YOU AGREE TO BE BOUND BY THE TERMS & CONDITIONS OF THIS AGREEMENT BY INSTALLING, COPYING, OR USING THE PRODUCT/S. IF YOU DO NOT AGREE, DO NOT INSTALL, COPY, OR USE THE PRODUCT/S; YOU MAY RETURN IT TO YOUR PLACE OF PURCHASE FOR A FULL REFUND, IF APPLICABLE
1. GRANT OF LICENSE. NiN Trust grants you the following rights provided that you fully comply with all terms and conditions of this agreement:
1.1 Installation and use. You may:
(a) install and use a copy of the Product/s on one stand-alone computer or other device; and
(b) install an additional copy of the Product/s on a second, portable device for the exclusive use of the primary user of the first copy of the Product/s.
1.2 Alternative Rights for Storage/Network Use. As an alternative to Section 1.1(a), you may install a copy of the Product/s on a network storage device, such as a server computer, and allow one access device, such as a personal computer, to access and use that licensed copy of the Product/s over a private network. You must obtain a license to the Product/s for each additional device that accesses and uses the Product/s installed on the network storage device, except as permitted by Section 1.4 of this agreement.
1.3 License Grant for remote access. You may use remote access technologies to access and use your licensed copy of the Product/s, provided that only the primary user of the device hosting the remote desktop session accesses and uses the Product/s with a remote access device. These remote desktop rights do not permit you to use the Product/s on both the device hosting the remote desktop session and the access device at the same time.
1.4 License Grant for remote after-sales services. You may permit any device to access and use your licensed copy of the Product/s for the sole purpose of providing you with technical support and after-sales services.
1.5 License Grant for Tools and Reference Data. The Product/s may include certain tools, graphics and reference data that are identified in the Product/s for your use.
• You may copy and modify the Reference Data, and license, display and distribute them, along with your modifications as part of your product/s products and services, including your web sites, but you are not licensed to do any of the following:
• You may not sell, license or distribute copies of the Tools and Reference Data by themselves or as part of any collection, product or service if the primary value of the product or service is in the Tools and Reference Data.
• You may not grant customers of your product or service any rights to license or distribute the Tools and Reference Data.
• You may not license or distribute any of the Tools and Reference Data that include representations of identifiable individuals, governments, logos, initials, emblems, trademarks, or entities for any commercial purposes or to express or imply any endorsement or association with any product, service, entity, or activity.
• You may not create fraudulent or false works, as defined by federal law at the time the work is created, using the Tools and Reference Data. In addition, you must (a) indemnify and defend NiN Trust from and against any claims or lawsuits, including attorneys’ fees that arise from or result from the licensing, use or distribution of Tools and Reference Data as modified by you, and (b) include a valid copyright notice on your products and services that include the Tools and Reference Data.
1.6 License Grant for Documentation. The documentation that accompanies the Product/s is licensed for internal, non-commercial reference purposes only.
1.7 License Grant for Templates. The Product/s may include document/data templates. You may copy and modify the document/data templates available as part of the NiN Trust product/s that accompanies this agreement and distribute such templates along with your modifications for use by other licensees of the Product/s. You also may copy, modify and distribute the templates available through related Internet-based services along with your modifications for use by other licensees of the Product/s, but only for personal or commercial correspondence involving person-to-person communication. You are not licensed to do any of the following:
• You may not sell, resell, license, rent, lease, lend, or otherwise transfer for value, the templates.
• You may not distribute the templates available via Internet-based services as part of any product or service.
• You may not copy or post any templates available through Internet-based services on any network computer or broadcast it in any media.
You must indemnify and defend NiN Trust against any claims or lawsuits, including attorneys’ fees, which arise from or result from the licensing or distribution of the templates as modified by you.
2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS
2.1 Mandatory Activation. THERE ARE TECHNOLOGICAL MEASURES IN THIS PRODUCT/S THAT ARE DESIGNED TO PREVENT UNLICENSED USE OF THE PRODUCT/S.
You may not be able to exercise your rights to the Product/s under this agreement after a finite number of product launches unless you activate your copy of the Product/s in the manner described during the launch sequence. You may also need to reactivate the Product/s if you modify your computer hardware or alter the Product/s. NiN Trust will use those measures to confirm you have a legally licensed copy of the Product/s. If you are not using a licensed copy of the Product/s, you are not allowed to install the Product/s or future Product/s updates. NiN Trust will not collect any personally identifiable information from your device during this process.
2.2 Internet-Based Services. You may not use any NiN Trust Internet-based services associated with the Product/s in any manner that could damage, disable, overburden, or impair such services or interfere with any other party’s use and enjoyment of them. You may not attempt to gain unauthorized access to any service, account, computer systems or networks associated with the Internet-based services.
