EULA - End User License Agreement
PLEASE READ THIS END-USER LICENSE AGREEMENT (“EULA”) CAREFULLY. BY INSTALLING OR USING THE SOFTWARE THAT ACCOMPANIES THIS EULA (“SOFTWARE”), YOU AGREE TO THE TERMS OF THIS EULA. IF YOU DO NOT AGREE, DO NOT USE THE SOFTWARE AND, IF APPLICABLE, RETURN IT TO THE PLACE OF PURCHASE FOR A FULL REFUND.
THIS SOFTWARE DOES NOT TRANSMIT ANY PERSONALLY IDENTIFIABLE INFORMATION FROM YOUR SERVER TO SHAREBYPHONE COMPUTER SYSTEMS WITHOUT YOUR CONSENT.
1. GENERAL. This EULA is a legal agreement between You (either an individual or a single entity, also used in the form “Your” where applicable) and Sharebyphone Corporation (“Sharebyphone”). This EULA governs the Software, which includes software (including online and electronic documentation) and any associated media and printed materials. This EULA applies to updates, supplements, add-on components, and Internet-based services components of the Software that Sharebyphone may provide or make available to You unless Sharebyphone provides other terms with the update, supplement, add-on component, or Internet-based services component. Sharebyphone reserves the right to discontinue any Internet-based services provided to You or made available to You through the use of the Software. This EULA also governs any product support services relating to the Software except as may be included in another agreement between You and Sharebyphone. An amendment or addendum to this EULA may accompany the Software. The Software may contain the following:
Sharebyphone Software provides services or functionality on Your Site Collection of WSS v3.0 or MOSS2007 and it allows single personal computer, terminal, handheld computer, pager, telephone, personal digital assistant, or other electronic device to access or use the Software.
2. GRANT OF LICENSE. Sharebyphone grants You the following rights, conditioned on Your compliance with all the terms and conditions of this EULA:
2.1. . Installation You may install only one copy of Sharebyphone Software on a single Site Collection of WSS 3.0 or MOSS 2007, which may be created based on more than one Server. One copy of Sharebyphone software needs one Site Collection license to run without time limit, and an additional Site Collection license is required if You install another copy of the Software on a different Site Collection of WSS v3.0 or MOSS 2007.
2.2. Sharebyphone Products License Requirements Sharebyphone software licensing model is made up of Site Collection License. With Site Collection license, Sharebyphone software can run without time limit. A Site Collection license is generated from the Site Collection ID and end user amount on one Site Collection by Sharebyphone. End user is one who is authorized to access SharePoint site contents.
2.3. Reassignment of Site Collection License. One Site Collection License can only be applied to one Site Collection from which the Site Collection License is generated. Reassignment of Site Collection License from one Site Collection to another is not allowed. More than one Site Collection Licenses can be assigned to one Site Collection. The maximum amount of end users on one Site Collection is the SUM of license-permitted end user amounts.
3. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS
3.1. Other Licenses. Please consult the license agreement accompanying such software.
3.2. Reservation of Rights: The Software is protected by copyright and other intellectual property (hereafter referred to as “IP”) laws and treaties. Any and all IP Rights in the Sharebyphone Software, the Sharebyphone Website, the Sharebyphone Online Material and the Sharebyphone Promotional Materials are and shall remain the exclusive property of Sharebyphone and/or its licensors. Nothing in this Agreement intends to transfer any such IP Rights to, or to vest any such IP Rights in, You. You are only entitled to the limited use of the IP Rights granted to You in this Agreement. You will not take any action to jeopardize, limit or interfere with Sharebyphone’s IP Rights. Any unauthorized use of Sharebyphone’s IP Rights is a violation of this Agreement as well as a violation of intellectual property laws and treaties, including without limitation copyright laws and trademark laws. All title and IP Rights in and to any third party content that is not contained in the Sharebyphone Software, but may be accessed through use of the Sharebyphone Software, is the property of the respective content owners and may be protected by applicable copyright or other intellectual property laws and treaties. The Software is licensed, not sold. Sharebyphone reserves all rights not expressly granted to You in this EULA. Reverse engineering, decompiling, or disassembling the Software is prohibited, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation. Renting, leasing, or lending the Software (including providing commercial hosting services) is also prohibited.
4. PRODUCT SUPPORT SERVICES
4.1. Rights and Obligations. Sharebyphone may provide You with product support services related to the Software. Use of any such support services is governed by the Sharebyphone policies and programs described in the user manual, in online documentation, on Sharebyphone's support webpage, or in other Sharebyphone-provided materials. Any software Sharebyphone may provide You as part of support services are governed by this EULA, unless separate terms are provided. This EULA does not obligate Sharebyphone to provide any support services or to support any software provided as part of those services.
4.2. Consent to Use of Data. You agree that Sharebyphone and its affiliates may collect and use technical information gathered as part of the support services provided to You, if any, related to the Software. Sharebyphone 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.
5. LINKS TO THIRD PARTY INTERNET SITES.
You may link to third-party Internet sites through the use of the Software. Sharebyphone does not control the third-party sites, and Sharebyphone is not responsible for the contents of any third-party sites, any links contained in third-party sites, or any changes or updates to third-party sites. Sharebyphone is not responsible for web-casting or any other form of transmission received from any third-party sites. Sharebyphone is providing You these links to third-party sites to You only as a convenience, and the inclusion of any link does not imply an endorsement by Sharebyphone of the third-party site.
To use Software identified as an upgrade by Sharebyphone, You are required to be licensed for the software identified by Sharebyphone as eligible for the upgrade. After upgrading, the software that formed the basis for Your upgrade eligibility may no longer be used. The resulting upgraded Software may be used only in accordance with the terms of this EULA.
