EULA - End User License Agreement
PLEASE READ THE FOLLOWING LICENSE AGREEMENT CAREFULLY.
ONCE INSTALLED, THE VMN Anti-Spyware (tm) SOFTWARE PLUGIN (the Toolbar)
WILL AUTOMATICALLY LAUNCH EVERY TIME YOU EXECUTE THE
MICROSOFT INTERNET EXPLORER AND/OR MOZILLA FIREFOX BROWSER PROGRAMS. BEFORE YOU CAN USE THE TOOLBAR HOWEVER, YOU MUST ACCEPT THE FOLLOWING AGREEMENT (the Agreement).
If you agree to the following Agreement between you (the user) and Visicom Media Inc. (VISICOM), you will be granted the following limited rights to install and use the Toolbar:
A. You may use the Toolbar for personal use, on a single computer per legitimate copy which you download from VISICOM. If you wish to use the Toolbar for commercial use or if you wish to redistribute the Toolbar to others, you will require the prior express written authorization of VISICOM or, alternatively, may do so after using VISICOMs VMN Toolbar Wizard(tm) customization service (after duly registering with VISICOM) and accepting the conditions applicable to that service;
B. You may not otherwise reproduce, distribute, transmit, print or transfer information related to Toolbar.
VISICOM PRIVACY NOTICE:
BY PROCEEDING TO INSTALL THE TOOLBAR, YOU ACKNOWLEDGE AND
ACCEPT THAT, UPON ITS INSTALLATION, THE TOOLBAR WILL MODIFY VIA ITS
VMN WEB ADVISER THE SETTINGS OF YOUR BROWSER CONCERNING
DNS ERROR PAGE, ERROR 404 PAGE, ADDRESS BAR SEARCH, NEW TAB AND DEFAULT BROWSER SEARCH . FURTHERMORE, ONCE INSTALLED, THE TOOLBAR MAY
COMMUNICATE CERTAIN BASIC USAGE INFORMATION TO VISICOM VIA (APPLICATIONSTAT.COM) TO HELP
VISICOM COMPILE GLOBAL STATISTICS CONCERNING USAGE OF THE TOOLBAR BY USERS (for example concerning the number of installations and unique users, the number of clicks which the Toolbar receives, the number of searches performed by users, etc.). Such statistical information will not include any personally identifiable information regarding users.
EVEN IF YOU ACCEPT THIS AGREEMENT, IT IS STRICTLY PROHIBITED TO:
A. Modify the Toolbar in part or in its entirety;
B. Decompile or reverse engineer the Toolbar.
SHOULD YOU FAIL TO COMPLY WITH ANY OF THE ABOVE, YOUR RIGHT TO
USE THE TOOLBAR WILL BE AUTOMATICALLY TERMINATED. THIS
TERMINATION WILL BE IN ADDITION TO ANY CRIMINAL, CIVIL OR OTHER
REMEDIES WHICH VISICOM MAY SEEK. THE USER MAY CANCEL HIS LICENSE
TO USE THE TOOLBAR BY UNINSTALLING AND DESTROYING OR ERASING
ALL COPIES OF THE TOOLBAR UNDER HIS CONTROL.
EXCLUSION OF WARRANTY:
THE TOOLBAR IS PROVIDED UNDER LICENSE ON AN "AS IS" BASIS, WITHOUT
WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED, INCLUDING WITHOUT
LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS
FOR A PARTICULAR PURPOSE. THE ENTIRE RISK AS TO THE RESULTS AND
PERFORMANCE OF THE TOOLBAR IS BORNE BY THE USER. VISICOM MAY, AT
ANY TIME, TERMINATE THIS AGREEMENT BY NOTIFYING THE USER OF THE
LIMITATION OF LIABILITY:
IN NO EVENT SHALL VISICOM, OR ANY THIRD PARTY INVOLVED IN THE
CREATION, PRODUCTION, OR DELIVERY OF THE TOOLBAR BE LIABLE UNDER
ANY CIRCUMSTANCES FOR ANY DIRECT OR INDIRECT DAMAGES
INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF BUSINESS
PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA OR OTHER PECUNIARY
LOSS INCURRED BY THE USER AND ARISING OUT OF THE USE OR INABILITY
TO USE THE TOOLBAR, EVEN IF VISICOM HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES. VISICOM SHALL HAVE NO LIABILITY
WHATSOEVER CONCERNING ALEXAS USE OF ANY INFORMATION
CONCERNING USERS OF THE TOOLBAR, PROVIDED THAT THE LIMITS SET
FORTH HEREUNDER HAVE BEEN RESPECTED BY VISICOM.