2.3 Speech/Handwriting Recognition. If the Product/s includes speech and/or handwriting recognition component(s), you should understand that speech and handwriting recognition are inherently statistical processes; that recognition errors are inherent in the processes; that it is your responsibility to provide for the handling of such errors and to monitor the recognition processes and correct any errors. Neither NiN Trust nor its suppliers shall be liable for any damages arising out of errors in the speech and handwriting recognition processes.
2.4 Report-Writing Run-time Product/s Limitations. The Product/s may contain report-writing run-time product/s. Other than use with the Product/s, you may not use the Run-time Product/s with any other product/s application nor use the Run-time Product/s as part of any process or system that is used to automatically deliver, share or distribute documents or other work created using the Run-time Product/s.
3. RESERVATION OF RIGHTS AND OWNERSHIP. NiN Trust reserves all rights not expressly granted to you in this agreement. The Product/s is protected by copyright and other intellectual property laws and treaties. NiN Trust or its suppliers own the title, copyright, and other intellectual property rights in the Product/s. The Product/s is licensed, not sold. This agreement does not grant you any rights to trademarks or service marks of NinTrust.
4. LIMITATIONS ON REVERSE ENGINEERING, DECOMPILATION, AND DISASSEMBLY. You may not reverse engineer, decompile, or disassemble the Product/s, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
5. NO RENTAL/COMMERCIAL HOSTING. You may not rent, lease, lend or provide commercial hosting services with the Product/s.
6. CONSENT TO USE OF DATA. You agree that NiN Trust and its affiliates may collect and use technical information gathered as part of the product support services provided to you, if any, related to the Product/s. NiN Trust may use this information solely to improve our products or to provide customized services or technologies to you and will not disclose this information in a form that personally identifies you.
7. LINKS TO THIRD PARTY SITES. NiN Trust is not responsible for the contents of any third-party sites or services, any links contained in third-party sites or services, or any changes or updates to third-party sites or services. NiN Trust is providing these links and access to third-party sites and services to you only as a convenience, and the inclusion of any link or access does not imply an endorsement by NiN Trust of the third-party site or service.
8. ADDITIONAL PRODUCT/S/SERVICES. This agreement applies to updates, supplements, add-on components, or Internet-based services components, of the Product/s that NiN Trust may provide to you or make available to you after the date you obtain your initial copy of the Product/s, unless they are accompanied by separate terms. NiN Trust reserves the right to discontinue Internet-based services provided to you or made available to you through the use of the Product/s.
9. UPGRADES. To use Product/s identified as an upgrade, you must first be licensed for the product/s identified by NiN Trust as eligible for the upgrade. After installing the upgrade, you may no longer use the original product/s that formed the basis for your upgrade eligibility, except as part of the upgraded product/s.
10. NOT FOR RESALE. Product/s may not be sold or otherwise transferred for value, or used for any purpose other than demonstration, test or evaluation.
11. ACADEMIC PRODUCT/S. To use Product/s identified for "Academic" use you must be a Qualified User. For qualification-related questions, please contact the NiN Trust .
12. EXPORT RESTRICTIONS. You acknowledge that the Product/s is subject to U.S. export jurisdiction. You agree to comply with all applicable international and national laws that apply to the Product/s, including the U.S. Export Administration Regulations, as well as end-user, end-use, and destination restrictions issued by U.S. and other governments.
13. SEPARATION OF COMPONENTS. The Product/s is licensed as a single product. Its component parts may not be separated for use on more than one device.
14. PRODUCT/S TRANSFER. Internal. You may transfer your copy of the Product/s to a different device. After the transfer, you must completely remove the Product/s from the former device. Transfer to Third Party. If you are the person who initially licensed the Product/s, you may make a one-time permanent transfer of this agreement, Product/s and Certificate of Authenticity (if applicable) to another end user, provided that you do not retain any copies of the Product/s. This transfer must include all of the Product/s (including all component parts, the media and printed materials, any upgrades, this agreement, and, if applicable, the Certificate of Authenticity) . The transfer may not be an indirect transfer, such as a consignment. Prior to the transfer, the end user receiving the Product/s must agree to all the agreement terms.
15. TERMINATION. Without prejudice to any other rights, NiN Trust may terminate this agreement if you fail to comply with the terms and conditions of this agreement. In such event, you must destroy all copies of the Product/s and all of its component parts.
