End User License Agreement
This End User License Agreement (the “Agreement”) is an agreement between Open Automation Software, Inc. (“Open Automation Software”) and the end user (“you” or the “Customer”) of the Open Automation Software software product (the “Software Product”) which includes the OAS Services, the OAS .NET components, Web interfaces, Trend and Alarm Dashboard, OAS Configure application, and OPCSystems.NET OPC Server and also includes all materials that are provided with it. This Agreement consists of the below terms and conditions made available relating to the Software Product. The Software Product also may contain other posted notices or codes of conduct, which are incorporated by reference into this Agreement.
Please read this Agreement carefully. BY USING THE SOFTWARE PRODUCT, YOU AGREE TO BE BOUND BY THIS AGREEMENT, INCLUDING ANY MODIFICATIONS MADE TO IT FROM TIME TO TIME. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS IN THIS AGREEMENT, IT MAY NOT SUBSCRIBE TO OR USE THE SERVICE.
Copyright laws and international copyright treaties, as well as other intellectual property laws and treaties protect the Software Product. You agree and acknowledge that the Software Product is licensed to you and no ownership rights are granted to you in any form.
- GRANT OF LICENSE. This EULA grants you the following rights:
- The OAS Services part of the Software Product may be installed for use on one server computer for each license purchased. The OAS .NET components, Web interfaces, Trend and Alarm Dashboard, OAS Configure application, and OPCSystems.NET OPC Server part of the Software Product can be installed on unlimited numbers of PCs to connect to each licensed server if networking is enabled on the server. The Software Product may not be loaned or used by anyone except you and the number of individuals at your company that you purchased licenses for. The Software Product in whole or in part may not be resold, relicensed, or used by anyone except for you and those and your company that have licenses to use the Software Product. OEMs can market their own software products that use Software Product’s components for their specialized industry.
- You may not sell, transfer, license, or convey the Software Product to any third party without Open Automation Software’s prior express written consent.
- You will not be able to use the third-party components included with Open Automation Software from Component One or Nevron directly without purchasing the proper license from the owners of these products. You are only authorized to use these products with the Software Product if you have a valid license to use them.
- You may make copies of the Software Product for backup and recovery purposes only.
- LIMITATIONS ON USE. You will not reverse engineer, decompile or disassemble the Software Product. You will not rent, lease, lend, resell, or host to or for third parties any Software Product.
- Without prejudice to any of Open Automation Software’s other rights, Open Automation Software may terminate this EULA if you fail to comply with the terms and conditions of this EULA. In such event, you must destroy all copies of the Software Product and all of its component parts.
- You will be provided updates to the Software Product for up to 3 months after purchase at no additional fee if you have purchased directly from Open Automation Software. You will only continue to receive updates after this period if you have purchased a maintenance plan from Open Automation Software.
- COPYRIGHT AND TRADEMARKS. All title, trademarks and copyrights in and pertaining to the Software Product (including but not limited to any images, photographs, animation, audio, music, text, and applets incorporated into the Software Product), the accompanying, printed materials and any copies of the Software Product are owned by Open Automation Software. The Software Product is protected by copyright and trademark laws and international treaty provisions. You may make a copy of the Software Product for backup and recovery purposes only. You may not copy the printed materials accompanying the Software Product. You may not remove, modify or alter any Open Automation Software copyright or trademark notice from any part of the Software Product, including but not limited to any such notices contained in the physical and/or electronic media or documentation, in the Open Automation Software Setup Wizard dialogue or ‘about’ boxes, in any of the runtime resources and/or in any web-presence or web-enabled notices, code or other embodiments originally contained in or dynamically or otherwise created by the Software Product.
- S. GOVERNMENT RESTRICTED RIGHTS. The Software Product and documentation are provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the U. S. Government is subject to restrictions as set forth in subparagraph C (1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c) (1) and (2) of the Commercial Computer Software Restricted Rights at 48 CFR 52.227-19, as applicable. The owner of the Software Product is Open Automation Software, Inc. located at 355 South Teller Street, Suite 200, Lakewood CO USA (or by FAX +1-303-496-6700. You may contact Open Automation Software by e-mail at support @ OpenAutomationSoftware.com.
- By using the Software Product, you agree that any disputes between you and Open Automation Software will be interpreted, governed by and enforced under the laws of Washington, without regard to its conflicts of laws principles. You agree that any dispute regarding this Agreement and/or the use of the Software Products shall be brought only in a court of competent jurisdiction in Seattle, Washington, and hereby waive any objections to such jurisdiction or venue. The 1980 United Nations Convention on Contracts for the International Sale of Goods and its related instruments will not apply to this Agreement. The Services are protected by copyright and other intellectual property rights laws and international treaties.
