IMPORTANT --- READ CAREFULLY BEFORE OPENING
THE SOFTWARE ENVELOPE OR INSTALLING THE SOFTWARE. By Opening
the disk package, or by installing the downloaded Software from
the VCC Website, you indicate your acceptance of the License
Agreement as set forth below. If you do not accept the license
agreement you are not permitted to use the software.
VIRTUAL COMPUTER CORPORATION SOFTWARE
LICENSE AGREEMENT
READ THE TERMS AND CONDITIONS OF THIS LICENSE
AGREEMENT CAREFULLY BEFORE OPENING THE PACKAGE OR INSTALLING
THE DOWNLOADED THE PROGRAM IS COPYRIGHTED AND LICENSED (NOT SOLD).
BY OPENING THE PACKAGE CONTAINING THE PROGRAM AND INSTALLING
THE SOFTWARE, YOU ARE ACCEPTING AND AGREEING TO THE TERMS OF
THIS LICENSE AGREEMENT. IF YOU ARE NOT WILLING TO BE BOUND BY
THE TERMS OF THIS LICENSE AGREEMENT, YOU SHOULD PROMPTLY RETURN
THE PACKAGE IN UNOPENED FORM, AND YOU WILL RECEIVE A REFUND OF
YOUR MONEY. THIS LICENSE AGREEMENT REPRESENTS THE ENTIRE AGREEMENT
CONCERNING THE PROGRAM BETWEEN YOU AND VIRTUAL COMPUTER CORPORATION
("VCC"). (REFERRED TO AS "LICENSOR"), AND
IT SUPERSEDES ANY PRIOR PROPOSAL, REPRESENTATION, OR UNDERSTANDING
BETWEEN THE PARTIES REGARDING THIS SUBJECT MATTER.
1. License Grant. Licensor hereby grants to
you, and you accept, a nonexclusive license to use the Programs
contained therein in machine-readable, object code form only,
called HOTMan & HOT (collectively referred to as the "Software"),
and the accompanying User Documentation, only as authorized in
this License Agreement. The Software may be used only on a single
computer owned, leased, or otherwise controlled by you; or in
the event of the inoperability of that computer, on a backup
computer selected by you. Neither concurrent use on two or more
computers nor use in a local area network or other network is
permitted without separate authorization and the payment of other
license fees. You agree that you will not assign, sublicense,
transfer, pledge, lease, rent, or share your rights under this
License Agreement. You agree that you may not reverse assemble,
reverse compile, or otherwise translate the Software. Upon loading
the Software into your computer, you may retain the Program Diskettes
for backup purposes. In addition, you may make one copy of the
Software on a second set of diskettes (or on cassette tape) for
the purpose of backup in the event the Program Diskettes are
damaged or destroyed. You may make one copy of the User's Manual
for backup purposes. Any such copies of the Software or the User's
Manual shall include Licensor's copyright and other proprietary
notices. Except as authorized under this paragraph, no copies
of the Program or any portions thereof may be made by you or
any person under your authority or control.
2. Licensor's Rights. You acknowledge and
agree that the Software and Documentation are proprietary products
of Licensor protected under U.S. copyright law. You further acknowledge
and agree that all rights, title, and interest in and to the
Program, including associated intellectual property rights, are
and shall remain with Licensor. This License Agreement does not
convey to you an interest in or to the Program, but only a limited
right of use revocable in accordance with the terms of this License
Agreement.
3. License Fees. The license fees paid by
you are paid in consideration of the licenses granted under this
License Agreement.
4. Term. This License Agreement is effective
upon your opening of this package and/or upon installing the
software via the web and shall continue until terminated. You
may terminate this License Agreement at any time by returning
the Program and all copies thereof and extracts there from to
Licensor. Licensor may terminate this License Agreement upon
the breach by you of any term hereof. Upon such termination by
Licensor, you agree to return to Licensor the Program and all
copies and portions thereof.
5. Limited Warranty. Licensor warrants, for
your benefit alone, for a period of 90 days from the date of
commencement of this License Agreement (referred to as the "Warranty
Period") that the Program Diskettes in which the Software
is contained are free from defects in material and workmanship.
Licensor further warrants, for your benefit alone, that during
the Warranty Period the Program shall operate substantially in
accordance with the functional specifications in the User's Manual.
