IMPORTANT -- READ CAREFULLY: By clicking on the Next button or by opening the sealed packet(s) to make and utilize copies of the RealPlayer and accompanying software ("Software") Licensee agrees to be and is hereby bound by the terms of this License Agreement ("Agreement"). If Licensee does not agree to the terms of this Agreement, Licensee must promptly destroy all copies of the Software and accompanying documentation ("Documentation") and obtain a full refund of any fees paid from Progressive Networks Inc.
I. GRANT OF LICENSE:
Progressive Networks Inc. ("PN") hereby grants to Licensee a non-exclusive license to use the Software and Documentation subject to the following terms:
Licensee may: (i) use the Software on any single computer; (ii) use the Software on a second computer so long as the first and second computers are not used simultaneously; (iii) copy the Software for back-up, archival purposes provided any copy must contain all of the original Software's proprietary notices.
Licensee may not: (i) permit other individuals to use the Software except under the terms listed above; (ii) modify, translate, reverse, engineer, decompile, disassemble (except to the extent that this restriction is expressly prohibited by law) or create derivative works based upon the Software or Documentation; (iii) copy the Software or Documentation (except for back-up purposes); (iv) rent, lease, transfer, or otherwise transfer rights to the Software or Documentation; or (v) remove any proprietary notices or labels on the Software or Documentation.
II. SOFTWARE:
If Licensee receives the first copy of the Software electronically and a second copy on media the second copy may be used for archival purposes only and may not be transferred to or used by any other person. This license does not grant Licensee any right to any enhancement or update.
III. TITLE:
Title, ownership, rights, and intellectual property rights in and to the Software and Documentation shall remain in PN and/or its suppliers. The Software is protected by the copyright laws of the United States and international copyright treaties. Title, ownership rights and intellectual property rights in and to the content accessed through the Software including the content contained in the Software media demonstration files is the property of the applicable content owner and may be protected by applicable copyright or other law. This license gives Licensee no rights to such content.
IV. DISCLAIMER OF WARRANTY:
Product is deemed accepted by Recipient. The PRODUCT is provided AS IS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PROGRESSIVE NETWORKS FURTHER DISCLAIMS ALL WARRANTIES, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE PRODUCT AND DOCUMENTATION REMAINS WITH RECIPIENT. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PROGRESSIVE NETWORKS OR ITS SUPPLIERS BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE PRODUCT, EVEN IF PROGRESSIVE NETWORKS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO RECIPIENT.
V. TERMINATION:
This license shall terminate automatically if Licensee fails to comply with the limitations described in this license. No notice shall be required from PN to effectuate such termination. On termination Licensee must destroy all copies of the Software and Documentation.
VI. U.S. GOVERNMENT RESTRICTED RIGHTS AND EXPORT RESTRICTIONS:
The Software is provided with RESTRICTED RIGHTS. Use duplication or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of The Rights in Technical Data and Computer Software clause of DFARS 252.227-7013 or subparagraphs (c)(i) and (2) of the Commercial Computer Software-Restricted Rights at 48 CFR 52.227-19 as applicable. Manufacturer is Progressive Networks 1111 Third Avenue Suite 2900 Seattle Washington 98101. Licensee acknowledges that none of the Software or underlying information or technology may be download or otherwise exported or re-exported (i) into (or to a national or resident of) Angola, Cuba, Iran, Iraq, Libya, North Korea, Sudan, Syria, or any other country to which the U.S. has embargoed goods; or anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders. By using the Software Licensee is agreeing to the foregoing and is representing and warranting that it is not located in under the control of a national or resident or resident of any such country or on any such list.
VII. GOVERNING LAW:
This License Agreement shall be governed by the laws of the State of Washington without regard to conflicts of law provisions and Recipient consents to the exclusive jurisdiction of the state and federal courts sitting in the State of Washington. This License Agreement will not be governed by the United Nations Convention of Contracts for the International Sale of Goods, the application of which is hereby expressly excluded.
VIII. ENTIRE AGREEMENT:
This agreement constitutes the complete and exclusive agreement between PN and Licensee with respect to the subject matter hereof and supersedes all prior oral or written understandings, communications or agreements not specifically incorporated herein. This agreement may not be modified except in a writing duly signed by an authorized representative of PN and Licensee.
