterrupted or error-free. NetCat Corporation is not responsible for problems caused by changes in the operating characteristics of computer hardware or computer operating systems which are made after the release of the Software Product, nor for problems in the interaction of the Software Product with non-NetCat Corporation software products. Some jurisdictions do not allow limitations on duration of an implied warranty, so the above limitation may not apply to You. The Limited Warranty gives You specific legal rights. You may have others, which vary by jurisdiction.
8.2 No Other Warranties
THE ABOVE WARRANTIES ARE EXCLUSIVE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NETCAT CORPORATION DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND THOSE ARISING OUT OF USAGE OF TRADE OR COURSE OF DEALING, CONCERNING THE SOFTWARE PRODUCT, AND THE PRONETCATN OF OR FAILURE TO PROVIDE SUPPORT SERVICES. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY NETCAT CORPORATION, ITS AGENTS, DEALERS, DISTRIBUTORS OR EMPLOYEES SHALL INCREASE THE SCOPE OF THE ABOVE WARRANTIES OR CREATE ANY OTHER WARRANTIES.
REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NETCAT CORPORATION OR ITS SUPPLIERS (OR THEIR RESPECTIVE AGENTS, DIRECTORS, EMPLOYEES OR REPRESENTATIVES) BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, ECONOMIC, PUNITIVE OR SIMILAR DAMAGES, OR DAMAGES FOR LOSS OF BUSINESS PROFITS, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, LOSS OF BUSINESS INFORMATION OR ANY AND ALL OTHER COMMERCIAL OR PECUNIARY DAMAGES OR LOSSES) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE PRODUCT OR THE PRONETCATN OF OR FAILURE TO PROVIDE SUPPORT SERVICES, HOWEVER CAUSED AND ON ANY LEGAL THEORY OF LIABILITY (WHETHER IN TORT, CONTRACT OR OTHERWISE), EVEN IF NETCAT CORPORATION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. YOU ACKNOWLEDGE THAT THE LICENSE FEE REFLECTS THIS ALLOCATION OF RISK. In any event, if any statute implies warranties or conditions not stated in this License Agreement, NetCat Corporation's entire liability under any provision of this License Agreement shall be limited to the amount actually paid by You to license the Software Product. No action may be brought against NetCat later than one (1) year from the termination of this agreement.
8.3 Special Disclaimer for High-Risk Activities
The Software is not designed or intended for use in high-risk activities including, without restriction, on-line control of aircraft, air traffic, aircraft navigation or aircraft communications; or in the design, construction, operation or maintenance of any nuclear facility. NetCat and its suppliers specifically disclaim any express or implied warranty of fitness for such purposes or any other purposes.
Copyright © 2005 NetCat Inc. All rights reserved.
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