Assent to Be Bound
Please read carefully the following legally binding End-User Licence Agreement between BluePen (BlueBros LLC.) and Licensee (as defined below) for the Software defined below. By selecting the accept option, installing the software, copying or otherwise using this Software Licensee acknowledges that Licensee has read, understands, and agrees to be bound by the terms of this End-User Licence Agreement. If Licensee does not agree with the terms of this End-User Licence Agreement, do not install the Software or, if Licensee has received the Software, promptly return it and the accompanying items (including ANY written materials and packaging) to Licensee's supplier together with proof of purchase for a full refund.
If Licensee does not agree with any of the terms or conditions of this End-User Licence Agreement, Licensee is not authorised to use the Software for any purpose whatsoever. Also, by installing, copying or otherwise using Updates and/or Upgrades from BluePen (BlueBros LLC.) Licensee agrees to be bound by any additional licence terms that accompany such Updates and/or Upgrades. If Licensee does not agree to the additional licence terms that accompany such Updates and/or Upgrades, Licensee may not install, copy or use such Updates and/or Upgrades.
Where a reseller, service provider, consultant, contractor or other party downloads the Licensed Products for Licensee and/or installs the Licensed Products on Licensee's behalf prior to Licensee's use of the Licensed Products, such reseller, service provider, consultant, contractor or other party will be deemed to be Licensee's agent acting on Licensee's behalf and Licensee will be deemed to have accepted all of the terms and conditions of this End-User Licence Agreement as if Licensee had directly downloaded, installed or used the Licensed Products.
THE BETA SOFTWARE LICENSED HEREUNDER IS BELIEVED TO CONTAIN DEFECTS AND A PRIMARY PURPOSE OF THIS BETA TESTING LICENSE IS TO OBTAIN FEEDBACK ON SOFTWARE PERFORMANCE AND THE IDENTIFICATION OF DEFECTS. LICENSEE IS ADVISED TO SAFEGUARD IMPORTANT DATA, TO USE CAUTION AND NOT TO RELY IN ANY WAY ON THE CORRECT FUNCTIONING OR PERFORMANCE OF THE SOFTWARE AND/OR ACCOMPANYING MATERIALS.
'Computer' means where the Licensed Product is deployed, including non-persistent deployments using web agent technology, such as ActiveX: (i) on or called by an email server, Licensee's computers that are capable of receiving mail from that server; on or called by an internet proxy or other gateway device, Licensee's computers that are capable of connecting to that proxy; on a database, Licensee's computers that are capable of retrieving data from that database; in any other manner to scan data, Licensee's computers, workstations or other electronic devices that are capable of retrieving that data; on or called by a virtual machine running an operating system, each concurrently operating virtual machine, and on or called by a computer other than a Server, Licensee's computer.
'End-User Licence Agreement' means this BluePen (BlueBros LLC.) end-user licence agreement.
'Expiry Date' means such date as may be the ending of the usage of this program.
'Licence Term': the period of the usage of this program, allowed to use the Licensed Product.
'Fee' means the Licensed Products Fee and the Support Fee (if applicable).
'Licensed Products' means all or each (as the context so allows) of the BluePen editor program and any of the upgrades and updates to this program.
'Licensed Products Fee' means the sums payable by Licensee in respect of a licence to use the Licensed Products for the Licence Term.
'Licensee'means the purchaser of the license rights granted by this End-User License Agreement and "Licensee's" means belonging to Licensee or engaged by Licensee or otherwise pertaining to Licensee as the context so allows, whether on a temporary basis or otherwise.
'Product' means the Software.
'Server' means a Computer upon which the Licensed Product is installed and from which other Computers receive or retrieve data provided that a Computer is not a Server where it is a single Computer from which other Computers receive or retrieve data and such data is solely generated by the Licensed Product.
'Server Licence' means the maximum number of Servers (if any) that are permitted under the Schedule to run the Licensed Product at any time.
'Software' means any program or data file supplied to Licensee by BluePen (BlueBros LLC.) or its resellers, distributors or dealers, including any upgrades, and updates supplied to Licensee.
'Start Date' means such date as may be the beginning of the software's usage.
'Update' means an update to the library of rules and/or identities made available to Licensee by BluePen editor (BlueBros LLC.) and/or other updates to the software filters, including but not limited to an update to the IP address reputation libraries made available to Licensee by BluePen (BlueBros LLC.)
'Upgrade' means any enhancement or improvement to the functionality of the Licensed Product (excluding updates) made available to Licensee by BluePen (BlueBros LLC.) at its sole discretion from time to time but excluding any software and/or updates marketed and licensed by BluePen (BlueBros LLC.) as a new version or new release of the Licensed Product.
'User' means an employee, consultant or other individual who uses a Computer which benefits from the Licensed Product licensed to Licensee and users shall be construed accordingly.
'User Licences' means the maximum number of Users, or Computers, that are permitted to benefit from the Licensed Products.
