PCI(R) END-USER SOFTWARE LICENSE AGREEMENT
IMPORTANT - READ CAREFULLY BEFORE INSTALLING THIS SOFTWARE
BY INSTALLING THIS SOFTWARE PACKAGE YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT, TERMINATE THE INSTALLATION PROCEDURE AND REMOVE ALL OF THE SOFTWARE PACKAGE'S FILES FROM THIS SYSTEM.
THE PURCHASE OF A SOFTWARE KEY IS REQUIRED FOR USE OF THIS SOFTWARE. THE SOFTWARE PROGRAM PROVIDED HEREUNDER WILL EXPIRE AND NOT OPERATE AFTER A LIMITED NUMBER OF DAYS FROM INSTALLATION. AFTER THE LIMITED TRIAL PERIOD, A KEY CODE MUST BE PURCHASED IN CANADA FROM PCI GEOMATICS ENTERPRISES, INC., 90 ALLSTATE PARKWAY, SUITE 501 MARKHAM, ONTARIO, CANADA, L3R 6H3. IN OTHER COUNTRIES A KEY CODE MUST BE PURCHASED FROM THE PCI AUTHORIZED DEALER FROM WHOM YOU OBTAINED THIS SOFTWARE. IF NO AUTHORIZED DEALER IS AVAILABLE, CONTACT PCI GEOMATICS ENTERPRISES, INC., 90 ALLSTATE PARKWAY, SUITE 501 MARKHAM, ONTARIO, CANADA, L3R 6H3 (PHONE: +1 (905) 764-0614; FAX: +1 (905) 764-9604; EMAIL: INFO@PCIGEOMATICS.COM.)
1. Grant of License for Registered Users.
PCI Geomatics Enterprises, Inc. ("Licensor") grants you a non-exclusive, non-transferable license to use the program with which this license is distributed (the "Software), including any documentation files accompanying the Software ("Documentation") on a single server (if the Software is server based) or personal computer (if the Software is PC based) to support up to the number of simultaneous users for which you have paid the license fee, and to make one (1) backup copy of the Software, provided that (i) the Software is installed on only one (1) server or personal computer; (ii) the Software may NOT be modified; (iii) all copyright notices are maintained on the Software; and (iv) you agree to be bound by the terms of this License Agreement. The Software and Documentation shall be used only (i) for your internal business use, (ii) for your employees, or (iii) for your own personal use.
2. Ownership
You have no ownership rights in the Software. Rather, you have a license to use the Software as long as this License Agreement remains in full force and effect. Ownership of the Software, Documentation and all intellectual property rights therein shall remain at all times with Licensor. Any other use of the Software by any person, business, corporation, government organization or any other entity is strictly forbidden and is a violation of this License Agreement.
3. Copyright.
The Software and Documentation contain material that is protected by Canadian and United States Copyright Law and trade secret law, and by international treaty provisions, as well as by the laws of the Country in which this software is used All rights not granted to you herein are reserved to Licensor. You may not remove any proprietary notice of Licensor from any copy of the Software or Documentation.
4. Restrictions.
This License Agreement is your proof of license to exercise the rights granted herein and must be retained by you. You must protect the Software and Documentation consistent with Licensor's rights therein, including informing persons who are permitted access thereto in order to satisfy your obligations hereunder and maintain the confidentiality of the Software and Documentation. You may not publish, display, disclose, rent, lease, modify, loan, distribute, or create derivative works based on the Software or any part thereof. You may not reverse engineer, decompile, translate, adapt, or disassemble the Software, nor shall you attempt to create the source code from the object code for the Software. You may not transmit the Software over any network or between any devices, although you may use the Software to make such transmissions of other material. You may transfer the Software to other computers you own as long as you only use it on one computer at a time.
5. Limited Warranty.
IF YOU HAVE PURCHASED A PERMANENT SOFTWARE KEY CODE, Licensor warrants for a period of ninety (90) days after purchase that the software will perform substantially in accordance with the documentation. Should the software not so perform, your exclusive remedy, and Licensor's sole obligation under this warranty shall be, at Licensor's sole discretion, correction of the defect or refund of the purchase price paid for the software. Any use by you of the software is at your own risk. This limited warranty is the only warranty provided by Licensor regarding the software.
FOR CORRECTION OF DEFECTIVE SOFTWARE, OR FOR A REFUND OF THE PURCHASE PRICE, RETURN THE ORIGINAL SOFTWARE AND A WRITTEN EXPLANATION OF THE DEFECT: IN CANADA, PCI GEOMATICS ENTERPRISES, INC., 90 ALLSTATE PARKWAY, SUITE 501 MARKHAM, ONTARIO, CANADA, L3R 6H3. IN OTHER COUNTRIES, CONTACT THE PCI AUTHORIZED DEALER FROM WHOM YOU OBTAINED THIS SOFTWARE. IF NO AUTHORIZED DEALER IS AVAILABLE, CONTACT PCI GEOMATICS ENTERPRISES, INC., 90 ALLSTATE PARKWAY, SUITE 501 MARKHAM, ONTARIO, CANADA, L3R 6H3.
Except for the limited warranty above, the software is provided "as is". To the maximum extent permitted by law, Licensor disclaims all other warranties of any kind, either expressed or implied, including, without limitation, implied warranties of merchantability and fitness for a particular purpose. Licensor does not warrant that the functions contained in the software will meet any requirements or needs you may have, or that the software will operate error free, or in an uninterrupted fashion, or that any defects or errors in the software will be corrected, or that the software is compatible with any particular platform. Licensor is not obligated to provide any updates to the software. Some jurisdictions do not allow the waiver or exclusion if implied warranties.
