SSO Plus distribution permissions and end-user license agreement
LICENCE AGREEMENT FOR SSO PLUS
PLEASE READ THIS CAREFULLY BEFORE USING SSO PLUS ("THE PRODUCT").
The term Product includes any upgrades, modified versions or updates provided to you by PassGo.
(A) YOU MAY OBTAIN A COPY OF THIS PRODUCT EITHER BY DOWNLOADING IT REMOTELY FROM OUR SERVER OR BY COPYING IT FROM AN AUTHORISED DISKETTE, CD-ROM OR OTHER MEDIA ("HARD MEDIA"). THE COPYRIGHT, DATABASE RIGHTS AND ANY OTHER INTELLECTUAL PROPERTY RIGHTS IN THE PROGRAMS AND DATA WHICH CONSTITUTE THIS PRODUCT ("THE MATERIALS") TOGETHER WITH THE HARD MEDIA ON WHICH THEY WERE SUPPLIED TO YOU, ARE AND REMAIN THE PROPERTY OF PASSGO. YOU ARE LICENSED TO USE THEM ONLY IF YOU ACCEPT ALL THE TERMS AND CONDITIONS SET OUT BELOW.
(B) BY CLICKING ON THE ACCEPTANCE BUTTON WHICH FOLLOWS THIS LICENCE AGREEMENT (MARKED [`DO YOU ACCEPT THESE TERMS AND CONDITIONS?`]) YOU INDICATE ACCEPTANCE OF THIS LICENCE AGREEMENT AND THE LIMITED WARRANTY AND LIMITATION OF LIABILITY SET OUT IN THIS LICENCE AGREEMENT AND AGREE TO BE BOUND BY ALL THE TERMS OF THIS LICENCE AGREEMENT REGARDING YOUR USE OF THE PRODUCT.
(C) YOU SHOULD THEREFORE READ THIS LICENCE AGREEMENT CAREFULLY BEFORE CLICKING ON THE ACCEPTANCE BUTTON. IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS, YOU SHOULD CLICK ON THE [`REJECT`] BUTTON, OR IF YOU HAVE RECEIVED THE PRODUCT ON HARD MEDIA DELETE THE MATERIALS FROM YOUR COMPUTER AND PROMPTLY (IN ANY EVENT, WITHIN 14 DAYS OF RECEIPT) RETURN TO PASSGO (A) THE DISKETTE OR OTHER MEDIA; AND (B) ANY ITEMS PROVIDED THAT ARE PART OF THIS PRODUCT.
1. Ownership of Materials and Copies
The Materials and the related documentation are copyrighted works of authorship and are also protected under applicable database laws. PassGo retains ownership of the Materials and all subsequent copies of the Materials, regardless of the form in which the copies may exist.
PassGo grants to you a non-exclusive, non-transferable, royalty-free, perpetual (subject to Clause 9 below ("Term and Termination")) licence to:
2.1 install and use the Product and Materials on a single computer for your personal home use only and in no event for profit use, the benefit of any company, for-profit entity, governmental entity, or educational institution;
2.2 make (1) copy of the Materials for back-up, archival or other security purposes.
3. Licence Restrictions
You may not:
3.1 use, copy, modify or transfer the Product or Materials (including any related documentation) or any copy, in whole or in part, including any print-out of all or part of any database, except as expressly set out in this Licence Agreement;
3.2 redistribute the Product or any of the Materials in any way whatsoever;
3.3 translate, reverse engineer, decompile, disassemble, modify or create derivative works based on the Materials or the Product, except as expressly permitted by the law of this Licence Agreement.
3.4 vary, delete or obscure any notices of proprietary rights or any Product identification or restrictions on or in the Materials;
3.5 resell, lease, rent, transfer, sublicence or otherwise transfer rights to the Product or the Materials.
Any breach of this Clause 3 shall immediately terminate your licence to use the Product.
You acknowledge and agree that PassGo offers no support service as part of this Licence Agreement.
You undertake to:
5.1 reproduce and include our copyright notice (or such other party`s copyright notice as specified on the Materials on all and any copies of the Materials permitted under this Licence Agreement, including any partial copies of the Materials;
5.2 hold all drawings, specifications, data (including object and source codes), software listings and all other information relating to the Materials confidential and not at any time, during the continuance of this Licence Agreement or after its expiry, disclose the same, whether directly or indirectly, to any third party without PassGo`s consent.