"VMN Toolbar" and VMN Toolbar Wizard are trademarks of VISICOM and are protected by the Canadian and international laws on trademarks and intellectual property. Use of the products' names is strictly forbidden unless it's used with the express written permission of VISICOM.
This Toolbar, including its code, documentation, appearance, structure, and organization is an exclusive product of VISICOM, which retains all intellectual property rights concerning the Toolbar, its copies, modifications, or merged parts, including any copyrights and invention rights.
GOVERNING LAW AND FORUM:
This Agreement will be governed and interpreted according to the laws applicable within the province of Quebec, Canada. Any judicial proceedings relating to this Agreement must be presented in the Judicial District of Montreal, Quebec, Canada, to the exclusion of any other courts or jurisdiction.
ALEXA PRIVACY NOTICE AND AGREEMENT:
THIS TOOLBAR INTEGRATES CERTAIN SERVICES FROM ALEXA INTERNET,
INC. ("ALEXA"). THE TOOLBAR MAY EXCHANGE DATA WITH ALEXA IN ORDER
TO PROVIDE: (A) INFORMATION TO YOU ABOUT THE WEB PAGES YOU VIEW
(ranking information, for example) AND (B) BASIC INFORMATION TO ALEXA ON
YOUR USE OF THE TOOLBAR, INCLUDING THE IP ADDRESS OF YOUR
COMPUTER, THE URL OF THE WEB PAGES YOU VISIT AND, BECAUSE THE TOOLBAR COMMUNICATES VIA HTTP, DATA TYPICAL OF NORMAL HTTP COMMUNICATIONS, SUCH AS USER AGENT AND OPERATING SYSTEM, WILL BE COMMUNICATED.
You may disable the portion of the Toolbar that allows exchange of data with ALEXA, by accessing the Options Page (in the Toolbar menus) and removing the Alexa button from the interface of the Toolbar. If you do so, however, you will no longer have access to the information (like ranking) available from ALEXA about the Web pages you view, whether or not the Toolbar is installed.
ALEXA does not and will not attempt to analyze Web usage data it obtain through the Toolbar to determine the identity of any particular Toolbar user. However, ALEXA may aggregate and analyze the information it collects through your usage of the Toolbar to improve its service and to prepare reports about aggregate Web usage.
TERMS AND CONDITIONS RELATING TO COMPONENTS PROVIDED BY CA, INC.
By installing and using the Toolbar, you acknowledge that the Toolbar contains third party software components provided by CA, Inc. ("CA"), the use of which will be subject to the following terms and conditions.
End User License Agreement (the "Anti-Spyware Agreement") for the CA software product that is being installed with the Toolbar as well as the associated documentation and any SDK, as defined below, included within the product ("the Product").
Carefully read the following terms and conditions regarding your use of the Product before installing and using the Product. Throughout this Anti-Spyware Agreement, you will be referred to as "You" or "Licensee."
By selecting the "I accept" radio button (or equivalent device) below, and then clicking on the "Next" button (or equivalent device), you are
(I) Representing that you are not a minor, and have full legal capacity and have the authority to bind yourself and your employer, as applicable, to the terms of this Anti-Spyware Agreement;
(II) Consenting on behalf of yourself and/or as an authorized representative of your employer, as applicable, to be bound by this Anti-Spyware Agreement.
By selecting the "I do NOT accept" radio button (or equivalent device) below, and then clicking on the "Next" button (or equivalent device), the installation process will cease.
1. CA (or where the Product is being supplied outside of North America the CA subsidiary identified after Section 15 below for the country in which the Product is being supplied, and in such instance CA shall mean the CA subsidiary identified) provides Licensee with one copy of the Product, for use by a single user, or the quantity designated as the authorized use limitation ("Authorized Use Limitation") on any Order Form (defined below) referencing the terms of this Anti-Spyware Agreement or CD sleeve included within the Product box. CA licenses the Product to Licensee on a non-exclusive basis, pursuant to the terms of this Anti-Spyware Agreement as well as the terms of (a) any CA Order Form or Registration Form which has been signed by Licensee and CA; or (b) a License Program Certificate which is provided by CA to Licensee, as applicable (each hereafter referred to as the "Order Form").
