IMPORTANT - PLEASE READ THE FOLLOWING CAREFULLY BEFORE CLICKING "Accept" BELOW: You are installing the InterTrust DocBox (tm) software. This license agreement ("License Agreement") is a legal agreement between you (either an individual or entity) and InterTrust Technologies Corporation ("InterTrust") for the software and any associated materials or documentation ("InterTrust Software"). YOU UNDERSTAND THAT THIS IS SECURITY SOFTWARE THAT PERMITS DIGITAL INFORMATION TO BE PROTECTED AND USE TO OCCUR ONLY AS PERMITTED BY PROVIDER RULES. AS SUCH, CERTAIN SPECIAL CONSIDERATIONS APPLY. By clicking the "Accept" button below, or by running, copying, or otherwise using the InterTrust Software, you acknowledge that you have read and understood this License Agreement and agree to be bound by its terms and conditions. If you do not agree to these terms and conditions, click "Decline" and do not run or use the InterTrust Software.
1. License. Subject to the terms and conditions hereof, InterTrust hereby grants you a limited, nonexclusive, nonsublicensable right to use the InterTrust Software, as such software has been delivered to you, on a single computer solely: (i) as an end user or for end users; and (ii) to access and/or otherwise use content or other digital information under the management of such software and rules relating thereto solely as set forth herein.
2. Updates, Security, and Revocation. Because this is security software, special rules and policies apply. You agree to abide by the rules and policies established from time to time by your deployment manager and/or InterTrust. Such rules and policies will be applied generally in a nondiscriminatory manner to users of the InterTrust Software, and may include, for example, required or automated updates, modifications, and/or reinstallations of the InterTrust Software to address security, interoperability, and/or performance issues. These may occur on a periodic or as needed basis. InterTrust endeavors to leave system device drivers, support DLLs, and other system software unaffected. In addition, you understand that the software is capable of monitoring itself for security-related and tamper-detection purposes and communicating information about security incidents. Your software and applications that communicate with it are subject to restriction and/or revocation (such as being shut down) for security purposes or according to consistently applied deployment manager policies. You understand and agree that this would likely result in content that was previously available for use being unavailable thereafter.
3. Restrictions; Prohibited Clearinghouse Use. The InterTrust Software contains and/or embodies copyrighted material, trade secrets, patented inventions and other intellectual property of InterTrust. All title and ownership rights in the InterTrust Software remain with InterTrust and its licensors, as applicable. You may make one back-up copy of the InterTrust Software for archival purposes, so long as such copy contains the copyright and proprietary notices furnished with the original copy. In addition to those prohibitions contained elsewhere herein, you will not under this License Agreement: (i) rent, lease, loan, sell, copy (except as permitted above), or distribute the InterTrust Software in whole or in part; (ii) use the InterTrust Software or any portion thereof to create any tool or software product that can be used to create software applications of any nature whatsoever; (iii) remove, alter, obfuscate, and/or otherwise deface any InterTrust trademarks or notices on the InterTrust Software; and/or (iv) modify, decompile, disassemble, reverse engineer or emulate the functionality of (for purposes inconsistent with this License Agreement), and/or create derivative works of the InterTrust Software without the prior written consent of InterTrust; provided, however, that, notwithstanding anything contained herein to the contrary, InterTrust's authorization, as applicable, shall not be required where reproduction of the InterTrust Software and translation of its form are indispensable in the European Union or Norway to obtain the information necessary to achieve the interoperability of the InterTrust Software with other programs, provided that: (a) these acts are performed by you or by another person having a right to use a copy of the InterTrust Software, or on their behalf by a person authorized to do so; (b) the information necessary to achieve interoperability has not previously been readily available to the persons referred to in subparagraph (a); and (c) these acts are confined solely to the parts of the InterTrust Software and/or any mechanisms operatively linked to such software. Except as expressly provided by the License Agreement, no other licenses or rights (including rights to maintenance or updates) are granted, expressly, or by implication or estoppel. Without limiting the foregoing, this License Agreement specifically does not allow you to perform, and you agree to not control and direct the InterTrust Software or any portion thereof to perform, or use any information derived at least in part from use of such software to perform, any of the following functions (the "Clearinghouse Functions") except those specific, express activities directly authorized by and controlled by a provider of clearinghouse function products and/or services acting pursuant to a valid license with InterTrust:
(1) enable payment fulfillment or provision of other consideration (including service fees, product fees or any other fees and/or charges) based at least in part on access to and/or any use of InterTrust Software, or information derived from such access or use;
(2) perform any audit, billing, payment fulfillment (or provision of other consideration) and/or other clearing activities involving more than one person; or
(3) compile, aggregate, use and/or provide information relating to more than one person's use of InterTrust Software and/or any digital information and/or file structures managed thereby, or provide information relating to such use to a third person for any commercial purpose.
Clearinghouse Functions shall include, for example, any of the following activities or services: (A) financial clearing; (B) electronically certifying information such as authenticating identity, class membership, or other attributes of identity context; and/or (C) providing and/or deriving information based upon usage auditing, user profiling, and/or market surveying related to more than one person's use of InterTrust Software.