Feedback from Licensee
It is expressly understood, acknowledged and agreed that Licensee shall, regardless of whether or not formally requested to do, provide to bluePen editor reasonable suggestions, comments and feedback regarding the Software, including but not limited to usability, bug reports and test results, with respect to Software testing (collectively, "Feedback"). Contingent upon all of the terms and conditions herein and especially upon Licensee's obligations to provide Feedback, Licensee grants bluePen editor, under all of Licensee's intellectual property and proprietary rights, the following worldwide, non-exclusive, perpetual, irrevocable, royalty free, fully paid up rights: 1. to make, use, copy, modify, sell, distribute, sub-license, and create derivative works of, the Feedback as part of any bluePen editor product, technology, service, specification or other documentation (individually and collectively, " bluePen editor Products"); 2. to publicly perform or display, import, broadcast, transmit, distribute, license, offer to sell, and sell, rent, lease or lend copies of the Feedback (and derivative works thereof) as part of any bluePen editor Product; 3. solely with respect to Licensee's copyright and trade secret rights, to sublicense to third parties the foregoing rights, including the right to sublicense to further third parties; and 4. to sublicense to third parties any claims of any patents owned or licensable by Licensee that are necessarily infringed by a third party product, technology or service that uses, interfaces, interoperates or communicates with the feedback or portion thereof incorporated into an bluePen editor Product, technology or service. Further, Licensee warrants that Licensee's Feedback is not subject to any license terms that would purport to require bluePen editor to comply with any additional obligations with respect to any bluePen editor Products that incorporate any Feedback.
Grant of License
Subject to the terms and conditions of this Agreement, bluePen editor grants to Licensee a non-exclusive, non-transferable license (without the right to sublicense) (a) to use the Software in accordance with the Documentation solely for purposes of internal testing and evaluation, and (b) to copy Software for archival or backup purposes, provided that all titles and trademarks, copyright, and restricted rights notices are reproduced on such copies.
Restrictions on Grant
Except as otherwise specifically permitted in this Agreement, Licensee may not: (a) Modify or create any derivative works of any Software or documentation, including translation or localization; (b) Copy the Software except as provided in this Agreement or elsewhere by bluePen editor; (c) Separate Software, which is licensed as a single product, into its component parts. (d) Sublicense or permit simultaneous use of the Software by more than one user; (e) Reverse engineer, decompile, or disassemble or otherwise attempt to derive the source code for any Product the Software (except to the extent applicable laws specifically prohibit such restriction); (f) Redistribute, encumber, sell, rent, lease, sublicense, use the Software in a timesharing or service bureau arrangement, or otherwise transfer rights to any Software. You may NOT transfer the Software under any circumstances; (g) Remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Product(s); (h) Publish any results of benchmark tests run on any Software to a third party without bluePen editor prior written consent; or (i) Use any Software on a system with more users than have been licensed, on more computers or computing devices than the number licensed, or by more developers than the number licensed, as applicable.
Beta-Software Product Support
bluePen editor is under no obligation to provide technical support under the terms of this license, and provides no assurance that any specific errors or discrepancies in the Software will be corrected.
Ownership and Copyright of Software
Title to the Software and all copies thereof remain with bluePen editor and/or or its suppliers. The Software is copyrighted and is protected by United States copyright laws and international treaty provisions. Licensee will not remove copyright notices from the Software. Licensee agrees to prevent any unauthorized copying of the Software. Except as expressly provided herein, bluePen editor does not grant any express or implied right to Licensee under bluePen editor patents, copyrights, trademarks, or trade secret information.
The enclosed Software is Confidential Information. Licensee will not disclose Software or any comments regarding Software to any third party without the prior written approval of bluePen editor. Licensee will maintain the confidentiality of Software with at least the same degree of care that you use to protect your own confidential and proprietary information, but not less than a reasonable degree of care under the circumstances. Licensee will not be liable for the disclosure of any Confidential Information which is: (a) in the public domain other than by a breach of this Agreement on Licensee's part; or (b) rightfully received from a third party without any obligation of confidentiality; or (c) rightfully known to Licensee without any limitation on use or disclosure prior to its receipt from bluePen editor; or (d) independently developed by Licensee's employees; or (e) generally made available to third parties by bluePen editor without restriction on disclosure.
BluePen (BlueBros LLC.) will only process personal information in accordance with the provisions of the Data Protection Act 1998. Personal information may be disclosed within the BluePen (BlueBros LLC.)
Term Of This Agreement
Licensee's rights with respect to the Beta Software will terminate upon the earlier of (a) the initial commercial release by bluePen editor of a generally available version of the Software or (b) six months after the last date Recipient receives the Software or any update thereto. Either party may terminate this Agreement at any time for any reason or no reason by providing the other party advance written notice thereof. Upon any expiration or termination of this Agreement, the rights and licenses granted to Licensee under this Agreement shall immediately terminate, and Licensee shall immediately cease using, and will return to bluePen editor (or, at bluePen editor ' request, destroy), the Software, Documentation, and all other tangible items in Licensee's possession or control that are proprietary to or contain Confidential Information.
Limitation on Liability
Provision of any Software under this Agreement is experimental and shall not create any obligation for bluePen editor to continue to develop, productize, support, repair, offer for sale or in any other way continue to provide or develop Software either to Licensee or to any other party.
THE SOFTWARE IS PROVIDED "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL BLUEPEN EDITOR OR ITS SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF BLUEPEN EDITOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Licensee acknowledges that Software is of U. S. - Hungary origin. Recipient agrees to comply with all applicable international and national laws that apply to the Software, including the U. S. Export Administration Regulations, as well as end-user, end-use and destination restrictions issued by U. S. and other governments.
This Agreement constitutes the complete agreement between bluePen editor and Licensee with respect to the bluePen editor Beta Test Program, and supersedes all prior or contemporaneous oral or written communications, proposals, representations, understandings, or agreements not specifically incorporated herein.