2. If the Product is an alpha or beta version of the program, hereinafter referred to as the "beta program" or "beta version" and not generally available to date, CA does not guarantee that the generally available release will be identical to the beta program or that the generally available release will not require reinstallation. Licensee agrees that if it registers for support or if otherwise required by CA, Licensee shall provide CA with specific information concerning Licensees experiences with the operation of the Product. Licensee agrees and acknowledges that the beta version of the Product (a) is to be used only for testing purposes and not to perform any production activities unless CA shall have otherwise approved in writing and (b) has not been tested or debugged and is experimental and that the documentation may be in draft form and will, in many cases, be incomplete. Licensee agrees that CA makes no representations regarding the completeness, accuracy or Licensees use or operation of the beta version of the Product. BETA PRODUCTS ARE PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OR REPRESENTATIONS OF TITLE OR NON-INFRINGEMENT. If Licensee is also a Tester of the beta version of the Product (as "Tester" is defined by the Beta Testing Anti-Spyware Agreement that was agreed to by Licensee during the registration process before obtaining the beta version of the Product), Licensee agrees that the terms of this Anti-Spyware Agreement are in addition to, and do not supersede, the terms of the Beta Testing Anti-Spyware Agreement.
3. If the Product is being licensed on a trial or evaluation basis, Licensee agrees to use the Product solely for evaluation purposes, in accordance with the usage restrictions set forth in Section 1, for a thirty-day evaluation period unless a different period is otherwise noted (the "Trial Period"). At the end of the Trial Period, Licensees right to use the Product automatically expires and Licensee agrees to de-install the Product and return to CA all copies or partial copies of the Product or certify to CA in writing that all copies or partial copies of the Product have been deleted from Licensees computer libraries and/or storage devices and destroyed. If Licensee desires to continue its use of the Product beyond the Trial Period, Licensee may contact CA to acquire a license to the Product for the applicable fee. LICENSEES USE OF THE PRODUCT DURING THE TRIAL PERIOD IS ON AN "AS IS" BASIS WITHOUT ANY WARRANTY, AND CA DISCLAIMS ALL WARRANTIES INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AS WELL AS ANY EXPRESS WARRANTIES PROVIDED ELSEWHERE IN THIS AGREEMENT.
4. If the Product includes a Software Development Kit ("SDK"), the terms and conditions of this paragraph apply solely for the use of the SDK. The SDK may include software, APIs and associated documentation. The SDK is provided solely for Licensee's internal use to develop software that enables the integration of third party software or hardware with the Product, or to develop software that functions with the Product, such as an agent. Licensees use of the SDK is restricted solely to enhance Licensees internal use of the Product. No distribution rights of any kind are granted to Licensee regarding the Product. In addition to the limitations on use set forth in Section 8, below, Licensee may not reproduce, disclose, market, or distribute the SDK or the documentation or any applications containing any executable versions of the SDK to third parties, on the internet, or use such executables in excess of the applicable Authorized Use Limitation. If there is a conflict between the terms of this section and the terms of any other section in this Anti-Spyware Agreement, the terms of this section will prevail solely with respect to the use of the SDK.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE CONTRARY, THE SDK IS PROVIDED AND LICENSED "AS IS" WITHOUT WARRANTY OF ANY KIND.
5. Payment of the fees specified on the Order Form or as agreed between Licensee and an authorized reseller of CA, shall entitle Licensee to use the Product for the term specified on the Order Form (the "Term"), which use may include the right to receive maintenance services therefore for the period set forth on the Order Form. All fees payable hereunder shall be payable in advance. Licensee will install each new release of the Product delivered to Licensee. After the Term, continued usage and/or maintenance of the Product as provided herein shall be subject to the payment by Licensee of the fees described on the Order Form. Notwithstanding the foregoing, if the Product was licensed under this Anti-Spyware Agreement without an Order Form, Licensee shall be entitled to use the Product for an indefinite period, but the license does not include the right to receive maintenance services. Notwithstanding the foregoing, with respect to any Product that relies on continuous content updates, such as signature files and security updates, Licensee shall be entitled to such content updates for a period of one (1) year from the effective date of the license.