If during the Warranty Period, a defect in the Program appears,
you may return the Program to Licensor for either replacement
or, if so elected by Licensor, refund of amounts paid by you
under this License Agreement. You agree that the foregoing constitutes
your sole and exclusive remedy for breach by Licensor of any
warranties made under this Agreement. Licensor does not warrant
that the program will meet your requirements, that operation
of the program will be interrupted or error free or that the
errors will be corrected. This warranty will not apply to any
program that has been modified or damaged by any party other
than the Licensor. EXCEPT FOR THE WARRANTIES SET FORTH ABOVE,
THE PROGRAM, AND THE SOFTWARE CONTAINED THEREIN, ARE LICENSED
"AS IS," AND LICENSOR DISCLAIMS ANY AND ALL OTHER WARRANTIES,
WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY
IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE OR NON-INFRINGEMENT. Some states do not allow the exclusion
of implied warranties, so the above exclusion may not apply to
you. This warranty gives you specific legal rights and you may
also have rights which vary from state to state. In any event,
VCC's liability, if any, will be limited to the price received
by VCC for the product only
6. Limitation of Liability. Licensor's cumulative
liability to you or any other party for any loss or damages resulting
from any claims, demands, or actions arising out of or relating
to this Agreement shall not exceed the license fee paid to Licensor
for the use of the Program. In no event shall Licensor be liable
for any indirect, incidental, consequential, special, or exemplary
damages or lost profits, even if Licensor has been advised of
the possibility of such damages.. Some states do not allow the
limitation or exclusion of liability for incidental or consequential
damages , so the above limitation or exclusion may not apply
to you.
7. Trademark. Virtual Computer Corporation
is a trademark of Licensor. No right, license, or interest to
such trademark is granted hereunder, and you agree that no such
right, license, or interest shall be asserted by you with respect
to such trademark.
8. Governing Law. This License Agreement shall
be construed and governed in accordance with the laws of the
State of California except for that body of law dealing with
conflicts of laws. The parties hereby expressly consent to the
jurisdiction of the courts of the State of California over said
parties with respect to any legal action instituted by either
party to resolve a question or dispute arising out of or in connection
with this agreement.
9. Costs of Litigation. If any action is brought
by either party to this License Agreement against the other party
regarding the subject matter hereof, the prevailing party shall
be entitled to recover, in addition to any other relief granted,
reasonable attorney fees and expenses of litigation.
10. Severability. Should any term of this
License Agreement be declared void or unenforceable by any court
of competent jurisdiction, such declaration shall have no effect
on the remaining terms hereof.
11. No Waiver. The failure of either party
to enforce any rights granted hereunder or to take action against
the other party in the event of any breach hereunder shall not
be deemed a waiver by that party as to subsequent enforcement
of rights or subsequent actions in the event of future breaches.
12. Arbitration. Any controversy or claim
arising out of or relating to this warranty, or the breach thereof,
shall be settled by arbitration in accordance with the Commercial
Arbitration Rules of the American Arbitration Association, and
judgment upon the award rendered by the Arbitrator(s) may be
entered in any Court having jurisdiction thereof. Arbitration
shall be held in the State of California. Whenever a controversy
or claim is submitted to arbitration hereunder, the award of
the Arbitrator(s) shall include an assessment of the costs and
reasonable attorney's fees in favor of the prevailing party.
13. Government Licensee. If you are acquiring
or using the Programs on behalf of any unit or agency of the
United States Government, the following provisions apply:
The Government acknowledges VCC's representation
that the Programs and their documentation were developed at private
expense and no part of them is in the public domain. The Government
acknowledges VCC's representation that the License Programs are
"Restricted Computer Software" as that term is defined
in Clause 52.227-19 of the Federal Acquisition Regulations (FAR)
and are "Commercial Computer Software" as that term
is defined in Subpart 27.401 of the Department of Defense Federal
Acquisition Regulation Supplement (DFARS). The Government agrees
that: (I) if the Programs are supplied to the Department of Defense
(DOD), the Programs are classified as "Commercial Computer
Software" and the Government is acquiring only "restricted
rights" in the Programs and their documentation as that
term is defined in Clause 252.227-7013(c)(1) of the DFARS, and
(ii) if the Programs are supplied to any unit or agency of the
United States Government other than the DOD, the Government's
rights in the Programs and their documentation will be as defined
in Clause 52.227-19(c)(2) of the FAR.
RESTRICTED RIGHTS LEGEND
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 Programs clause at DFARS
252.227-7013.
Virtual Computer Corporation, 6925 Canby Avenue, Reseda, CA 91335