You are permitted to pay bills or provide information related to your use of the InterTrust Software and observe and interact with your rights, permissions, and/or records concerning use of content governed by the InterTrust Software, solely to the extent and in the manner provided by your InterTrust Software and authorized, set-up, and controlled by InterTrust or an InterTrust licensee.
4. Remedies. You acknowledge and agree that any unauthorized use of the InterTrust Software would result in irreparable injury to InterTrust for which money damages would be inadequate and in such event InterTrust shall have the right, in addition to other remedies available at law and in equity, to immediate injunctive relief to prevent any such unauthorized use. Nothing contained in this Section 5 or elsewhere herein shall be construed to limit remedies or relief available pursuant to statutory or other claims that InterTrust may have under separate legal authority.
5. Warranties. You expressly acknowledge and agree that the use of the InterTrust Software is at your own sole risk. THE INTERTRUST SOFTWARE HAS BEEN PROVIDED BY INTERTRUST SOLELY "AS IS," AND WITHOUT WARRANTY BY INTERTRUST AND/OR ANY OF ITS LICENSORS OF ANY KIND, AND, TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, INTERTRUST AND/OR ANY OF ITS LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, OR ANY WARRANTY OF NONINFRINGEMENT. THERE IS NO WARRANTY THAT THE FUNCTIONS CONTAINED IN THE INTERTRUST SOFTWARE WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION THEREOF WILL BE UNINTERRUPTED OR ERROR-FREE. INTERTRUST AND/OR ANY OF ITS LICENSORS DO NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THIS PRODUCT WITH RESPECT TO ITS PERFORMANCE, ACCURACY, RELIABILITY, SECURITY CAPABILITY, CURRENTNESS OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ANY PERSON SHALL CREATE A WARRANTY IN ANY WAY WHATSOEVER RELATING TO INTERTRUST AND/OR ANY OF ITS LICENSORS. THE EXCLUSION OF IMPLIED WARRANTIES IS NOT PERMITTED BY SOME JURISDICTIONS AND THUS, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
6. Further Limitation of Liability. In addition to the other provisions hereof, YOU ACKNOWLEDGE TO AND FOR INTERTRUST'S BENEFIT AND THE BENEFIT OF ITS DIRECTORS, EMPLOYEES, LICENSORS, AND AGENTS ("AGENTS") THAT THE INTERTRUST SOFTWARE, AS WITH MOST SOFTWARE, MAY CONTAIN BUGS AND IS NOT DESIGNED OR INTENDED FOR USE IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE IN WHICH THE FAILURE OF THE APPLICATION SOFTWARE COULD LEAD TO DEATH, PERSONAL INJURY OR PHYSICAL OR ENVIRONMENTAL DAMAGE. INTERTRUST AND ITS AGENTS SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY LOSS SUFFERED AS THE RESULT OF A BREACH OF SECURITY INVOLVING INTERTRUST SOFTWARE, WHETHER OR NOT SUCH BREACH RESULTS FROM THE DELIBERATE, RECKLESS, OR NEGLIGENT ACTS OF ANY PERSON.
UNDER NO CIRCUMSTANCES SHALL INTERTRUST OR ITS AGENTS BE LIABLE FOR ANY UNAUTHORIZED USE OF ANY CONTENT OF ANY PERSON, OR ANY USE OF THE SOFTWARE TO DEVELOP, DISTRIBUTE, OR USE ANY MATERIAL THAT IS DEFAMATORY, SLANDEROUS, LIBELOUS OR OBSCENE, THAT PORTRAYS ANY PERSON IN A FALSE LIGHT, THAT CONSTITUTES AN INVASION OF ANY RIGHT TO PRIVACY OR AN INFRINGEMENT OF ANY RIGHT TO PUBLICITY, THAT VIOLATES OR INFRINGES ANY THIRD PARTY'S RIGHTS, OR THAT VIOLATES ANY FOREIGN, FEDERAL, STATE OR LOCAL STATUTE OR REGULATION.
IN NO EVENT WILL INTERTRUST OR ITS AGENTS BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF INTERTRUST AND/OR ITS AGENTS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICITONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. TO THE EXTENT AS APPLIED IN A PARTICULAR CIRCUMSTANCE ANY DISCLAIMER OR LIMITATION ON DAMAGES OR LIABILITY SET FORTH HEREIN IS WHOLLY PROHIBITED BY APPLICABLE LAW, THEN INTERTRUST SHALL BE ENTITLED TO THE MAXIMUM DISCLAIMERS AND/OR LIMITATIONS ON DAMAGES AND LIABILITY AVAILABLE AT LAW OR IN EQUITY BY SUCH APPLICABLE LAW IN SUCH PARTICULAR CIRCUMSTANCE. NOTWITHSTANDING ANY CONTRARY PROVISIONS, IN NO EVENT SHALL INTERTRUST'S LIABILITY TO YOU OR ANY PERSON EXCEED, IN THE AGGREGATE, US$10.
