END USER LICENSE AGREEMENT
Software License Agreement for NitroDesk TouchDown
IMPORTANT- PLEASE READ CAREFULLY: BY INSTALLING OR RUNNING THE SOFTWARE (AS DEFINED BELOW), COPYING THE SOFTWARE AND/OR CLICKING ON THE 'I ACCEPT' OPTION BELOW, YOU (EITHER ON BEHALF OF YOURSELF AS AN INDIVIDUAL OR ON BEHALF OF AN ENTITY AS ITS AUTHORIZED REPRESENTATIVE) AGREE TO ALL OF THE TERMS OF THIS END USER LICENSE AGREEMENT ('AGREEMENT') REGARDING YOUR USE OF THE SOFTWARE. IF YOU DO NOT AGREE WITH ALL OF THE TERMS OF THIS AGREEMENT, CLICK ON THE ‘CANCEL' BUTTON AND UNINSTALL THE SOFTWARE.
1. GRANT OF LICENSE:
Subject to the terms below, NitroDesk Inc. hereby grants you a non-exclusive, non-transferable license to install and to use NitroDesk TouchDown ('Software').
The license granted here is null and void if you or your company is party to a fully executed Master Software License Agreement (MSLA), the terms and conditions of which shall supersede this End User License Agreement.
NitroDesk hereby grants to Licensed Customer and its subsidiaries a non-exclusive fully-paid up, perpetual, royalty free license, without the right to sublicense, to allow employees, contractors or other agents of Licensed Customer or its subsidiaries to download, install and use the Software on Devices owned or operated by such individuals, irrespective of the ownership of the Devices. NitroDesk will provide Licensed Customer with a unique license key for each license purchased that will be shipped via e-mail to the Licensed Customer contact identified in writing by Licensed Customer (as may be updated from time to time). It will be Licensed Customer’s responsibility to provide such license keys to each end user
Under this license, you may: (i) install and use the Software for your personal, internal use, (ii) copy the Software for back-up or archival purposes. (iii)You may not distribute the software to others without first obtaining the required licenses, where applicable.
Whether you are licensing the Software as an individual or on behalf of an entity, you may not: (i) reverse engineer, decompile, or disassemble the Software or attempt to discover the source code; (ii) modify, or create derivative works based upon, the Software in whole or in part without the express written consent of NitroDesk Inc.; (iii) distribute copies of the Software; (iv) remove any proprietary notices or labels on the Software; (v) resell, lease, rent, transfer, sublicense, or otherwise transfer rights to the Software;(vi)install or execute the software on any device other than a mobile phone handset;(vii)install or execute the software on a device connected to any type of debugging apparatus.
2. Current Release License:
You acknowledge that you are purchasing the current release of the software, and not a perpetual license to all future versions of the product.
You acknowledge that no title to the intellectual property in the Software is transferred to you. Title, ownership, rights, and intellectual property rights in and to the Software shall remain that of NitroDesk Inc. The Software is protected by copyright and patent laws of the United States and international treaties.
4. DISCLAIMER OF WARRANTY:
YOU AGREE THAT NitroDesk Inc. HAS MADE NO EXPRESS WARRANTIES, ORAL OR WRITTEN, TO YOU REGARDING THE PRODUCTS AND THAT THE PRODUCTS ARE BEING PROVIDED TO YOU 'AS IS' WITHOUT WARRANTY OF ANY KIND. NitroDesk Inc. DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESSED, IMPLIED, OR STATUTORY. YOUR RIGHTS MAY VARY DEPENDING ON THE STATE IN WHICH YOU LIVE.
NitroDesk Inc. SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES RESULTING FROM THE USE OR MISUSE OF THIS PRODUCT.
Please note that you are still responsible for ensuring that your interaction with the services you connect with NitroDesk is governed by the respective terms of usage for those services, and that you agree to adhere to those terms when using NitroDesk. You are solely responsible for any of your interactions with such services.
5. LIMITATION OF LIABILITY: You use this program solely at your own risk.
IN NO EVENT SHALL NitroDesk Inc. BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING BUT NOT LIMITED TO ANY LOSS, OR OTHER INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF THE USE OF THE SOFTWARE, EVEN IF NitroDesk Inc. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL NitroDesk Inc. BE LIABLE FOR ANY CLAIM, WHETHER IN CONTRACT, TORT, OR ANY OTHER THEORY OF LIABILITY, EXCEED THE COST OF THE SOFTWARE. THIS LIMITATION SHALL APPLY TO CLAIMS OF PERSONAL INJURY TO THE EXTENT PERMITTED BY LAW.
This Agreement shall terminate automatically if you fail to comply with the limitations described in this Agreement. No notice shall be required to effectuate such termination. Upon termination, you must remove and destroy all copies of the Software.
7. EXTERNAL SERVICES:
NitroDesk may rely on external services and service providers to provide you with capabilities to interoperate with such services. NitroDesk Inc will not be liable or responsible for any issues arising with the usage of such external parties such as, but not limited to, reduced performance, lack of connectivity, corrupted data. NitroDesk will pursue all commercially reasonable viable means to ensure connectivity and interoperability with the services. But it cannot completely guarantee continued service or connectivity with one or all of such services in the future.
You are encouraged to first verify the performance of the program before you purchase it. Due to the nature of the software and the dependencies to other entities, NitroDesk will not be able to refund you the cost of the software for any reason, including but not limited to future inability to connect to your service provider.
In the event of invalidity of any provision of this Agreement, the parties agree that such invalidity shall not affect the validity of the remaining portions of this Agreement.
You agree that you will not export or re-export the Software outside of the jurisdiction in which you obtained it without the appropriate United States or foreign government licenses.
This Agreement will be governed by the laws of the State of Washington as they are applied to agreements between Washington residents entered into and to be performed entirely within the United States or America. The United Nations Convention on Contracts for the International Sale of Goods is specifically disclaimed.
You agree that this is the entire agreement between you and NitroDesk Inc., which supersedes any prior agreement, whether written or oral, and all other communications between NitroDesk Inc. and you relating to the subject matter of this Agreement.
The product you are using contains binary representations of the following and other third party components which may be open source, freely distributable or licensed libraries
All of the LIMITATIONS AND DISCLOSURES in this document extend to the above contained libraries as well, and NitroDesk does not assume any liability whatsoever arising out of these components.
Reservation of rights.
All rights not expressly granted in this Agreement are reserved by NitroDesk Inc.
All of the Brand Names and Trademarks found in the documents, web sites, software and products are property of the respective owners.