END USER LICENSE AGREEMENT
THIS END USER LICENSE AGREEMENT (“EULA”) IS A LEGAL AGREEMENT BETWEEN YOU AND LTC Networking Limited (“LTC”). PLEASE READ THIS AGREEMENT CAREFULLY BEFORE INSTALLING THE SOFTWARE OR USING YOUR LTC PRODUCT. BY INSTALLING THE SOFTWARE OR USING YOUR LTC PRODUCT YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS EULA. IF YOU DO NOT AGREE WITH THE TERMS OF THIS EULA, YOU CAN RETURN THE PRODUCT FOR A REFUND, SUBJECT TO THE TERMS AND CONDITIONS OF THE APPLICABLE RETURN POLICY OF YOUR POINT OF PURCHASE.
IF YOU LIVE IN (OR IF YOUR PRINCIPAL PLACE OF BUSINESS IS IN) THE UNITED STATES AND ARE USING THE SOFTWARE OR THE PRODUCT SOLELY FOR PERSONAL OR HOUSEHOLD USE, PLEASE READ SECTION 16 BELOW, AS IT SUBJECTS DISPUTES TO ARBITRATION UNDER THE CONSUMER ARBITRATION RULES.
AS DESCRIBED BELOW IN SECTION 4, YOU ARE AGREEING TO AUTOMATIC SOFTWARE UPDATES. IF YOU DO NOT AGREE, YOU SHOULD NOT USE THE PRODUCT OR INSTALL THE SOFTWARE.
THE PRODUCT LIMITATIONS SECTION BELOW SPECIFIES IMPORTANT LIMITATIONS OF THE SOFTWARE AND RELATED SERVICES IN CONNECTION WITH LIFE SAFETY AND CRITICAL USES. PLEASE READ THIS SECTION CAREFULLY, AS YOU ARE ACKNOWLEDGING AND AGREEING TO THEM.
“Software” means: (i) any and all software programs or applications, including software applications downloaded and installed on a desktop or a mobile device; (ii) any and all software in the form of embedded software on a LTC product; (iii) any related documentation, modified versions of, upgrades or improvements to such software (unless expressly provided under different terms at the time of update or download), all subsequent versions, copies of such software.
These terms give you specific legal rights, and you may also have other legal rights in addition, which vary depending on the jurisdiction.
Subject to the terms of this EULA, LTC grants you a limited, nonexclusive license to use the Software, solely with the LTC product you have purchased or the LTC service used by you. Except for embedded software on a LTC product, the Software may be copied only for backup or archive purposes in support of your use of the Software as permitted hereunder and to make it available on an internal household or internal enterprise network server solely for downloading onto devices in your possession or control within your household or enterprise; but solely for your use of the Software as provided herein. Any copies must include all copyright and other proprietary notices contained in the original. For embedded Software on a LTC product, you may only use one (1) copy, solely on the LTC product in your possession or control or with the LTC service used by you. You may permanently transfer to another person the Software upon a permanent transfer of the LTC product using the Software, so long as that person agrees to be bound by this EULA, and following such transfer you stop using the product and the Software.
You are not permitted to (and will not permit others to): (A) license, sell, rent, lease, transfer (except as expressly permitted in Section 1), distribute, host, outsource, disclose or otherwise commercially exploit the Software or make the Software available to any third party; (B) copy the Software (except as expressly permitted in Section 1); (C) decompile, disassemble, reverse engineer or attempt to derive the source code of, or create derivative works of, or an installer for, the Software or any part thereof (except as expressly permitted by applicable law); (D) remove or alter any trademark, logo, copyright or other proprietary notice, legends, symbols or labels in the Software.
LTC and its licensors owns and retains all right, title and interest in and to the Software and all copyrights and other intellectual property rights therein. The Software is licensed, not sold, to you by LTC and LTC reserves all rights not expressly granted to you.
Automatic Software Updates.
LTC may from time to time provide bug fixes, updates, upgrades and other modifications to the Software (“Updates”). These may be automatically installed without providing any additional notice or receiving any additional consent. You consent to these automatic Updates. If you do not want such Updates, your remedy is to stop using the Product. The terms of this EULA will govern any Updates provided by LTC that replace and/or supplement the original Software, unless such Updates are accompanied by a separate license in which case the terms of that license will govern.
Third Party Software.
This EULA shall continue until terminated. Either party may terminate this EULA for any reason at any time. Your right to use the Software will automatically terminate without notice from LTC if you violated any terms of this EULA. Upon such termination, you must stop using the Software and remove any copies of the Software in your possession or control. The provisions of sections 6, 7, 8, 9 10, 11, 12, 15, 16 and 17 will remain in effect, after any such termination. LTC makes no representation about the future availability of the Software or any Updates and shall not be liable for any unavailability or removal of the Software or Updates. LTC shall have no responsibility to provide maintenance or support services with respect to the Software.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LTC SOFTWARE AND SERVICES ARE PROVIDED "AS IS", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE LTC SOFTWARE AND SERVICES IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. LTC AND ITS LICENSORS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE LTC SOFTWARE AND SERVICES, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. LTC DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE LTC SOFTWARE OR SERVICES, THAT THE FUNCTIONS CONTAINED IN THE LTC SOFTWARE OR SERVICES WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE LTC SOFTWARE OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE LTC SOFTWARE OR SERVICES WILL BE CORRECTED. NO LTC DEALER, AGENT, OR EMPLOYEE IS AUTHORIZED TO MAKE ANY MODIFICATION, EXTENSION, OR ADDITION TO THIS DISCLAIMER OF WARRANTY.
