FreeFlyer® Software License Agreement
PLEASE READ BEFORE USE
Effective Date: 03/27/15
Revision: 11
Agreement
Please read this license carefully.
This Software License Agreement (the “Agreement”) is a legal agreement between a.i. solutions, Inc. and the original user (“Licensee”). By continuing the installation of this application, by loading or running the application, or by placing or copying the application onto your computer hard drive, you are agreeing to be bound by the terms of this Agreement. If you do not agree to the terms of this Agreement, promptly return the application and the accompanying items (including all written materials) to a.i. solutions, Inc.
1. Grant of Software License. a.i. solutions, Inc. grants to you the right to use the enclosed FreeFlyer® application (the “Software”) in accordance with this agreement. For the purposes of this agreement, “use” means loading the Software into RAM, as well as installation on a hard disk or other storage device. You may not: rent, lease, modify, translate, disassemble, decompile, reverse engineer, or create derivative works based upon the Software.
2. Installation and Use. Specific rights, obligations, and restrictions apply to each license option as defined below. Licensee’s right to install and use the Software is determined by the license option acquired, including the permitted activation type with respect to such license option. By accepting the terms and conditions of the agreement, Licensee also accepts the license option acquired.
3. License Options:
A. Node Locked. Individual license option. Standalone license for a single computer tied to the computer’s Disk Serial Number or other unique identifier.
B. Network License. Multiple license option tied to named server.
C. Dongle License. Single license option tied to named hardware dongle key.
4. Activation Types
A. Node Locked. The Software may only be installed and operated on a single, designated computer, provided the computer is not a network server and the Software is only operated from that computers console by only one licensed user at any given time. Licensee may re-designate the license to a different computer, whether temporarily or not as per the FreeFlyer software license transfer agreement (SLTA) AIS-FFSLTA-101.
B. Network Named Server. Software may only be installed in a central location on a single designated network server and any number of client computers as desired. However, Licensee may have only as many licensed users simultaneously operating the software as the number of network licenses acquired.
C. Dongle. Software may be installed on any number of designated computers as desired, and may only be accessed when a secure USB or parallel port dongle provided by a.i. solutions, Inc. is connected to the computer. Licensee may have only as many licensed users simultaneously operating the software as the number of dongles acquired.
5. Export. This agreement shall be subject to any and all applicable laws, regulations, orders, or other restrictions on exports of U.S. origin items or services that may be enacted from time to time by the United States of America Government or any agency thereof, including, but not limited to, the U.S. Export Administration Regulations (EAR), 15 C.F.R. Parts 730-774 (all such laws, orders, and regulations referred to herein as “U.S. Export Control Laws”). Licensee hereby agrees and assures a.i. solutions, Inc. that Licensee shall not export, ship, transmit, assign, transfer control, transfer registration, or disclose (directly or indirectly) the Software (including any technology and information in connection therewith), except in a manner consistent with U.S. Export Control Laws. Moreover, Licensee agrees that they shall not use the Software in any way or for any purpose that requires an export license or other governmental approval, without: (i) receiving prior written consent of a.i. solutions, Inc, which consent may be withheld in the exclusive discretion of a.i. solutions, Inc.; (ii) obtaining any and all applicable export licenses and government approvals; and (iii) paying any and all fees and expenses associated therewith. Licensee shall prevent and promptly report to a.i. solutions, Inc. any and all unauthorized exports, shipments, transmissions, assignments, deemed exports, transfers of control, transfers of registration, disclosures, or uses of the Software (including any technology and information in connection therewith) of which Licensee has knowledge or suspicion. Licensee warrants that it is not currently the subject of: (i) any law, regulation, or executive order imposed by the United States, including but not limited to, those enforced by the U.S. Treasury Department’s Office of Foreign Assets Control and the U.S. Department of State, which subjects any person – individual or entity – to any asset freezes, prohibition on engaging in transactions with U.S. persons, prohibition on the export from the United States (or re-export) of goods or services, or any other restriction; or (ii) any law, directive, or regulation of the European Union or any of its Member States related to similar subject matter, (all such laws, regulations, orders, or other restrictions referred to herein as “Economic Sanctions”). Licensee further warrants that it is not (i) 50 percent or more owned, directly or indirectly, by any persons (individuals or entities) that are the subject of any Economic Sanctions; or (ii) owned or controlled in any manner by any person (individual or entity) that is the subject of any Economic Sanctions. Licensee will give written notice to a.i. solutions, Inc. as soon as it becomes aware of any changes to Licensee’s warrants under this Section. a.i. solutions may in its sole discretion determine that Export Control Laws or Economic Sanctions restrict specific activities contemplated pursuant to this Agreement, and may suspend performance of this Agreement as may be required to comply with Export Control Laws or Economic Sanctions. Any act or refusal to act by a.i. solutions that is required for compliance with the Export Control Laws or Economic Sanctions shall not be considered a breach of this Agreement.
