THIS END USER LICENSE AGREEMENT ("Agreement") IS A LEGAL AGREEMENT BETWEEN YOU (EITHER ON BEHALF OF YOURSELF AS AN INDIVIDUAL OR ON BEHALF OF AN ENTITY AS ITS AUTHORIZED REPRESENTATIVE) AND ZONE LABS, LLC. ("Zone Labs"). PLEASE READ THIS AGREEMENT CAREFULLY AND PRINT OUT A COPY FOR YOUR RECORDS. THIS AGREEMENT SUPERSEDES PREVIOUS VERSIONS.
BY CHECKING THE AGREEMENT CHECKBOX BELOW AND DOWNLOADING, INSTALLING, COPYING OR OTHERWISE USING ZONE LABSÆ SOFTWARE YOU AGREE TO BE BOUND BY ALL OF THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, CLICK ON THE "CANCEL" BUTTON AND/OR DO NOT DOWNLOAD, INSTALL, COPY OR OTHERWISE USE THE SOFTWARE.
1. SOFTWARE: As used in this Agreement, the term "Software" refers to the Zone Labs software which you have selected to download. The term "Software" also shall include any upgrades, modified versions or updates of the Software made available to you by Zone Labs. The Software is deemed accepted by you upon download of the Software. The term "Software" also includes any third party software made available to you by Zone Labs.
2. GRANT OF LICENSE: Subject to the terms of this Agreement, Zone Labs hereby grants you a perpetual, non-exclusive, non-transferable right to: (i) install the Software, (ii) use the Software for your internal use, and (iii) copy the Software for back-up or archival purposes. Notwithstanding the foregoing, you acknowledge and agree that, depending on the version (free, trial or fully licensed) of Software you select to download, certain restrictions may apply to your use of the Software and certain features of the Software ("Special Features") may be unavailable to you or available subject to certain limitations, as follows:
2.1 FREE VERSIONS: You may only download and use a free non-trial version of the Software if you are (i) an individual (and then only for your personal home use) or (ii) a not-for-profit charitable entity as set forth in U.S.C., Title 26, Section 501(c)(3) (excluding government entities and educational institutions). If you select to download a free non-trial version of the Software, you will be unable to access the Special Features of the Software unless you upgrade to a fully licensed version of the Software (provided such option is made available to you), and pay the applicable fees, if any.
2.2 TRIAL VERSIONS: If you select to download a free trial version of the Software, you will be able to access the Special Features of the Software only for a limited trial period (the "Trial Period"). Unless you pay the applicable one-time license fee for the Software and install a license key (as described in Section 6 ("License Keys")), the Special Features of the Software will become inoperable and automatically expire at the end of your Trial Period. In the event that you pay the applicable license fee for the Software, your ability to access the Special Features of the Software on the number of computers for which you have paid the applicable license fee will continue perpetually, subject to the terms of this Agreement.
2.3 FULLY LICENSED VERSIONS: If you select to download a fully licensed version of the Software and pay the applicable license fee, your ability to access the Special Features of the Software on the number of computers for which you have paid the applicable license fee will continue perpetually, subject to the terms of this Agreement.
3. SUBSCRIPTION SERVICES: If you select to download a fully licensed version of the Software (or upgrade to a fully licensed version of the Software if you have previously downloaded a free or trial version of the Software), you may receive Subscription Services as provided in this Section. The term "Subscription Services" includes technical support and such additional services as Zone Labs may, in Zone LabsÆ discretion, make available to you.
3.1 TECHNICAL SUPPORT: Subject to payment of the applicable license fee, Zone Labs will provide you with technical support, free of charge, for a limited period commencing on your payment of such license fee. You may obtain continued technical support for a specified period of time by paying Zone LabsÆ applicable then-current fee for Subscription Services and installing the applicable license keys, provided that such option is made available to you. All technical support is provided subject to Zone LabsÆ then-current technical support policy, and includes such updates to the Software as Zone Labs may make generally available thereunder from time to time in Zone LabsÆ sole discretion. In the event you are eligible to receive such updates to the Software, Zone Labs will notify you when such updates are available to be downloaded by you. All updates to the Software shall be governed by this Agreement unless other license terms are provided with the update.
3.2 ADDITIONAL SERVICES: During the time you are eligible to receive technical support, Zone Labs may, in Zone LabsÆ sole discretion, also make certain additional web-based security services available to you. Such additional services will be provided subject to Zone LabsÆ then-current policies regarding use of such additional services. Zone Labs reserves the right to discontinue any such additional services and/or offer new additional services at any time, without right to refund or set-off.