7. NOT FOR RESALE SOFTWARE
Software identified as “Not for Resale” or “NFR,” may not be sold or otherwise transferred for value or used for any purpose other than demonstration, test or evaluation.
8. EXPORT RESTRICTIONS.
You acknowledge that the Software is subject to P.R.C jurisdiction. You agree to comply with all applicable international and national laws that apply to the Software.
9. SOFTWARE TRANSFER
You cannot move the Site Collection Software to a different Site Collection as long as You remove the software from the initial Site Collection.
Without prejudice to any other rights, Sharebyphone may terminate this EULA if You are not in compliance with all the terms and conditions of this EULA. In such event, You must destroy all copies of the Software and all of its component parts.
11. LIMITED WARRANTY FOR SOFTWARE ACQUIRED IN THE US AND CANADA.
Sharebyphone warrants that the Software will perform substantially in accordance with the accompanying materials for a period of thirty (30) days from the date of receipt of the Site Collection License which You have purchased. 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 (THIRTY DAYS). AS TO ANY DEFECTS DISCOVERED AFTER THE THIRTY-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 Software, including without limitation, any (if any) service packs or hot fixes provided to You after the expiration of the thirty-day Limited Warranty period are not covered by any warranty or condition, express, implied or statutory.
12. 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 SHAREBYPHONE, YOU ARE NOT ENTITLED TO ANY DAMAGES, INCLUDING BUT NOT LIMITED TO CONSEQUENTIAL DAMAGES, IF THE SOFTWARE DOES NOT MEET BRANDY SOFT’S LIMITED WARRANTY, AND, TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE. The terms of Section 16 below ("Exclusion of Incidental, Consequential and Certain Other Damages") are also incorporated into this Limited Warranty. Some legal boundaries 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 country to country.
13. YOUR EXCLUSIVE REMEDY.
Sharebyphone's and its suppliers' entire liability and Your exclusive remedy for any breach of this Limited Warranty or for any other breach of this EULA or for any other liability relating to the Software shall be, at Sharebyphone's option from time to time exercised subject to applicable law, (a) return of the amount paid (if any) for the Site Collection License, or (b) repair or replacement of the Software, that does not meet this Limited Warranty and that is returned to Sharebyphone with a copy of Your receipt. You will receive the remedy elected by Sharebyphone without charge, except that You are responsible for any expenses You may incur (e.g., cost of shipping the Software to Sharebyphone). This Limited Warranty is void if failure of the Software has resulted from accident, abuse, misapplication, abnormal use or a virus. Any replacement Software will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer, and Sharebyphone will use commercially reasonable efforts to provide Your remedy within a commercially reasonable time of Your compliance with Sharebyphone's warranty remedy procedures.
14. 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, SHAREBYPHONE AND ITS SUPPLIERS PROVIDE THE SOFTWARE 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 SOFTWARE, AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATION, SOFTWARE, AND RELATED CONTENT THROUGH THE SOFTWARE OR OTHERWISE ARISING OUT OF THE USE OF THE SOFTWARE. ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, AND CORRESPONDENCE TO DESCRIPTION OR NON-INFRINGEMENT WITH REGARD TO THE SOFTWARE.
15. EXCLUSION OF INCIDENTAL, CONSEQUENTIAL AND CERTAIN OTHER DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SHAREBYPHONE 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 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 SOFTWARE, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATION, SOFTWARE, AND RELATED CONTENT THROUGH THE SOFTWARE, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS EULA, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), MISREPRESENTATION, STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF SHAREBYPHONE OR ANY SUPPLIER, AND EVEN IF SHAREBYPHONE OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
16. 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 SHAREBYPHONE AND ANY OF ITS SUPPLIERS UNDER ANY PROVISION OF THIS EULA AND YOUR EXCLUSIVE REMEDY HEREUNDER (EXCEPT FOR ANY REMEDY OF REPAIR OR REPLACEMENT ELECTED BY SHAREBYPHONE 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 SOFTWARE UP TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE.
17. APPLICABLE LAW. P.R.C law will be used to judge the applicable nature of any contest and specific terms of this EULA. All legal cases will be brought before a P.R.C court and will abide by Chinese law.
18. ENTIRE AGREEMENT; SEVERABILITY. This EULA (including any addendum or amendment to this EULA which is included with the Software) are the entire agreement between You and Sharebyphone relating to the Software, the Site Collection license and the Support Services (if any) and they supersede all prior or contemporaneous oral or written communications, proposals and representations with respect to the Software or any other subject matter covered by this EULA. To the extent the terms of any Sharebyphone policies or programs for support services conflict with the terms of this EULA, the terms of this EULA shall control unless the parties otherwise agree in writing. If any provision of this EULA is held to be void, invalid, unenforceable or illegal, the other provisions shall continue in full force and effect.
19. PARTIAL INVALIDITY: If any provision of the Terms, or any part of a provision, is found by any court or administrative body of competent jurisdiction to be illegal, invalid or unenforceable, and the provision (or part-provision) in question is not of a fundamental nature to the Terms as a whole, the legality, validity or enforceability of the remainder of the Terms (including the remainder of the term which contains the relevant provision) shall not be affected.
20. NO WAIVER: The failure to exercise, or delay in exercising, a right, power or remedy provided by the Terms or by law shall not constitute a waiver of that right, power or remedy. If Skype waives a breach of any provision of the Terms this shall not operate as a waiver of a subsequent breach of that provision, or as a waiver of a breach of any other provision.
21. SURVIVAL: The terms of paragraphs 3.2,12,13,14,15,16 and 17 of this Agreement, and any other provision of the Additional Terms which is expressed to survive or operate in the event of termination, shall survive termination of this Agreement and the applicable Additional Terms for whatever reason.