6. Copyright. The Software is owned by a.i. solutions, Inc. and is protected by United States copyright laws and international treaty provisions. You must treat the Software like any other copyrighted material, except that you may make one copy of the Software solely for back-up or archival purposes. You may not otherwise reproduce, copy or disclose to others, in whole or in part, the Software. You may not copy the written materials accompanying the Software. You agree to use your good faith efforts to see that any user of the Software licensed thereunder complies with this Agreement.
7. Limited Warranty. a.i. solutions, Inc. warrants that if properly installed and operated on the computer for which it is designed, the Software will perform substantially in accordance with the accompanying written materials for a period of ninety (90) days from the date of receipt. a.i. solutions, Inc.’s entire liability and your exclusive remedy shall be, at a.i. solutions, Inc.’s option, either (a) return of the price paid or (b) repair or replacement of the Software that does not meet a.i. solutions, Inc.’s Limited Warranty. To make a warranty claim, return the Software to a.i. solutions, Inc. along with a description of the problem. This Limited Warranty is void if failure of the Software has resulted in whole or in part from accident, abuse, misapplication or violation of this Agreement. Any replacement Software will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer. This warranty allocates risks of product failure between Licensee and a.i. solutions, Inc. a.i. solutions, Inc.’s product pricing reflects this allocation of risk and the limitations of liability contained in this warranty.
8. NO OTHER WARRANTIES. a.i. solutions, Inc. DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SOFTWARE AND THE ACCOMPANYING WRITTEN MATERIALS. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHERS WHICH VARY FROM JURISDICTION TO JURISDICTION. a.i. solutions, Inc. DOES NOT WARRANT THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED, ERROR FREE OR MEET LICENSEE’S SPECIFIC REQUIREMENTS. THE WARRANTY SET FORTH ABOVE IS IN LIEU OF ALL OTHER EXPRESS WARRANTIES WHETHER ORAL OR WRITTEN.
9. Exclusive Remedies. You agree that your exclusive remedy against a.i. solutions, Inc., its affiliates, contractors, suppliers, and agents for loss or damage caused by any defect or failure in the Software regardless of the form of action, whether in contract, tort, including negligence, strict liability or otherwise, shall be the return of the purchase price paid or replacement of the Software. This Agreement shall be construed in accordance with and governed by the laws of the State of Maryland. Copyright and other proprietary matters will be governed by United States laws and international treaties. IN ANY CASE, a.i. solutions, Inc. SHALL NOT BE LIABLE FOR LOSS OF DATA, LOSS OF PROFITS, LOST SAVINGS, SPECIAL, INCIDENTAL, CONSEQUENTIAL, INDIRECT OR OTHER SIMILAR DAMAGES ARISING FROM BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, OR OTHER LEGAL THEORY EVEN IF a.i. solutions, Inc. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
10. General Provisions. Neither this Agreement nor any part or portion hereof shall be assigned, sublicensed or otherwise transferred by you. Should any provision of this Agreement be held to be void, invalid, unenforceable or illegal by a court, the validity and enforceability of the other provisions shall not be affected thereby. If any provision is determined to be unenforceable, you agree to a modification of such provision to provide for enforcement of the provision’s intent, to the extent permitted by applicable law. Failure of a party to enforce any provision of this Agreement shall not constitute or be construed as a waiver of such provision or of the right to enforce such provision. If you fail to comply with any terms of this Agreement, YOUR LICENSE IS AUTOMATICALLY TERMINATED.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND THIS AGREEMENT, AND UNDERSTAND THAT BY CONTINUING THE INSTALLATION OF THE SOFTWARE, BY LOADING OR RUNNING THE SOFTWARE, OR BY PLACING OR COPYING THE SOFTWARE ONTO YOUR COMPUTER HARD DRIVE, YOU AGREE TO BE BOUND BY THIS AGREEMENT’S TERMS AND CONDITIONS. YOU FURTHER AGREE THAT, EXCEPT FOR WRITTEN SEPARATE AGREEMENTS BETWEEN a.i. solutions, Inc. AND YOU, THIS AGREEMENT IS A COMPLETE AND EXCLUSIVE STATEMENT OF THE RIGHTS AND LIABILITIES OF THE PARTIES. THIS AGREEMENT SUPERSEDES ALL PRIOR ORAL AGREEMENTS, PROPOSALS OR UNDERSTANDINGS, AND ANY OTHER COMMUNICATIONS BETWEEN a.i. solutions, Inc. AND YOU RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.
