Single User License Agreement and Limited Warranty for Stat/Transfer

STAT/TRANSFER

SINGLE-USER LICENSE AGREEMENT

AND LIMITED WARRANTY

 

 

– IMPORTANT –

READ CAREFULLY BEFORE INSTALLING  STAT/TRANSFER SOFTWARE.

By installing or using any portion of  Stat/Transfer Software (the “SOFTWARE”), you accept all of the following terms and conditions of this Stat/Transfer Single-User License Agreement and Limited Warranty (the “LICENSE AGREEMENT”).

LEGAL EFFECTIVENESS

THIS IS A LEGAL AGREEMENT BETWEEN CIRCLE SYSTEMS, INC., A WASHINGTON, USA, CORPORATION, THE COPYRIGHT OWNER OF THE STAT/TRANSFER (“WE”)  AND YOU, AS AN INDIVIDUAL AND NOT AN ENTITY, THE PURCHASER OF A LICENSE TO THE STAT/TRANSFER SOFTWARE AND/OR THE INDIVIDUAL PERSON (NOT AN ENTITY) WHO IS THE END USER OF THE SOFTWARE (YOU”).

CAREFULLY READ THIS LICENSE AGREEMENT BEFORE INSTALLING, USING, OR OPENING A PACKAGED COPY OF THE STAT/TRANSFER SOFTWARE. WE WILL NOT ACCEPT ANY PURCHASE ORDER OR SELL YOU A LICENSE TO INSTALL AND USE THE SOFTWARE UNLESS YOU AGREE TO ALL OF THE TERMS OF THIS LICENSE AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT OPEN, INSTALL, OR USE THE SOFTWARE ON YOUR COMPUTER OR OPEN A PACKAGED COPY. REMOVE ANY AND ALL COPIES OF THE SOFTWARE FROM YOUR COMPUTER AND RETURN THE SOFTWARE AND ANY ACCOMPANYING MATERIALS WITHIN THIRTY (30) DAYS OF PURCHASE, WITH PROOF OF PURCHASE, FOR A FULL REFUND OF THE AMOUNT YOU ORIGINALLY PAID FOR THE SOFTWARE.

SUMMARY OF YOUR LICENSE

We offer single-user licenses, single-user and volume single-user license annual subscriptions, and annual network licenses (lease). The terms and conditions of this LICENSE AGREEMENT apply to all licenses.

Single-user licenses allow YOU to install Stat/Transfer on up to three machines on the local drive, as long as YOU are the primary user of those machines and the only user of Stat/Transfer. For instance, YOU can install Stat/Transfer on your office computer, your home computer, and your laptop. Single user licenses will not work over a network and they should not be used under Terminal Server,  Citrix, or in similar environments.

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Network licenses allow for the installation over a network for a set quantity of users. Every individual who accesses Stat/Transfer during the license term at least once must be covered under a license. We do not offer concurrent, floating, or simultaneous use or any otherwise sharing of each single license.

SOFTWARE LICENSE

This LICENSE AGREEMENT grants YOU a license to the SOFTWARE. YOU are a licensee and not an owner of copies of the SOFTWARE. This LICENSE AGREEMENT, as well as copyright and other intellectual property laws and international treaties protect this SOFTWARE, and set forth your specific rights to use the SOFTWARE. The provisions of this LICENSE AGREEMENT are conditions of YOUR license. If you materially violate a condition, then YOUR use of the SOFTWARE is without authority and may therefore make YOU liable for infringing OUR copyright in the SOFTWARE.

If you have a single user license WE grant YOU the right to install the SOFTWARE on up to three computers (each a “DEDICATED COMPUTER”), as long as YOU are the primary user of those computers, the only user of the SOFTWARE, and to use the SOFTWARE on a single one of those computers at a time. A DEDICATED COMPUTER is one that you use at least 80% of the time that it is in use,

YOU may make a single additional copy of the SOFTWARE for backup or archival purposes. If YOU receive a copy of the SOFTWARE electronically and on disk, YOU may use the disk copy for archival purposes only. Copyright law prohibits YOU from making any other copy of the SOFTWARE and user manual without OUR permission.

For perpetual licenses, YOUR license to the SOFTWARE is perpetual as long as YOU observe the conditions of this LICENSE AGREEMENT. For annual licenses, YOUR license to the SOFTWARE is valid for one year and as long as YOU observe the conditions of this LICENSE AGREEMENT.

 

YOU may not alter, modify, or adapt the SOFTWARE or user manual, or create any derivative works based on them. WE distribute the SOFTWARE in computer executable form only, and do not allow user access to the underlying source code and data. YOU may not reverse engineer, decompile, or disassemble the SOFTWARE to gain access to such code and data, except to the extent applicable law expressly permits such activity. Decompiling or disassembling the SOFTWARE may also violate the SOFTWARE’s copyright.

YOU may not use the SOFTWARE to provide data conversion services for others, whether inside or outside your organization. A license to use the SOFTWARE is necessary to utilize the SOFTWARE’s data conversion functionality.

A single user license does not allow the user of the SOFTWARE as a component in a software as service arrangement,  a component in a web server or service or in a production environment or in a production, or batch environment in which the same set of commands are run more than five times in an annual period.  Specialized licenses are available on request for use cases such as these.   We do not offer concurrent, floating, or simultaneous use or any otherwise sharing of each single license.