6 Warranty Disclaimer
THE PRODUCT AND MATERIALS ARE PROVIDED TO YOU AT NO, OR MINIMAL CHARGE. YOU AGREE THAT PASSGO HAS MADE NO EXPRESS WARRANTIES, ORAL OR WRITTEN, TO YOU REGARDING THE PRODUCTS OR THE MATERIALS AND THAT THE PRODUCTS AND MATERIALS ARE BEING PROVIDED TO YOU "AS IS" WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT THAT IT IS PERMITTED BY LAW PASSGO DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. NOTWITHSTANDING THE ABOVE YOUR STATUTORY RIGHTS AS A CONSUMER SHALL NOT BE AFFECTED BY THIS CLAUSE.
7 Exclusion of Liability
EXCEPT IN RESPECT OF PERSONAL INJURY OR DEATH CAUSED DIRECTLY BY THE NEGLIGENCE OF PASSGO, IN NO EVENT WILL PASSGO BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, LOSS OF DATA OR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE SUCH MATERIALS, EVEN IF PASSGO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, NOTHING IN THIS LICENCE AGREEMENT LIMITS LIABILITY FOR FRAUDULENT MISREPRESENTATION.
YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR THE ADEQUATE PROTECTION AND BACKUP OF DATA AND EQUIPMENT USED IN CONNECTION WITH THE PRODUCT, AND AGREE THAT PASSGO WILL NOT BE LIABLE FOR ANY DAMAGES THAT YOU MAY INCUR IN CONNECTION WITH THE DOWNLOADING, INSTALLATION, OR USE OF THE PRODUCT.
8 Your Statutory Rights
This Licence Agreement gives you specific legal rights and you may also have other rights that vary from country to country. Some jurisdictions do not allow the exclusion of implied warranties, or certain kinds of limitations or exclusions of liability, so the above limitations or exclusions may not apply to you. Other jurisdictions allow limitations and exclusions subject to certain conditions. In such a case the above limitations and exclusions shall apply to the fullest extent permitted by the laws of such applicable jurisdictions. If any part of the above limitations or exclusions is held to be void or unenforceable, such part shall be deemed to be deleted from this Licence Agreement and the remainder of the limitation or exclusion shall continue in full force and effect. Any rights that you may have as a consumer are not affected.
9 Term and Termination
Subject at all times to your compliance with the terms of this Licence Agreement, this Licence Agreement is effective until terminated. You may terminate it at any time by destroying the Materials together with all copies in any form. It will also terminate upon conditions set out elsewhere in this Licence Agreement or if you fail to comply with any term or condition of this Licence Agreement or if you voluntarily return the Materials to PassGo. This Licence Agreement shall terminate automatically if you fail to comply with its terms. No notice shall be required from PassGo to effectuate such termination. Upon any termination event you must uninstall and destroy all copies of the Product and the Materials.
You will comply with all applicable laws, rules and regulations governing export of goods and information, including the laws of the countries in which the Materials were created. In particular you will not export or re-export, directly or indirectly, separately or as a part of a system, the materials or other information relating thereto to any country for which an export licence or other approval is required, without first obtaining such licence or approval.
11.1 This Licence Agreement shall be governed by and construed in accordance with the laws of England and the parties agree that any dispute arising out of or in connection with this Licence Agreement shall be referred to and dealt with by the Courts in England.
11.2 This Licence Agreement constitutes the complete and exclusive statement of the agreement between the parties with respect to the subject matter of this Licence Agreement and supersedes all proposals, representations, understandings and prior agreements, whether oral or written, and all other communications between you and PassGo relating to that subject matter.
11.3 Any clause in this Licence Agreement which is found to be invalid or unenforceable shall be deemed deleted and the remainder of this Licence Agreement shall not be affected by that deletion.
11.4 Failure or neglect by PassGo to exercise any of its rights or remedies under this Licence Agreement will not be construed as a waiver of PassGo`s rights nor in any way affect the validity of the whole or part of this Licence Agreement nor prejudice PassGo`s right to take subsequent action.
11.5 This Licence Agreement is personal to you and you may not assign, transfer, sub-contract or otherwise part with this Licence Agreement or any right or obligation under it without PassGo`s prior written consent.
11.6 All defined terms and Clauses 1 ("Ownership of Materials and Copies"), 3 ("Licence Restrictions"), 6 ("Warranty Disclaimer"), 7 ("Exclusion of Liability"), 9 ("Term and Termination") and 11 ("General") shall survive any termination of this Licence Agreement.