Warranties and Disclaimers
EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN AN AGREEMENT BETWEEN YOU AND SCIFCOM, ALL INFORMATION AND SOFTWARE ON THIS WEB SITE IS PROVIDED "AS IS" WITHOUT ANY OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THOSE ARISING BY LAW, STATUTE, USAGE OF TRADE, OR COURSE OF DEALING. SCIFCOM ASSUMES NO RESPONSIBILITY FOR ERRORS OR OMISSIONS IN THE INFORMATION OR SOFTWARE OR OTHER DOCUMENTS WHICH ARE REFERENCED BY OR LINKED TO THIS WEB SITE.
REFERENCES TO CORPORATIONS, THEIR SERVICES AND PRODUCTS, ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. IN NO EVENT SHALL SCIFCOM BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER OR NOT ADVISED OF THE POSSIBILITY OF DAMAGE, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE, RELIANCE ON, OR PERFORMANCE OF THIS INFORMATION.
THIS WEB SITE COULD INCLUDE TECHNICAL OR OTHER INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN; THESE CHANGES WILL BE INCORPORATED IN NEW EDITIONS OF THIS WEB SITE. SCIFCOM MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE PRODUCT(S) AND/OR THE PROGRAM(S) DESCRIBED IN THIS WEB SITE AT ANY TIME.
This Web site can be accessed from countries around the world and may contain references to products, services, and programs that are not available in your country. These references do not imply that SCIFCOM intends to make such products, services, or programs available in your country.
SCIFCOM is subject to certain export restrictions of the United States Government. If you are (a) in a country to which export from the United States is restricted for anti-terrorism reasons, or a national of any such country, wherever located, (b) in a country to which the United States has embargoed or restricted the export of goods or services, or a national of any such country, wherever located, or (c) a person or entity who has been prohibited from participating in United States export transactions by any agency of the United States Government, then you may not install, download, access, use, or license SCIFCOM. By accepting this License, you warrant and represent to SCIFCOM that (1) you do not match the criteria set forth in (a), (b), or (c) above, (2) that you will not export or re-export SCIFCOM to any country, person, or entity subject to U.S. export restrictions, including those persons and entities that match the criteria set forth in (a), (b), or (c) above, and (3) that neither the United States Bureau of Industry and Security, nor any other U.S. federal agency, has suspended, revoked, or denied your export privileges.
Secure Channels XOTIC™ SDK Trial End User License Agreement
By installing, copying, or otherwise using the Software (hereinafter “Software”) published by, purchased from or otherwise obtained from Secure Channels, Inc. (hereinafter referred to as “SCI”), you agree to the following terms and conditions (the “Terms and Conditions”). Read the following terms and conditions carefully before downloading, installing or using the Software (defined below).
If you do not agree to the terms and conditions, do not install, use, distribute in any manner, or replicate in any manner, any part, file or portion of the Software.
These license terms are an agreement between you and SCI. They apply to the Software that accompanies these license terms, called “XOTIC™ SDK Trial.” These terms also apply to any SCI-supplied updates, supplements, Internet-based services, and support services, if any, for XOTIC™ SDK Trial, unless other terms accompany those items. If so, those terms apply.
"YOU" MEANS THE NATURAL PERSON OR THE ENTITY THAT IS AGREEING TO BE BOUND BY THESE TERMS, THEIR EMPLOYEES, AND THIRD-PARTY CONTRACTORS THAT PROVIDE SERVICES TO YOU. YOU SHALL BE LIABLE FOR ANY FAILURE BY SUCH EMPLOYEES AND THIRD-PARTY CONTRACTORS TO COMPLY WITH THESE TERMS. IF YOU COMPLY WITH THE TERMS OF THIS END USER LICENSE AGREEMENT, YOU HAVE THE RIGHTS BELOW FOR EACH LICENSE YOU ACQUIRE. SCI RESERVES ALL RIGHTS NOT EXPRESSLY GRANTED TO YOU.
Use of this Software.
- Secure Channels Inc. grants you the non-exclusive, non-transferable, limited right and license to install and use the Software solely and exclusively for your personal use.
- You may not use the Software in any manner that could damage, disable, overburden, or impair the Software (or servers or networks connected to the Software), nor may you use the Software in any manner that could interfere with any other party’s use and enjoyment of the Software (or servers or networks connected to the Software).
- You agree that you are solely responsible for (and that SCI has no responsibility to you or to any third party for) your use of the Software, any breach of your obligations under the Terms and Conditions, and for the consequences (including any loss or damage which SCI may suffer) of any such breach.
License. This End User License Agreement (“License” or “License Agreement”) is a legal agreement between SCI and you and applies to your use of the Software and all related documentation that accompanies the Software. “SCI’s licensors” refers to any third parties licensing all or any portion of such Software to SCI. This License is specifically intended for the benefit of SCI and any SCI licensors.