7. Term. InterTrust may terminate this License Agreement at any time upon providing five (5) days prior notice. This License Agreement is subject to immediate termination, without notice from InterTrust, if you breach any provision of this License Agreement; provided that if such termination without notice is expressly prohibited by applicable law, then such termination shall occur based upon notice from InterTrust in the event of any breach. Upon notice from InterTrust that this License Agreement has been terminated, you must return to InterTrust or destroy all copies of the InterTrust Software, including any copies or partial copies. The respective rights and obligations of you and InterTrust under the provisions of Sections 2, 3, 4, 5, 6, 7, 9, 10, and this Section 8 shall survive termination of this License Agreement.
8. U.S. Government Restricted Rights and Export Provisions. The InterTrust Software is "commercial computer software" or "commercial computer software documentation." The United States Government's rights with respect to the InterTrust Software are limited by the terms of this License Agreement, pursuant to FAR ß 12.212(a) and/or DFARS ß 227.7202-1(a), as applicable. Because the InterTrust Software is subject to United States export controls, you agree that you shall not export or "re-export" (transfer) the InterTrust Software unless you have complied with all applicable U.S. export controls.
9. Miscellaneous Provisions. Any actions arising out of or in any manner affecting the interpretation of this License Agreement and/or any action involving the InterTrust Software, whether under this License Agreement or otherwise (collectively, an "InterTrust Software Dispute") shall be governed solely by, and construed solely in accordance with, the laws of the United States and Commonwealth of Virginia, excluding (i) conflict of laws principles; (ii) the United Nations Convention on Contracts for the International Sale of Goods; (iii) the 1974 Convention on the Limitation Period in the International Sale of Goods; and (iv) the Protocol amending the 1974 Convention, done at Vienna April 11, 1980. To the extent permitted by law, the provisions of this License Agreement shall supersede any provisions of the Uniform Commercial Code as adopted or made applicable to the InterTrust Software in any competent jurisdiction. As concerns any InterTrust Software dispute, you hereby unconditionally and irrevocably consent to the exclusive jurisdiction of and venue in, as relevant, the state courts of the Commonwealth of Virginia and the U.S. District Court for the Eastern District of Virginia (in Alexandria, Virginia) and irrevocably: (a) waive any objection whatsoever (including any objection with respect to venue) that you may now or hereafter have to the jurisdiction or venue of said courts; and (b) consent to the service of process of said courts by the mailing of process by registered or certified mail to you, postage prepaid. If for any reason a court of competent jurisdiction finds any provision or portion of this License Agreement to be unenforceable, such provision or portion shall be enforced to the maximum extent permissible consistent with the terms hereof, and the remainder of this License Agreement shall continue in full force and effect. Except as expressly set forth herein, this License Agreement may not be amended, modified, or supplemented by the parties in any manner, except by a written instrument signed by InterTrust's Chairman, Chief Business Officer, General Counsel, or such other person designated in writing by one of the foregoing ("InterTrust Designated Officer"). No provision hereof shall be deemed waived (by any act or omission) unless such waiver is in a writing signed by an InterTrust Designated Officer. This License Agreement will bind and inure to the benefit of each party's successors and assigns, provided that you may not assign or transfer this License Agreement, in whole or in part, without the prior written consent of an InterTrust Designated Officer. This License Agreement represents the entire agreement between you and InterTrust with respect to the subject matter hereof and supersedes all prior and/or contemporaneous agreements and understandings, written or oral, between you and InterTrust with respect to the subject matter hereof.
10. Intellectual Property Notices. Copyright (c) 1997-2000 InterTrust Technologies Corporation. All rights reserved. The InterTrust Software and its use may be covered by one or more of the following patents: US 4,827,508, US 4,977,594, US 5,050,213, US 5,410,598, US 5,892,900, US 5,910,987, US 5,915,019, US 5,917,912, US 5,920,861, US 5,940,504, US 5,943,422, US 5,949,876, US 5,982,891, US 5,999,949, US 6,112,181, EP 329681, AT133305, DE3751678, and AU-B-63266/96. Additional U.S. and foreign patents are pending. DigiBox, DocBox, InterRights, InterRights Point, IRP, InterTrust, MetaTrust, NetTrust, RightsWallet, TrustNet, and the InterTrust Logo are trademarks in the U.S. and other countries of InterTrust Technologies Corporation, and are used by you under license.
11. Third Party Notices. You acknowledge and understand that certain software modules of the InterTrust Software may contain third party technology, including an independent implementation of the encryption algorithm RIJNDAEL by Joan Daemen and Vincent Rijmen which is a candidate algorithm in the Advanced Encryption Standard program of the US National Institute of Standards and Technology. Copyright in this implementation is held by Dr B R Gladman.
12. InterTrust Customer Contact. If you have any questions regarding this License Agreement, or if you would like to contact InterTrust for any other reason, please call (408) 855-0100, fax (408) 855-0144, write to InterTrust Technologies Corporation, 4750 Patrick Henry Drive, Santa Clara, CA 95054, or visit our website at http://www.intertrust.com.