6. If maintenance is provided by CA, it shall be renewed annually as specified in the Order form with CA. All fees are net of applicable taxes. Licensee agrees to pay any tariffs, duties or taxes imposed or levied by any government or governmental agency including, without limitation, federal, state and local, sales, use, value added and personal property taxes, (other than franchise and income taxes for which CA is responsible) upon a presentation of invoices by CA. Any claimed exemption from such tariffs, duties or taxes must be supported by proper documentary evidence delivered to CA. Any invoice which is unpaid by Licensee when due shall be subject to an interest charge equal to the lower of 1.5% per month or the highest applicable legal rate.
7. Licensee may use the Product as provided herein solely to process its own data and the data of its majority-owned subsidiaries and use is restricted to the location, computer equipment, and Authorized Use Limitation specified on the Order Form or CD sleeve, as applicable. If Licensee desires to use the Product beyond such restrictions, it shall notify CA, and Licensee will be invoiced for and shall pay the applicable fees for such expanded use.
8. The Product, including any source or object code that may be provided to Licensee hereunder, as well as documentation, appearance, structure and organization, is the proprietary property of CA and/or its licensors, if any, and may be protected by copyright, patent, trademark, trade secret and/or other laws. Title to the Product, or any copy, modification, translation, partial copy, compilation, derivative work or merged portion of any applicable SDK, shall at all times remain with CA and/or its licensors. Usage rights respecting the Product may not be exchanged for any other CA product. The Product is licensed as a single product. Its component parts may not be separated for use. Licensee and its employees will keep the Product and the terms of this license strictly confidential and use its best efforts to prevent and protect the Product from unauthorized disclosure or use. Licensee may not (i) disclose, de-compile, disassemble nor otherwise reverse engineer the Product except to the extent the foregoing restriction is expressly prohibited under applicable law; (ii) create any derivative works based on the Product; (iii) use the Product to provide facilities management or in connection with a service bureau or like activity whereby Licensee, without purchasing a license from CA for such purpose, operates or uses the Product for the benefit of a third party who has not purchased a copy of the Product; or (iv) permit the use of the Product by any third party without the prior written consent of CA. Licensee shall not release the results of any benchmark testing of the Product to any third party without the prior written consent of CA. Licensee will not transfer, assign, rent, lease, use, copy or modify the product, in whole or in part, or permit others to do any of the foregoing with regard to the Product without CAs prior written consent, except to the extent the foregoing restriction is expressly prohibited under applicable law. Licensee will not remove any proprietary markings of CA or its licensors. Licensee may copy the Product as reasonably required for back-up and disaster recovery purposes, provided that production use of the Product is restricted to the Authorized Use Limitation specified on the Order Form or CD sleeve, and provided that use of the Product for disaster recovery testing shall be limited to one week in any three month period. The Product may be used only within the boundaries of the country where the Product was purchased (except as otherwise provided on the Order Form) unless CA consents otherwise in writing. If this license terminates for any reason, Licensee shall certify to CA in writing that all copies and partial copies of the Product have been deleted from all computers and storage devices and are returned to CA or destroyed and are no longer in use. Licensee shall comply with all relevant import and export regulations, including those adopted by the Office of Export Administration of the US Department of Commerce. The Product and any accompanying documentation have been developed entirely at private expense. They are delivered and licensed as "commercial item" "computer software" as defined in FAR 2.101. In the event Licensee is a U.S. Federal Government agency, the licensing terms of CA's then current GSA FSS contract shall govern use of the Computer Program(s), in lieu of the terms contained in the license delivered with the Program(s). For such purposes, the term "Product" and "Computer Program" shall have the same meaning hereunder. The Computer Program(s) was developed at private expense, is commercial, and is published and copyrighted. Third parties purchasing on behalf of a Federal Government agency shall only transfer the Computer Program(s) to the Government with "Restricted Rights" as that term is defined in FAR 52.227-19(c)(2) or DFAR 252.227-7015, and in accordance with CA's then current GSA FSS contract. All Software is provided FOB shipping point or electronic delivery. Acceptance is waived and deemed to have occurred at the earliest of point of physical shipment or delivery of keys/access codes for electronic delivery. CA is the manufacturer of the Product.
This Anti-Spyware Agreement shall be governed by and interpreted in accordance with the laws of the State of New York, without regard to its choice of law provisions.
9. CA warrants that it can enter into this Anti-Spyware Agreement and that it will indemnify, hold Licensee harmless, and defend or, at its option, settle any claim that CA is not so authorized or that Licensees use of the Product as authorized hereby infringes any patent, copyright or other intellectual property right of any third party. CA also wa