4. LICENSE RESTRICTIONS: You acknowledge that the foregoing license extends only to your use of the features and functionality of the Software as described in the online documentation accompanying the version of the Software downloaded by you (the "Documentation"), and you agree not to reconfigure or modify the Software in order to enable features or functionality different than those described in such Documentation or available in other Zone Labs products without notifying Zone Labs and paying the applicable Software upgrade fee. You may not: (i) reverse engineer, decompile, or disassemble the Software; (ii) modify, or create derivative works based upon, the Software in whole or in part; (iii) distribute copies of the Software; (iv) remove any proprietary notices or labels on the Software; or (v) resell, lease, rent, transfer, sublicense, or otherwise transfer rights to the Software. Any use in violation of this Section shall immediately terminate your license to the Software.
5. THIRD PARTY SOFTWARE: Certain third party software included with the Software is subject to additional terms and conditions imposed by Zone LabsÆ third party licensor(s). Such terms and conditions are contained in the "About" pages of the Software and are deemed incorporated herein by reference.
6. LICENSE KEYS: You acknowledge that the Software contains a license key. If you select to download a trial or fully licensed version of the Software, and pay the applicable license fee for the Software, Zone Labs will provide you an initial license key for installation with the Software which will enable you to (i) use the Software (including Special Features) during the term of your license and (ii) obtain certain subscription-based services ("Subscription Services") for a limited period pursuant to the terms of Section 3 ("Subscription Services"). In the event you subsequently purchase continued Subscription Services pursuant to Section 3 ("Subscription Services"), and at each renewal thereof, Zone Labs will provide you additional license key(s) for installation with the Software to enable you to obtain such Subscription Services for the applicable subscription period. You agree not to purchase any license keys or similar computer code for the Software from any source other than Zone Labs or Zone LabsÆ authorized partners.
7. TITLE: You agree that no title to the intellectual property in the Software, Subscription Services (as defined), or license keys is transferred to you. Title, ownership, rights, and intellectual property rights in and to the Software, Subscription Services, and license keys shall remain in Zone Labs and/or Zone LabsÆ licensors. The Software, Subscription Services and license keys are protected by intellectual property laws of the United States and other countries and by international treaties.
8. WARRANTY:
8.1 Limited Warranty. Zone Labs warrants to You that the encoding of the Software on the media on which the Software is furnished will be free from defects in material and workmanship, and that the Software shall substantially conform to its user manual, as it exists at the date of delivery, for a period of ninety (90) days from the date You receive the original License Key. Zone LabÆs entire liability and Your exclusive remedy shall be, at Zone Lab's option, either: (i) return of the price paid to Zone Labs for the Software, resulting in the termination of this Agreement, or (ii) repair or replacement of the Software or media that does not meet this limited warranty. Some jurisdictions do not allow the exclusion of implied warranties or limitations on how long an implied warranty may last, so the above limitations may not apply to You. This warranty gives You specific legal rights. You may have other rights that vary from state to state.
8.2 GENERAL: The Software and Subscription Services are provided to you at minimal charge. Zone Labs does not guarantee that use of the Software or Subscription Services will be uninterrupted or error-free. Zone Labs does not guarantee that the information accessed by the Software or Subscription Services will be accurate or complete. You acknowledge that performance of the Software and Subscription Services may be affected by any number of factors, including without limitation, technical failure of the Software, the acts or omissions of third parties and other causes reasonably beyond the control of Zone Labs. Certain features of the Software may not be forward-compatible with future versions of the Software and use of such features with future versions of the Software may require purchase of the applicable future version of the Software.
8.3 AS IS SALE: EXCEPT FOR THE LIMITED WARRANTIES SET FORTH IN SECTION 8.1, YOU AGREE THAT ZONE LABS AND ITS LICENSORS HAVE MADE NO EXPRESS WARRANTIES, ORAL OR WRITTEN, TO YOU REGARDING THE SOFTWARE AND SUBSCRIPTION SERVICES AND THAT THE SOFTWARE AND SUBSCRIPTION SERVICES ARE BEING PROVIDED TO YOU "AS IS" WITHOUT WARRANTY OF ANY KIND. YOU ACKNOWLEDGE THAT THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE AND/OR SUBSCRIPTION SERVICES IS WITH YOU. SHOULD THE SOFTWARE AND/OR SUBSCRIPTION SERVICES PROVE DEFECTIVE, YOU (AND NOT ZONE LABS, THE RETAILER, OR ANY DISTRIBUTOR) ASSUME THE ENTIRE COST OF ALL NECESSARY REPAIRS.