IF YOU HAVE NOT PURCHASED A PERMANENT SOFTWARE KEY CODE, THIS SOFTWARE IS LICENCED FOR EVALUATION PURPOSES ONLY AND IS PROVIDED "AS IS" AND WE MAKE NO WARRANTIES, EXPRESSED OR IMPLIED, AS TO THE MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, NON INFRINGEMENT OR OTHER WARRANTY,
CONDITION, GUARANTY OR REPRESENTATION WHETHER ORAL, IN WRITING OR IN ELECTRONIC FORM.
6. Limitation of Warranty.
IN NO EVENT WILL LICENSOR BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE PROGRAM, OR FOR ANY CLAIM BY ANY OTHER PARTY, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. LICENSOR'S LIABILITY WITH RESPECT TO ITS OBLIGATIONS UNDER THIS AGREEMENT OR OTHERWISE WITH RESPECT TO THE SOFTWARE AND DOCUMENTATION OR OTHERWISE SHALL NOT EXCEED THE AMOUNT OF THE LICENSE FEE PAID BY YOU FOR THE SOFTWARE AND DOCUMENTATION. BECAUSE SOME PROVINCES/STATES/COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
7. Export Restrictions.
This license agreement is expressly made subject to the laws, regulations, orders, or other restrictions on the export from Canada or the United States of America or the country in which this software is used of the software or information about such software that may be imposed from time to time by the governments of Canada or the United States of America and the country in which this software is used. You shall not export the software, documentation, or information about the software and documentation without consent of Licensor and compliance with such laws, regulations, orders, or other restrictions.
8. Termination.
This License Agreement is effective until it is terminated. You may terminate this License Agreement at any time by destroying or returning to Licensor all copies of the Software and Documentation in your possession or under control. Licensor may terminate this License Agreement if Licensor finds that you have violated the terms of this License Agreement. Upon notification of termination, you agree to destroy or return to Licensor all copies of the Software and Documentation and to certify in writing that all known copies, including backup copies, have been destroyed. All provisions relating to confidentiality, proprietary rights, and non-disclosure shall survive the termination of this Software License Agreement.
9. General.
If you acquire this Software in the United States, this License will be construed under the laws of the State of Virginia. If you acquire this Software in Canada or any country other than Canada or the United States, this License will be construed under the laws of the Province of Ontario, Canada. If any provision of this License shall be held by a court of competent jurisdiction to be contrary to law, that provision will be enforced to the maximum extent permissible, and the remaining provisions
of this License will remain in full force and effect. This License Agreement shall be construed, interpreted and governed by the laws of the Province of Ontario without regard to conflicts of law provisions thereof. The exclusive forum for any disputes arising out of or relating to this License Agreement shall be an appropriate court sitting in the Judicial District of York, Province of Ontario, Canada. This License Agreement shall constitute the entire Agreement between the Parties hereto. Any waiver or modification of this License Agreement shall only be effective if it is in writing and signed by both Parties hereto. If any part of this License Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of this License Agreement shall be interpreted so as to reasonably effect the intention of the Parties.
10. Telemetry Data
You consent to Licensor’s collection and use of Telemetry Data that is accessible to Licensor when you use the Software. “Telemetry Data” means data collected about the use and performance of the Software that may be accessible by, or transmitted to, Licensor in connection with your use of the Software and which may include (but not limited to) the following data (i) the specific Software product and version of the Software being used, (ii) the time of execution, (iii) the functions that you run when using the Software, (iv) the operating system and CPU that you are using; and (v) the license identifier (unique for a machine or a license server). Additionally, if you are connected to a license server Licensor may also collect the user name and host name that made the request to the license server.
Licensor may use Telemetry Data for its internal purposes to analyze and improve the quality, security, reliability, functions and features, performance, use and integrity of the Software as well as your individual user experience. Licensor does not share Telemetry Data with any third parties.
If you would like to withdraw your consent to the use of Telemetry Data, you can do so by sending an email to support@pcigeomatics.com with the subject line “Withdraw telemetry data consent”. A return email will be sent with instructions on how to disable the telemetry tracking. If you opt out, Telemetry Data previously collected would remain available to Licensor.
11. Government Restricted Rights.
11.1 U.S. Government End Users.
If you are acquiring the Software on behalf of any unit or agency of the United States Government, the following provisions apply.
The Software (including the Documentation) is provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government is subject to restrictions set forth in subparagraph (b)(3) of the Rights in Technical Data and Computer Software clause of DFARS 252.227-7013 or subparagraph (c)(1) and (2) of the Commercial Computer Software-Restricted Rights clause at 48 CFR 52.227-19 as amended, or any successor regulations thereto.
The Government agrees:
(a) if the Software is supplied to the Department of Defense (DoD), the Software is classified as "Commercial Computer Software" and the Government is acquiring only "RESTRICTED RIGHTS" in the Software as that term is defined in Clause 252.227-7013(c)(1)(ii) of the DFARS (48 CFR 52.227-19); and
(b) if the Software is supplied to any unit or agency of the United States Government other than DoD, the Government's rights in the Software, its documentation will be as defined in Clause 52.227-19 (c)(2) of Supplement to the FAR.
11.2 Canadian Government End Users.
If you are acquiring the Software on behalf of any unit or agency of the Canadian Government, the following provisions apply.
Use, duplication, or disclosure is subject to restrictions as set forth in DSS 9400-18 "General Conditions - Short Form - Licensed Software".
The manufacturer of this software is PCI Geomatics Enterprises, Inc. 90 Allstate Parkway, Suite 501 Markham, Ontario, Canada, L3R 6H3.