DynaNav, DynaFlight, and other software End-User License Agreement
REDISTRIBUTION NOT PERMITTED.
This Agreement has 3 parts. Part I applies if you have not purchased a license to the accompanying software (the “Software”). Part II applies if you have purchased a license to the Software. Part III applies to all license grants. If you initially acquired a copy of the Software without purchasing a license and you wish to purchase a license, contact DynaNav Systems Inc. (“DynaNav”) on the internet at support@dynanav.com.
PART I — TERMS APPLICABLE WHEN LICENSE FEES NOT (YET) PAID (LIMITED TO EVALUATION, EDUCATIONAL AND NON-PROFIT USE) GRANT.
DynaNav grants you a non-exclusive license to use the Software free of charge if (a) you are a student, faculty member or staff member of an educational institution (K-12, university, college or library), a staff member of a religious organization, or an employee of an organization which meets DynaNav’s criteria for a charitable non-profit organization; or (b) your use of the Software is for the purpose of evaluating whether to purchase an ongoing license to the Software. The evaluation period for use by or on behalf of a commercial entity is limited to 30 days; evaluation use by others is not subject to this 30-day limit. Government agencies (other than public libraries) are not considered educational, religious, or charitable non-profit organizations for purposes of this Agreement. If you are using the Software free of charge, you are not entitled to hard-copy documentation, support or telephone assistance. If you fit within the description above, you may use the Software in the manner described in Part III below under “Scope of Grant.”
DISCLAIMER OF WARRANTY
Free of charge Software is provided on an “AS IS” basis, without warranty of any kind, including without limitation the warranties of merchantability, fitness for a particular purpose and non-infringement. The entire risk as to the quality and performance of the Software is borne by you. Should the Software prove defective, you and not DynaNav assume the entire cost of any service and repair. In addition, the security mechanisms implemented by DynaNav software have inherent limitations, and you must determine that the Software sufficiently meets your requirements. This disclaimer of warranty constitutes an essential part of the agreement. SOME JURISDICTIONS DO NOT ALLOW EXCLUSIONS OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO YOU AND YOU MAY HAVE OTHER LEGAL RIGHTS THAT VARY BY JURISDICTION.
PART II — TERMS APPLICABLE WHEN LICENSE FEES PAID
GRANT. Subject to payment of applicable license fees, DynaNav grants to you a non-exclusive license to use the Software and accompanying documentation (“Documentation”) in the manner described in Part III below under “Scope of Grant.”
LIMITED WARRANTY
DynaNav warrants that for a period of ninety (90) days from the date of acquisition, the Software, if operated as directed, will substantially achieve the functionality described in the Documentation. DynaNav does not warrant, however, that your use of the Software will be uninterrupted or that the operation of the Software will be error-free or secure. In addition, the security mechanisms implemented by DynaNav software have inherent limitations, and you must determine that the Software sufficiently meets your requirements. DynaNav also warrants that the media containing the Software, if provided by DynaNav, is free from defects in material and workmanship and will so remain for ninety (90) days from the date you acquired the Software. DynaNav’s sole liability for any breach of this warranty shall be, in DynaNav’s sole discretion: (i) to replace your defective media; or (ii) to advise you how to achieve substantially the same functionality with the Software as described in the Documentation through a procedure different from that set forth in the Documentation; or (iii) if the above remedies are impracticable, to refund the license fee you paid for the Software. Repaired, corrected, or replaced Software and Documentation shall be covered by this limited warranty for the period remaining under the warranty that covered the original Software, or if longer, for thirty (30) days after the date (a) of shipment to you of the repaired or replaced Software, or (b) DynaNav advised you how to operate the Software so as to achieve the functionality described in the Documentation. Only if you inform DynaNav of your problem with the Software during the applicable warranty period and provide evidence of the date you purchased a license to the Software will DynaNav be obligated to honor this warranty. DynaNav will use reasonable commercial efforts to repair, replace, advise or, for individual consumers, refund pursuant to the foregoing warranty within 15 days of being so notified.