8.4 DISCLAIMER: ZONE LABS DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT WITHOUT LIMITATION, (i) THE IMPLIED WARRANTIES OF NONINFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; (ii) THAT THE SOFTWARE OR SUBSCRIPTION SERVICES WILL AVERT OR PREVENT ALL OCCURRENCES (OR THE CONSEQUENCES THEREFROM) THAT THE SOFTWARE OR SUBSCRIPTION SERVICES ARE DESIGNED TO DETECT AND/OR PREVENT; OR (iii) THAT ANY INFORMATION ACCESSED BY THE SOFTWARE OR SUBSCRIPTION SERVICES WILL BE ACCURATE OR COMPLETE. THIS WARRANTY DISCLAIMER AFFECTS YOUR LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. SOME JURISDICTIONS DO NOT ALLOW EXCLUSIONS OF IMPLIED WARRANTIES OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
9. Limitation on Liability. EXCEPT FOR BODILY INJURY OF A PERSON, IN NO EVENT WILL ZONE LABS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES ARISING OUT OF THE SUBJECT MATTER OF THIS AGREEMENT, THE PRODUCT OR ANY SERVICES UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS), OR FOR LOSS OF OR CORRUPTION OF DATA, OR FOR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR TECHNOLOGY, IRRESPECTIVE OF WHETHER CHECK POINT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ZONE LAB'S MAXIMUM LIABILITY FOR DAMAGES SHALL BE LIMITED TO THE LICENSE FEES RECEIVED BY ZONE LABS UNDER THIS LICENSE FOR THE PARTICULAR PRODUCT(S) WHICH CAUSED THE DAMAGES. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to You.
10. TERMINATION: This Agreement shall terminate automatically if you fail to comply with the terms of this Agreement. No notice shall be required from Zone Labs to effect such termination. You may also terminate this Agreement at any time by notifying Zone Labs in writing of termination. Upon any termination of this Agreement, you must uninstall and destroy all copies of the Software.
11. MISCELLANEOUS:
11.4 COMPLIANCE WITH EXPORT CONTROL LAWS: You acknowledge that Software is subject to the export control laws and regulations of the United States ("U.S.") and agree to abide by those laws and regulations. Under U.S. law, the Software may not be downloaded or otherwise exported, reexported, or transferred to restricted countries, restricted end-users, or for restricted end-uses. The U.S. currently has embargo restrictions against Cuba, Iran, Iraq, Libya, North Korea, Sudan, and Syria. The lists of restricted end-users are maintained on the U.S. Commerce DepartmentÆs Denied Persons List, the Commerce DepartmentÆs Entity List, the Commerce DepartmentÆs List of Unverified Persons, and the U.S. Treasury DepartmentÆs List of Specially Designated Nationals and Blocked Persons. In addition, the Software may not be downloaded or otherwise exported, reexported, or transferred to an end-user engaged in activities related to weapons of mass destruction. Such activities include but are not necessarily limited to activities related to: (1) the design, development, production or use of nuclear materials, nuclear facilities, or nuclear weapons; (2) the design, development, production or use of missiles or support of missile projects; and (3) the design, development, production, or use of chemical or biological weapons. By downloading or using the Software, you are agreeing to the foregoing. You are also warranting that you are not (i) located in, or a resident or national of, a restricted country; (ii) on any of the U.S. lists of restricted end-users; or (iii) engaged in any activity related to weapons of mass destruction. You understand that the requirements and restrictions of U.S. law as applicable to you may vary depending on the software downloaded and may change over time, and that, to determine the precise controls applicable to the software, it is necessary to refer to the U.S. Export Administration Regulations and the U.S. Foreign Assets Control Regulations.
11.5 U.S. GOVERNMENT RIGHTS: The Software under this Agreement is commercial computer software as that term is described in 48 C.F.R. 252.227-7014(a)(1). If acquired by or on behalf of a civilian agency, the U.S. Government acquires this commercial computer software and/or commercial computer software documentation subject to the terms of this Agreement as specified in 48 C.F.R. 12.212 (Computer Software) and 12.211 (Technical Data) of the Federal Acquisition Regulations ("FAR") and its successors. If acquired by or on behalf of any agency within the Department of Defense ("DOD"), the U.S. Government acquires this commercial computer software and/or commercial computer software documentation subject to the terms of this Agreement as specified in 48 C.F.R. 227.7202-3 of the DOD FAR Supplement ("DFAR") and its successors.
11.6 GOVERNING LAW: This Agreement will be governed by the laws of the State of California as they are applied to agreements between California residents entered into and to be performed entirely within California. The United Nations Convention on Contracts for the International Sale of Goods is specifically disclaimed.
11.7 ENTIRE AGREEMENT: You agree that this is the entire agreement between you and Zone Labs, and that it supersedes any prior agreement, whether written or oral, and all other communications between Zone Labs and you relating to the subject matter of this Agreement. This Agreement may be amended, modified or supplemented only by a writing that is signed by the authorized representatives of both parties.
11.8 RESERVATION OF RIGHTS: All rights not expressly granted in this Agreement are reserved by Zone Labs.
⌐1998-2005 Zone Labs, LLC. All rights reserved. All trademarks and/or service marks of Zone Labs used in connection with the Software (including but not limited to TRUEVECTOR, ZONEALARM, ZONE LABS and the ZONE LABS logo) are trademarks and registered trademarks of Zone Labs, LLC, a Check Point Software Technologies, Inc. Company, in the United States and other countries. The Software is protected by U.S. Patent No. 5,987,611.