- Grant of License. So long as you are in compliance with this License Agreement, SCI grants a non-exclusive license to use the Software, subject to the restrictions set forth below. No rights to the use of any SCI, or its licensors’, names, logos or trademarks are conveyed by this License. This License Agreement is not for the sale of Software or any other intellectual property. All rights, titles and interests, and all intellectual property rights in and to the Software are owned by SCI or its licensors. Except as expressly stated herein, no other rights are granted to you by implication, estoppel, or otherwise, under any patent, copyright, trade secret, trademark, or other intellectual property right.
- Copyright & Proprietary Rights. The Software is owned by SCI, its licensors or its suppliers, and protected by copyright laws and international treaties. You acknowledge that (a) the Software contains proprietary and confidential information that is protected by applicable intellectual property and other laws, and (b) SCI and/or third parties own all right, title and interest in and to the Software and content, excluding content provided by you, that may be presented or accessed through the Software, including without limitation all intellectual property rights therein and thereto. “Intellectual Property Rights” means any and all rights existing from time to time under patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all Softwares, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide.
Copyright & Proprietary Rights Protections. You agree that you will not, and will not allow any third party to:
- Copy, sell, license, distribute, transfer, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Software or content that may be presented or accessed through the Software for any purpose, unless otherwise permitted.
- Take any action to circumvent or defeat the security or content usage rules provided, deployed or enforced by any functionality (including without limitation digital rights management functionality) contained in the Software.
- Remove, obscure, or alter SCI’s or any third party’s copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Software.
- You may not create, develop, license, install, use, or deploy any third party Software or services to circumvent, enable, modify or provide access, permissions or rights to work around any technical limitations in the Software and these terms.
- You may use one instance of the Software for each personal electronic device that you own (e.g. computer, mobile phone, etc.). You may not further redistribute, sublicense, rent, loan or lease the Software to a third party.
- This license does not allow you to use the Software on any device that you do not own and you may not distribute or make the Software available over a network where it could be used by multiple devices at the same time. You may not rent, lease, lend, sell, redistribute or sublicense or otherwise transfer in whole or in part the Software to another party.
- You may not use the Software in any way that is against the law. The terms of the License will govern any upgrades provided by SCI that replace and/or supplement the original Software, unless such upgrade is accompanied by a separate license in which case the terms of that license will govern.
- THE SOFTWARE IS NOT INTENDED FOR USE IN THE OPERATION OF NUCLEAR FACILITIES, LIFE SUPPORT SYSTEMS, EMERGENCY COMMUNICATIONS, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL SYSTEMS, OR ANY OTHER ACTIVITIES IN WHICH THE FAILURE OF THE SOFTWARE COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.
- Termination. This Trial License is effective until it is ineffective and terminated after 50 uses. You may terminate this License at any time by deleting or otherwise destroying the Software together with all copies in any form. This License will also automatically terminate if you fail to comply with any term or condition of this License. You agree that SCI also may, at its sole discretion, temporarily or permanently terminate the License with prior notice to you and/or terminate the Services without prior notice to you. Upon termination, for any reason, you agree to destroy the Software together with all copies in any form. Provisions which, by their nature, should remain in effect beyond termination of this License Agreement shall survive.
- Compliance with Laws and Terms. You agree to comply with all applicable laws in connection with the use of the Software and services.
- Software Features. The Software may contain features that enable SCI, via the Internet, to notify you of available Software upgrades, promotions, products and services in which you may be interested; to update product data files and instructional and marketing content in the Software; and to collect non-personally identifiable usage data. You agree that SCI may use these features to provide such notices and updates, permit such downloads and to collect such data, unless you have elected to deactivate the features in the Software.
Privacy. The Software may request or collect certain limited information about you when you use the Software. Such information might consist of your name, if you provide it and your email address and device identification as well as technical data and related information, including but not limited to technical information about your device, system and Software (collectively “Personal Information”).
SCI may share aggregate data with vendors who assist SCI in providing its products and services; with third party business partners with whom SCI provides joint promotions; with SCI’s affiliated companies, including any parent or subsidiaries of SCI; and SCI may share aggregate data if SCI believes it is necessary to comply with legal process (such as a court order, subpoena, search warrant, etc.), or other legal requirements of any governmental authority; if SCI believes it would potentially mitigate SCI’s liability in an actual or potential lawsuit; if SCI believes it is permitted by law or if doing so will not violate the law; or if SCI believes it is otherwise necessary to protect SCI’s rights or property; or is necessary to protect the interests of other users of the Software. In the unlikely event that all or part of SCI’s business is sold or acquired by a third party, SCI will transfer such information to the new business owner.
- Your Representations and Warranties. You represent and warrant that you possess the legal right and ability to agree to this License Agreement, and that all information or material that you transmit through the Software is owned by you, is true, accurate and current, including login credentials.