16. LIMITED WARRANTY FOR PRODUCT/S ACQUIRED IN THE US AND CANADA. NiN Trust warrants that the Product/s will perform substantially in accordance with the accompanying materials for a period of ninety (90) days from the date of receipt. If an implied warranty or condition is created by your state/jurisdiction and federal or state/provincial law prohibits disclaimer of it, you also have an implied warranty or condition, BUT ONLY AS TO DEFECTS DISCOVERED DURING THE PERIOD OF THIS LIMITED WARRANTY (NINETY DAYS). AS TO ANY DEFECTS DISCOVERED AFTER THE NINETY DAY PERIOD, THERE IS NO WARRANTY OR CONDITION OF ANY KIND. Some states/jurisdictions do not allow limitations on how long an implied warranty or condition lasts, so the above limitation may not apply to you. Any supplements or updates to the Product/s, including without limitation, any (if any) services or fixes provided to you after the expiration of the ninety day Limited Warranty period are not covered by any warranty or condition, express, implied or statutory.
LIMITATION ON REMEDIES; NO CONSEQUENTIAL OR OTHER DAMAGES. Your exclusive remedy for any breach of this Limited Warranty is as set forth below. Except for any refund elected by NiN Trust, YOU ARE NOT ENTITLED TO ANY DAMAGES, INCLUDING BUT NOT LIMITED TO CONSEQUENTIAL DAMAGES, if the Product/s does not meet NiN Trust Warranty, and, to the maximum extent allowed by applicable law, even if any remedy fails of its essential purpose. The terms of Section 18 ("Exclusion of Incidental, Consequential and Certain Other Damages") are also incorporated into this Limited Warranty. Some states/jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you. This Limited Warranty gives you specific legal rights. You may have other rights which vary from state/jurisdiction to state/jurisdiction.
YOUR EXCLUSIVE REMEDY. NiN Trust and its suppliers’ entire liability and your exclusive remedy for any breach of this Limited Warranty or for any other breach of this agreement or for any other liability relating to the Product/s shall be, at NiN Trust’s option from time to time exercised subject to applicable law, (a) return of the amount paid (if any) for the Product/s, or (b) repair or replacement of the Product/s, that does not meet this Limited Warranty and that is returned to NiN Trust with a copy of your receipt. You will receive the remedy elected by NiN Trust without charge, except that you are responsible for any expenses you may incur (e.g. cost of shipping the Product/s to NiN Trust) . This Limited Warranty is void if failure of the Product/s has resulted from accident, abuse, misapplication, abnormal use or a virus. Any replacement Product/s will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer, and NiN Trust will use commercially reasonable efforts to provide your remedy within a commercially reasonable time of your compliance with NiN Trust’s warranty remedy procedures. Outside the United States or Canada, neither these remedies nor any product support services offered by NiN Trust are available without proof of purchase from an authorized international source.
17. DISCLAIMER OF WARRANTIES. The Limited Warranty that appears above is the only express warranty made to you and is provided in lieu of any other express warranties or similar obligations (if any) created by any advertising, documentation, packaging, or other communications. Except for the Limited Warranty and to the maximum extent permitted by applicable law, NiN Trust and its suppliers provide the Product/s and support services (if any) AS IS AND WITH ALL FAULTS, and hereby disclaim all other warranties and conditions, whether express, implied or statutory, including, but not limited to, any (if any) implied warranties, duties or conditions of merchantability, of fitness for a particular purpose, of reliability or availability, of accuracy or completeness of responses, of results, of workmanlike effort, of lack of viruses, and of lack of negligence, all with regard to the Product/s, and the provision of or failure to provide support or other services, information, product/s, and related content through the Product/s or otherwise arising out of the use of the Product/s. ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION OR NON-INFRINGEMENT WITH REGARD TO THE PRODUCT/S.
18. EXCLUSION OF INCIDENTAL, CONSEQUENTIAL AND CERTAIN OTHER DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NIN TRUST OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR PERSONAL INJURY, FOR LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE PRODUCT/S, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATION, PRODUCT/S, AND RELATED CONTENT THROUGH THE PRODUCT/S OR OTHERWISE ARISING OUT OF THE USE OF THE PRODUCT/S, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS AGREEMENT, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), MISREPRESENTATION, STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF NIN TRUST OR ANY SUPPLIER, AND EVEN IF NIN TRUST OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
19. LIMITATION OF LIABILITY AND REMEDIES. Notwithstanding any damages that you might incur for any reason whatsoever (including, without limitation, all damages referenced herein and all direct or general damages in contract or anything else), the entire liability of NiN Trust and any of its suppliers under any provision of this agreement and your exclusive remedy hereunder (except for any remedy of repair or replacement elected by NiN Trust with respect to any breach of the Limited Warranty) shall be limited to the greater of the actual damages you incur in reasonable reliance on the Product/s up to the amount actually paid by you for the Product/s or US$5.00. The foregoing limitations, exclusions and disclaimers (including Sections 16, 17 and 18) shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.
