This End-User License Agreement ("EULA") is between You (either an individual, a legal entity or any affiliated companies or other entities) and Luculent Systems, LLC, ("Luculent Systems"). The EULA authorizes You to use the Licensed Software, specified in Clause 1 below, under the terms and conditions set forth below. Read this EULA carefully before installing or using the Licensed Software. By installing, copying, and/or using the Licensed Software, You acknowledge that You:
As used in this EULA, the term "Licensed Software" means
The Licensed Software and all rights, without limitation including proprietary rights therein, are owned by Luculent Systems, their licensors or affiliates and are protected by international treaty provisions and all applicable national laws. The structure, organization, and code of the Licensed Software are the valuable trade secrets and confidential information of Luculent Systems, their licensors or affiliates. Except as expressly and unambiguously provided herein, You do not possess, and Luculent Systems does not grant to You, any express or implied rights (whether by implication, estoppels or other legal theory) in or to any such intellectual property rights and all such rights are retained by Luculent Systems, its licensors or affiliates. You must reproduce and include the copyright notices with any permitted copies You make of the Licensed Software.
The Licensed Software is not sold to You. Luculent Systems only grants to You a non-exclusive, non-transferable license to use the Licensed Software in object code solely for your own use. The configuration and execution of the Licensed Software is supervised by a hardware-bound license key, supplied separately for the Licensed Software. The EULA permits the use of the Licensed Software, only within the boundaries established by the license key.
The license is not transferable to any other hardware, or to another organization or individual.
You may not copy, distribute, or make derivative works of the Licensed Software except as follows:
You are solely responsible for any misuse of the Licensed Software under this EULA and for any liability or damage related in any way to your use of the Licensed Software in violation of this EULA. You are also responsible for using the Licensed Software in accordance with the limitations of this EULA.
This EULA is effective from the first date You install, copy or otherwise use the Licensed Software. You may terminate this license at any time by deleting or destroying the Licensed Software, all backup copies and all related materials provided to You by Luculent Systems. Your license rights terminate automatically and immediately without notice if You fail to comply with any provision of this EULA.
YOU ACKNOWLEDGE THE LICENSED SOFTWARE IS PROVIDED "AS IS" AND NEITHER LUCULENT SYSTEMS NOR ANY OF THEIR LICENSORS MAKE ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR THAT THE LICENSED SOFTWARE WILL NOT INFRINGE ANY THIRD PARTY PATENTS, COPYRIGHTS, TRADEMARKS OR OTHER RIGHTS. THERE IS NO WARRANTY BY LUCULENT SYSTEMS OR THEIR LICENSORS OR BY ANY OTHER PARTY THAT THE FUNCTIONS CONTAINED IN THE LICENSED SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY A LUCULENT SYSTEMS REPRESENTATIVE SHALL CREATE A WARRANTY OR IN ANY WAY AFFECT THIS DISCLAIMER. YOU ASSUME ALL RESPONSIBILITY TO ACHIEVE YOUR INTENDED RESULTS AND FOR THE INSTALLATION, USE, AND RESULTS OBTAINED FROM IT.
This EULA creates no obligations on the part of Luculent Systems other than as specifically set forth herein. Luculent Systems reserves all rights not expressly granted to You in this EULA.
IN NO EVENT SHALL LUCULENT SYSTEMS, ITS EMPLOYEES, LICENSORS, AFFILIATES OR AGENTS BE LIABLE FOR ANY LOST PROFITS OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, PROPERTY DAMAGE, LOSS OF PROFITS, INTERRUPTION OF BUSINESS OR FOR ANY SPECIAL, INDIRECT, INCIDENTAL, ECONOMIC, PUNITIVE OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, AND WHETHER ARISING UNDER CONTRACT, TORT, NEGLIGENCE, OR OTHER THEORY OF LIABILITY, OR ARISING OUT OF THE USE OF OR INABILITY TO USE THE LICENSED SOFTWARE, EVEN IF LUCULENT SYSTEMS IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATION OF LIABILITY SHALL NOT APPLY IF AND TO THE EXTENT LUCULENT SYSTEMS' LIABILITY IS MANDATORY UNDER THE APPLICABLE LAW E.G. PRODUCT LIABILITY LAW OR INTENTIONAL MISCONDUCT.
Luculent Systems and its affiliates have no obligation to furnish You with technical support unless separately agreed in writing between You and Luculent Systems. Luculent Systems and where applicable their licensors in the Licensed Software shall be free to use any feedback and/or technical data including audit data received from You resulting from your access to and use of the Licensed Software for any purpose including (without limitation) the manufacture, marketing and maintenance or support of products and services. If and insofar as permissible under the relevant laws You permit Luculent Systems and its affiliates to audit the use of the Licensed Software and will give assistance and access to the necessary information.
This EULA is governed by the laws of the State of Oregon. No choice of law rules of any jurisdiction will apply. Any disputes arising out of or relating to this EULA shall be settled by the courts in Oregon to the extent permitted by mandatory law.
Unless Luculent Systems has given separate individual contract conditions in writing this EULA represents the entire agreement between You and Luculent Systems relating to the Licensed Software and
Embedded in, or bundled with, this product are open source software (OSS) components and other third party components listed below.
You can get a copy of, distribute and/or modify any open source code for the OSS component under the terms of their respective licenses. In the event of conflicts between Luculent Systems license conditions and the Open Source Software license conditions, the Open Source Software conditions shall prevail with respect to the Open Source Software portions of the software.