THIS IS A LIMITED WARRANTY AND IT IS THE ONLY WARRANTY MADE BY DYNANAV. DYNANAV MAKES NO OTHER EXPRESS WARRANTY AND NO WARRANTY OF NONINFRINGEMENT OF THIRD PARTIES’ RIGHTS. THE DURATION OF IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND OF FITNESS FOR A PARTICULAR PURPOSE, IS LIMITED TO THE ABOVE LIMITED WARRANTY PERIOD; SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO LIMITATIONS MAY NOT APPLY TO YOU. NO DYNANAV DEALER, AGENT, OR EMPLOYEE IS AUTHORIZED TO MAKE ANY MODIFICATIONS, EXTENSIONS, OR ADDITIONS TO THIS WARRANTY. If any modifications are made to the Software by you during the warranty period; if the media is subjected to accident, abuse, or improper use; or if you violate the terms of this Agreement, then this warranty shall immediately be terminated. This warranty shall not apply if the Software is used on or in conjunction with hardware or software other than the unmodified version of hardware and software with which the software was designed to be used as described in the Documentation. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER LEGAL RIGHTS THAT VARY BY JURISDICTION.
PART III — TERMS APPLICABLE TO ALL LICENSE GRANTS
SCOPE OF GRANT
- You may:
- use the Software on any single computer;
- use the Software on a network, provided that each person accessing the Software through the network must have a copy licensed to that person;
- use the Software on a second computer so long as only one copy is used at a time;
- copy the Software for archival purposes, provided any copy must contain all of the original Software’s proprietary notices; or
- if you have purchased a multi-user license, you may make copies up to the number of licenses purchased of the Software (but not the Documentation), provided any copy must contain all of the original Software’s proprietary notices. The number of copies is the total number of copies that may be made for all platforms. Additional copies of Documentation may be purchased.
- You may not:
- permit other individuals to use the Software except under the terms listed above;
- permit concurrent use of the Software;
- modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), or create derivative works based on the Software;
- copy the Software other than as specified above;
- rent, lease, grant a security interest in, or otherwise transfer rights to the Software; or
- remove any proprietary notices or labels on the Software.
TITLE
Title, ownership rights, and intellectual property rights in the Software shall remain in DynaNav and/or its suppliers. The Software is protected by the copyright laws and treaties. Title and related rights in the content accessed through the Software is the property of the applicable content owner and may be protected by applicable law. This License gives you no rights to such content.
TERMINATION
The license will terminate automatically if you fail to comply with the limitations described herein. On termination, you must destroy all copies of the Software and Documentation.
EXPORT CONTROLS
None of the Software or underlying information or technology may be downloaded or otherwise exported or re-exported to any country to which the Canada has embargoed goods. By downloading or using the Software, you are agreeing to the foregoing and you are representing and warranting that you are not located in, under the control of, or a national or resident of any such country or on any such list.
LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES AND UNDER NO LEGALTHEORY, TORT, CONTRACT, OR OTHERWISE, SHALL DYNANAV OR ITS SUPPLIERS OR RESELLERS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES. IN NO EVENT WILL DYNANAV BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE AMOUNT DYNANAV RECEIVED FROM YOU FOR A LICENSE TO THE SOFTWARE, EVEN IF DYNANAV SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY FOR DEATH OR PERSONAL INJURY TO THE EXTENT APPLICABLE LAW PROHIBITS SUCH LIMITATION. FURTHERMORE, SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU.
HIGH RISK ACTIVITIES
The Software is not fault-tolerant and is not designed, manufactured or intended for use or resale as on-line control equipment in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, or weapons systems, in which the failure of the Software could lead directly to death, personal injury, or severe physical or environmental damage (“High Risk Activities”) DynaNav and its suppliers specifically disclaim any express or implied warranty of fitness for High Risk Activities.
MISCELLANEOUS
If the copy of the Software you received was accompanied by a printed or other form of “hard-copy” End User License Agreement whose terms vary from this Agreement, then the hard-copy End User License Agreement governs your use of the Software. This Agreement represents the complete agreement concerning this license and may amended only by writing executed by both parties. THE ACCEPTANCE OF ANY PURCHASE ORDER PLACED BY YOU IS EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO THE TERMS SET FORTH HEREIN, AND NOT THOSE IN YOUR PURCHASE ORDER. If any provision of this Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable. This Agreement shall be governed by Laws of British Columbia, Canada. The application the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded.
- Accepted this ________ day, of _______________ month, of __________ year
- Signature: ________________________
- Company: __________________________