Some jurisdictions do not allow exclusions of implied warranties or limitations on applicable statutory rights of consumers, so the above exclusions and limitations and may not apply to you.
Limitation of Liability.
TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL LTC OR ITS LICENSORS BE LIABLE FOR ANY COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, SOFTWARE, OR SERVICES, LOST PROFITS, LOSS OF INFORMATION OR DATA, OR ANY OTHER SPECIAL, INDIRECT, CONSEQUENTIAL, OR INCIDENTAL DAMAGES ARISING IN ANY WAY OUT OF THE SALE, LICENSE OR USE OF, OR INABILITY TO USE ANY LTC PRODUCT, SOFTWARE, OR SERVICE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE), EVEN IF LTC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO CASE WILL LTC'S AND ITS LICENSORS’ TOTAL LIABILITY EXCEED THE ACTUAL MONEY PAID FOR THE LTC PRODUCT, SOFTWARE, OR SERVICE GIVING RISE TO THE LIABILITY. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose. 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. The above limitations will not apply in case of personal injury where and to the extent that applicable law requires such liability.
11. Product Limitations.
THE SOFTWARE IS NOT INTENDED FOR USE IN THE OPERATIONS OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL SYSTEMS, MEDICAL DEVICES OR OTHER EQUIPMENT IN WHICH THE FAILURE OF THE SOFTWARE COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE. YOU ACKNOWLEDGE THAT THE SOFTWARE IS NOT CERTIFIED FOR EMERGENCY PURPOSE AND SHOULD NOT BE USED FOR THIS PURPOSE. LTC DOES NOT MONITOR EMERGENCY NOTIFICATIONS, AND IS NOT RESPONSIBLE FOR DISPATCHING EMERGENCY SERVICES TO YOUR HOME.
12. U.S. Government End Users.
The Software is a "Commercial Item", as that term is defined at 48 C.F.R. 2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation," and is being licensed to U.S. Government end users (a) only as Commercial Items, and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions of this EULA. Unpublished-rights reserved under the copyright laws of the United States.
Export Law Assurances.
You agree that you may not export or re-export the Software in violation of any applicable laws or regulations including without limitation those of the United States of America, the European Union, Switzerland and/or the laws or regulation of the jurisdiction(s) in which the Software was obtained.
Agents and Third Party Purchasers.
If you are acquiring the Software on behalf of another person or entity, you represent and warrant that you have the authority to bind the party or entity for which you are acquiring the Software to the terms and conditions of this EULA. You represent that you are of sufficient legal age in your jurisdiction to use or access the software and to enter into this EULA.
Controlling Law; Severability.
If you are in the U.S.A., this EULA will be exclusively governed by and construed in accordance with the laws of the United States and the State of California, without regard to or application of its choice of law rules or principles. If you reside outside the U.S.A., this EULA will be exclusively governed by the laws of Switzerland. If any provision of this EULA is found to be invalid, the parties agree nevertheless that the parties’ intentions as reflected in the provision, and the other provisions of this EULA shall remain in full force and effect.
If you reside in the United States and are using the Software or the Product solely for personal or household use, Section 17 applies to you:
Any dispute arising between you and LTC shall be resolved through final and binding arbitration conducted under the Consumer Arbitration Rules ("Rules ") of the American Arbitration Association except that any dispute that would otherwise fall under the jurisdiction of a small claims court may, at the option of one of the parties, be brought in a small claims court of competent jurisdiction prior to appointment of the arbitrator. The arbitration shall be conducted by a single arbitrator selected by mutual agreement of the parties or under the selection process set forth in the Rules. The costs of the arbitration shall be apportioned between the parties as set forth in the Rules. The arbitrator's award shall be final and binding on the parties without right of appeal. IN ORDER TO AVOID THE LOSS OF EVIDENCE AND ENSURE PROMPT RESOLUTION OF CLAIMS ARISING UNDER THIS AGREEMENT, A PARTY BRINGING ANY CLAIM UNDER THIS EULA MUST PROVIDE THE OTHER PARTY WRITTEN NOTICE OF THE BASIS FOR ITS CLAIM WITHIN ONE (1) YEAR, OR WITHIN THE
MINIMUM TIME REQUIRED BY GOVERNING LAW IF LONGER THAN ONE (1) YEAR, OF THE DATE OF THE OCCURRENCE OF THE EVENT OR FACTS THAT GIVE RISE TO THE CLAIM, OR SUCH PARTY WAIVES THE RIGHT TO PURSUE ANY CLAIM BASED UPON SUCH EVENT OR FACTS.
Entire Agreement; Governing Language.
This agreement sets forth the entire agreement between you and LTC and supersedes all prior agreements, written or oral, with respect to the Software. Any translation of this EULA is done for local requirements and in the event of an inconsistency between the English and any non-English version, the English version of this EULA will govern.