20. U.S. GOVERNMENT LICENSE RIGHTS. All Product/s provided to the U.S. Government pursuant to solicitations issued on or after December 1, 1995 is provided with the commercial license rights and restrictions described elsewhere herein. All Product/s provided to the U.S. Government pursuant to solicitations issued prior to December 1, 1995 is provided with "Restricted Rights" as provided for in FAR, 48 CFR 52.227-14 (JUNE 1987) or DFAR, 48 CFR 252.227-7013 (OCT 1988), as applicable.
21. APPLICABLE LAW. If you acquired this Product/s in the United States, this agreement is governed by the laws of the State of Delaware. If you acquired this Product/s in Canada, unless expressly prohibited by local law, this agreement is governed by the laws in force in the Province of Ontario, Canada; and, in respect of any dispute which may arise hereunder, you consent to the jurisdiction of the federal and provincial courts sitting in Toronto, Ontario. If you acquired this Product/s in the European Union, Iceland, Norway, or Switzerland, then local law applies. If you acquired this Product/s in any other country, then local law may apply.
22. ENTIRE AGREEMENT; SEVERABILITY. This agreement (including any addendum or amendment to this agreement which is included with the Product/s) is the entire agreement between you and NiN Trust relating to the Product/s and the support services (if any) and they supersede all prior or contemporaneous oral or written communications, proposals and representations with respect to the Product/s or any other subject matter covered by this agreement. To the extent the terms of any NiN Trust policies or programs for support services conflict with the terms of this agreement, the terms of this agreement shall control. If any provision of this agreement is held to be void, invalid, unenforceable or illegal, the other provisions shall continue in full force and effect.
The following NiN Trust GUARANTEE applies to you if you acquired this Product/s in any other country:
Statutory rights are not affected. The following guarantee is not restricted to any territory and does not affect any statutory rights that you may have from your reseller or from NiN Trust if you acquired the Product/s directly from NiN Trust. If you acquired the Product/s or any support services in Australia, New Zealand or Malaysia, please see the "Consumer rights" section below.
The guarantee: The Product/s is designed and offered as a general- purpose product/s, not for any user’s particular purpose. You accept that no Product/s is error free and you are strongly advised to backup any interactive files regularly. Provided that you have a valid license, NiN Trust guarantees that a) for a period of 90 days from the date of receipt of your license to use the Product/s or the shortest period permitted by applicable law it will perform substantially in accordance with the written materials that accompany the Product/s; and b) any support services provided by NiN Trust shall be substantially as described in applicable written materials provided to you by NiN Trust and NiN Trust support engineers will use reasonable efforts, care and skill to solve any problem issues. In the event that the Product/s fails to comply with this guarantee, NiN Trust will either (a) repair or replace the Product/s or (b) return the price you paid. This guarantee is void if failure of the Product/s results from accident, abuse or misapplication. Any replacement Product/s will be guaranteed for the remainder of the original guarantee period or 30 days, whichever period is longer. You agree that the above guarantee is your sole guarantee in relation to the Product/s and any support services.
Exclusion of All Other Terms: To the maximum extent permitted by applicable law and subject to the guarantee above, NiN Trust disclaims all warranties, conditions and other terms, either express or implied (whether by statute, common law, collaterally or otherwise) including but not limited to implied warranties of satisfactory quality and fitness for particular purpose with respect to the Product/s and the written materials that accompany the Product/s. Any implied warranties that cannot be excluded are limited to 90 days or to the shortest period permitted by applicable law, whichever is greater.
Limitation of Liability: To the maximum extent permitted by applicable law and except as provided in the NiN Trust Guarantee, NiN Trust and its suppliers shall not be liable for any damages whatsoever (including without limitation, damages for loss of business profits, business interruption, loss of business information or other pecuniary loss) arising out of the use or inability to use the Product/s, even if NiN Trust has been advised of the possibility of such damages. In any case NiN Trust’s entire liability under any provision of this Agreement shall be limited to the amount actually paid by you for the Product/s. These limitations do not apply to any liabilities that cannot be excluded or limited by applicable laws.
Consumer rights: Consumers in Australia, New Zealand or Malaysia may have the benefit of certain rights and remedies by reason of the Trade Practices Act and similar state and territory laws in Australia, the Consumer Guarantees Act in New Zealand and the Consumer Protection Act in Malaysia in respect of which liability cannot lawfully be modified or excluded. If you acquired the Product/s in New Zealand for the purposes of a business, you confirm that the Consumer Guarantees Act does not apply. If you acquired the Product/s in Australia and if NiN Trust breaches a condition or warranty implied under any law which cannot lawfully be modified or excluded by this agreement then, to the extent permitted by law, NiN Trust's liability is limited, at NiN Trust's option, to: (i) in the case of the Product/s: a) repairing or replacing the Product/s; or b) the cost of such repair or replacement; and (ii) in the case of support services: a) re-supply of the services; or b) the cost of having the services supplied again.