- LIMITED WARRANTY. Open Automation Software warrants that (a) the Software Product will, for a period of three months from the date of your purchase directly from Open Automation Software, perform substantially in accordance with Open Automation Software’s written materials accompanying it, and (b) any Support Services provided by Open Automation Software shall be substantially as described in applicable written materials provided to you by Open Automation Software, and (c) Open Automation Software support engineers will make commercially reasonable efforts to solve any problem issues with the Software Product. To the extent that implied warranties on the Software Product are disclaimable, they are disclaimed herein below. Some states and jurisdictions do not allow disclaimers of or limitations on the duration of an implied warranty, so the above limitation may not apply to you. After the three-month period, additional services and updates will only be provided if you have a purchased a maintenance plan from Open Automation Software. To the extent implied warranties may not be entirely disclaimed but implied warranty limitations are allowed by applicable law, implied warranties on the Software Product, if any, are limited to one (1) year. If the Software Product does not comply with the above warranty, you agree and acknowledge that Open Automation Software’s and its suppliers’ entire liability and your exclusive remedy shall be, at Open Automation Software’s sole option, either (a) return of the price paid by you for the Software Product (not to exceed the suggested retail price) to Open Automation Software if any, or (b) repair or replacement of the component(s) of the Software Product that do(es) not meet Open Automation Software’s Limited Warranty and which is returned to Open Automation Software. This Limited Warranty is void if failure of the Software Product has resulted from accident, abuse, or misapplication or the Software Product was not purchased directly from Open Automation Software. Any replacement Software Product will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer.
- NO OTHER WARRANTIES. NO OTHER WARRANTIES TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OPEN AUTOMATION SOFTWARE AND ITS SUPPLIERS DISCLAIM ALL, OTHER WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, WITH REGARD TO THE SOFTWARE PRODUCT AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHERS, WHICH VARY FROM STATE/JURISDICTION TO STATE/JURISDICTION.
- LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL OPEN AUTOMATION SOFTWARE’S AGGREGATE LIABILITY UNDER THIS AGREEMENT EXCEED THE AMOUNTS ACTUALLY PAID FOR THE SOFTWARE PRODUCT TO OPEN AUTOMATION SOFTWARE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL OPEN AUTOMATION SOFTWARE BE LIABLE TO ANYONE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST DATA, LOSS OF USE, LOST PROFITS, INCREASED COSTS, LOSS OF GOODWILL OR REPUTATION, OR BUSINESS INTERRUPTION) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SERVICES, INCLUDING BUT NOT LIMITED TO THE USE OF OR INABILITY TO USE THE SERVICES, OR FOR ANY CONTENT OBTAINED FROM OR THROUGH THE SERVICES, OR FOR ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION OF THE SERVICES OR CONTENT, REGARDLESS OF CAUSE, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- You may terminate this EULA at any time by destroying all your copies of the Software Products. Your license to the Software Products automatically terminates if you fail to comply with the terms of this Agreement. Upon termination, you are required to remove the Software Products from your computer and destroy any copies of the Software Products in your possession.
- TAXES AND OTHER INCIDENTAL CHARGES. The license fees do not include any taxes, internet access charges, wireless service and other data transmissions, unless stated otherwise. You are responsible for all such incidental charges and any taxes and it is legally obligated to pay including, but not limited to, paying Open Automation Software any applicable value added, sales or use taxes or like taxes that are permitted to be collected from you by Open Automation Software under applicable law. If any taxes are required by law to be withheld on payments made by you to Open Automation Software, you may deduct such taxes from the amount owed Open Automation Software and pay them to the appropriate taxing authority; provided, however, that you shall promptly secure and deliver to Open Automation Software an official receipt for any such taxes withheld or other documents necessary to enable Open Automation Software to claim a Foreign Tax Credit. You will make certain that any taxes withheld are minimized to the extent possible under applicable law.
- EXPORT RESTRICTIONS. The Software Products are subject to U.S. export jurisdiction. Customer must comply with all applicable laws including the U.S. Export Administration Regulations, the International Traffic in Arms Regulations, as well as end-user, end-use and destination restrictions issued by U.S. and other governments.
- REFUNDS. All charges are non-refundable unless expressly stated otherwise, or otherwise provided by law.
- AS-IS. THE SOFTWARE PRODUCT IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT EXCEPT THOSE EXPICITLY STATED HEREIN. IN NO EVENT SHALL OPEN AUTOMATION SOFTWARE BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE PRODUCT OR THE USE OR OTHER DEALINGS IN THE SOFTWARE PRODUCT.
- NOTICES. Notices, authorizations, and requests to Open Automation Software, Inc. in connection with this Agreement must be sent by regular or overnight mail, or express courier, to 355 South Teller Street, Suite 200, Lakewood CO USA. Notices will be treated as delivered on the date shown on the return receipt. Notices, authorizations, and requests to you, at Open Automation Software’s sole discretion, may be emailed to account that you provided when you purchased the Software Products or to the address listed in your account.
- ASSIGNMENT. Customer may not assign this Agreement. Open Automation Software may assign this Agreement.
- SEVERABILITY. If a court holds any provision of this Agreement to be illegal, invalid or unenforceable, the rest of the document will remain in effect and this Agreement will be amended to give effect to the eliminated provision to the maximum extent possible.
- WAIVER. A waiver of any breach of this Agreement is not a waiver of any other breach. Any waiver must be in writing and signed by an authorized representative of the waiving party.
- ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties with respect to its subject matter, and supersedes all prior agreements, proposals, negotiations, representations or communications relating to the subject matter. Both parties acknowledge that they have not been induced to enter into this Agreement by any representations or promises not specifically stated herein.
By clicking the “I accept the terms in the license agreement” button below, you agree to the terms of this Agreement.