YOU may not sublicense, sell, rent, lend, lease, sublicense, or give away the SOFTWARE to others. YOU may, however, with OUR prior written permission, transfer the SOFTWARE, written materials, and this LICENSE AGREEMENT as a package if the other party registers with US and agrees to accept this LICENSE AGREEMENT. This provision is intended to allow users within businesses and government to transfer their license to the SOFTWARE in a job reassignment. Granting permission, however, is within OUR sole discretion, YOU may not transfer a license originally sold in a volume or network license unless YOU transfer all the licenses at the site. YOU may not retain any copies of the SOFTWARE yourself once YOU have transferred it.

Any unauthorized copying, distribution, or modification of the SOFTWARE will automatically cancel your license to use the SOFTWARE and violate the SOFTWARE’s copyright.

SOFTWARE SUPPORT

This LICENSE AGREEMENT entitles YOU to technical support during the term of your subscription or lease, or for perpetual license, until two major versions after yours have shipped.After those periods, WE offer paid technical support subscriptions to licensees.

WE will provide reasonable technical support to answer questions and address problems concerning the operation and use of the SOFTWARE. Technical support is provided in English. Technical support is available exclusively by use of our a form on our website. This LICENSE AGREEMENT also entitles YOU to receive minor version updates to the SOFTWARE that WE publicly release. WE provide these update releases only covering up to two versions back from the current version of the SOFTWARE. Licensees requiring updating covering more than two version releases must purchase a new license to the SOFTWARE.

LIMITED WARRANTY AND REMEDIES

WE warrant that the SOFTWARE will perform in substantial compliance with the specifications set forth in the user manual provided with the SOFTWARE, provided that it is not modified and it is used on computer hardware and with an operating system for which it was designed. In order to qualify for a claim of defective SOFTWARE and requesting a refund, YOU must have worked with a technician to remedy the problem first via our helpdesk and deactivated the software from any and all computers.

These warranties are limited to the 90-day period from YOUR original purchase of a license to the SOFTWARE. If YOU report in writing within 90 days of purchase a substantial defect in the SOFTWARE’s performance, WE will attempt to correct it or, at OUR option, authorize a refund of the amount YOU originally paid for YOUR license to the SOFTWARE.

THE WARRANTIES AND REMEDIES SET FORTH ABOVE ARE EXCLUSIVE AND IN PLACE OF ALL OTHERS, ORAL OR WRITTEN, EXPRESS OR IMPLIED, CONCERNING THE SOFTWARE OR USER MANUAL. WE DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN USING THE SOFTWARE. EXCEPT FOR THE FOREGOING LIMITED WARRANTY AND REMEDIES, AND FOR ANY WARRANTY, CONDITION, REPRESENTATION, OR TERM TO THE EXTENT TO WHICH IT CANNOT OR MAY NOT BE EXCLUDED OR LIMITED BY LAW APPLICABLE TO YOU IN YOUR JURISDICTION. WE MAKE NO OTHER WARRANTIES, REPRESENTATIONS, OR CONDITIONS, EXPRESS OR IMPLIED, WITH RESPECT TO THE SOFTWARE, MEDIA, OR USER MANUAL, INCLUDING THEIR MERCHANTABILITY, SATISFACTORY QUALITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, INTEGRATION, OR FITNESS FOR A PARTICULAR PURPOSE.

WE WILL IN NO EVENT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING FROM THE USE OF OR INABILITY TO USE THE SOFTWARE OR USER MANUAL, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Because software in general is inherently complex and may not be completely free of errors, WE are not responsible for any costs including, but not limited to, lost profits or revenue, loss of time or use of the SOFTWARE, loss of data, the cost of recovering software or data, the cost of substitute software, claims by third parties, or similar costs. In no event will the liability of Circle Systems exceed the amount paid for the license to the SOFTWARE.

NOTICES TO GOVERNMENT LICENSEES

The SOFTWARE and manual are “Commercial Items,” as that term is defined at 48 CFR 2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation,” as such terms are used in 48 CFR 12.212 or 48 CFR 27.7202, as applicable. Consistent with 48 CFR 12.212 or 48 CFR 227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users only as Commercial Items and with only those rights as are granted to all other end users pursuant to the terms and conditions of this LICENSE AGREEMENT. Unpublished-rights reserved under the copyright laws of the United States. Circle Systems, Inc., 1001 Fourth Avenue, Suite 3200, Seattle, WA  98154 USA.

Any State, instrumentality of a State, and officer or employee of a State or its instrumentality acting in their official capacity will not be immune under any doctrine of sovereign immunity from suit for violating this LICENSE AGREEMENT or the SOFTWARE’s copyright.

COMPLIANCE

WE may conduct a reasonable audit of your compliance with this LICENSE AGREEMENT and will be given access to the machines on which the SOFTWARE is installed for purposes of the audit. The audit will be initially conducted at OUR expense, but YOU will be responsible for the reasonable cost of the audit if it discloses a material violation of this LICENSE AGREEMENT or the SOFTWARE’s copyright.

GENERAL

The laws of the State of Washington, USA govern this LICENSE AGREEMENT. Any lawsuit to enforce this LICENSE AGREEMENT or the SOFTWARE’s copyright may be brought and tried in the state or federal courts within King County, Washington, USA. The substantially prevailing party in any lawsuit will be entitled to recover its reasonable attorney’s and expert’s fees and expenses.

This LICENSE AGREEMENT is the complete and exclusive statement of the agreement between YOU and US concerning use of the SOFTWARE. It supersedes any prior agreement or understanding, oral or written, between YOU and US, or our respective agents and employees, with respect to this subject. None of OUR distributors, resellers, dealers, or agents is authorized to make any modification, extension, or addition to this LICENSE AGREEMENT and the limited warranty and limitation of liability included in this LICENSE AGREEMENT.