- Indemnity. To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless SCI, its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorney's fees) arising out of or accruing from your use of the Software, including your downloading, installation, or use of the Software, or your violation of these Terms and Conditions.
Disclaimer of Warranty. The Software is provided to you “AS IS”. SCI and its licensors do not warrant that the functions contained in the Software will meet your requirements or that the operation of the Software will be uninterrupted or error free. You assume responsibility for operation of the Software, and for the installation, use, and results obtained from the Software. You are solely responsible for any damage to your mobile device, or other device, or loss of data that results from such use.
Subject to any Applicable legislation which prohibits the following exclusions, SCI AND ITS LICENSORS MAKE NO WARRANTIES OF ANY KIND RELATED TO THE SOFTWARE, EITHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, or arising from course of performance, dealing, usage or trade. Some states and countries do not allow the exclusion of implied warranties or have legislation that imposes certain statutory warranties that cannot be excluded, so the above exclusion may not apply to you.
- Limitation of Liability. Your use of the Software is entirely at your own risk. Under no circumstance will SCI, its agents, licensors or suppliers be liable to you on account of your use or misuse of, or reliance on, the Software. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT WILL SCI, ITS LICENSORS, SUPPLIERS OR DEALERS BE LIABLE TO YOU FOR ANY ACTUAL, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, costs of procurement of substitute products or services OR OTHER DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some states and countries do not allow the limitation or exclusion of liability for incidental or consequential damages or have legislation that restricts the limitation or exclusion of liability, so the above limitation may not apply to you.
- Governing Law. These Terms and Conditions and your relationship with SCI under these Terms and Conditions will be governed by the laws of the State of California without regard to its conflict of laws provisions. You and SCI agree to submit to the exclusive jurisdiction of the courts located within Orange County, California to resolve any legal matter arising from these Terms and Conditions. Notwithstanding this, you agree that SCI will still be allowed to Apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction. If the Software was obtained outside of the United States, this License is governed by the laws of the country in which it was obtained. This License shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the Software of which is expressly excluded. If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of this License shall continue in full force and effect.
- Export Law Assurances. You may not use or otherwise export or re-export the Software except as authorized by United States law and laws of the jurisdiction in which the Software was obtained. In particular, but without limitation, the Software may not be exported or re-exported (a) into (or to a national or resident of) any U.S. embargoed countries (including without limitation Cuba, Iran, Iraq, Libya, North Korea, Serbia, Sudan, and Syria) or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Persons List or Entity List. By using the Software, you represent and warrant that you are not located in, under control of, or a national or resident of any such country or on any such list.
- Federal Acquisitions. This Software, related materials and documentation have been developed entirely with private funds. If the user of the Software is an agency, department, employee, prime contractor, or subcontractor (at any tier) under any contract, grant, cooperative agreement or other activity with the United States federal government, the use, duplication, reproduction, release, modification, disclosure, or transfer of the Software, including technical data or manuals, is restricted by the terms, conditions and covenants contained in these Terms and Conditions. If you are in the U.S. Government or any agency or department thereof, the Software is licensed (a) only as a commercial item and (b) with only those rights as are granted hereunder. In accordance with Federal Acquisition Regulation 12.212 for civilian agencies and Defense Federal Acquisition Regulation Supplement 227.7202 for military agencies, use of the Software is further restricted by these Terms and Conditions.
- European Community Provisions. If you obtained this Software within a country of the European Community, nothing in this License shall be construed as restricting any rights available under the European Community Directive (91/250/EEC).
Miscellaneous. Each provision of this License Agreement is severable. If a provision is found to be unenforceable, this finding does not affect the enforceability of the remaining provisions, terms, or conditions of this License Agreement. This License Agreement is binding on successors and assigns. SCI will not be responsible for any non-performance or delay attributable in whole or in part to any cause beyond its reasonable control. Nothing contained herein shall be construed as creating any agency, partnership, or other form of joint enterprise between the parties. You acknowledge that you have read this License Agreement, that you understand it, that you agree to be bound by its terms, and that the foregoing is the complete and exclusive statement of the License Agreement.
- These Terms and Conditions constitute the entire Agreement between you and SCI relating to the Software and govern your use of the Software, and completely replace any prior or contemporaneous agreements between you and SCI regarding the Software.
- The failure of SCI to exercise or enforce any right or provision of these Terms and Conditions does not constitute a waiver of such right or provision, which will still be available to SCI.
- If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms and Conditions is invalid, then that provision will be removed from the Terms and Conditions without affecting the rest of the Terms and Conditions. The remaining provisions of these Terms and Conditions will continue to be valid and enforceable.
- The rights granted in these Terms and Conditions may not be assigned or transferred by either you or SCI without the prior written Approval of the other party. Neither you nor SCI are permitted to delegate their responsibilities or obligations under these Terms and Conditions without the prior written Approval of the other party.