Use your browser's back button to return to your
DALCO TECHNOLOGIES INC. END USER
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 DALCO TECHNOLOGIES
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 INSTALLING, COPYING OR
OTHERWISE USING DALCO'S 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 INSTALL, COPY OR OTHERWISE USE THE
1. SOFTWARE: As used in this
Agreement, the term "Software" refers to the Dalco software which you have
selected to install or use. The term "Software" also shall include any
upgrades, modified versions or updates of the Software made available to you by
Dalco. The Software is deemed accepted by you upon installation of the
Software. The term "Software" also includes any third party software made
available to you by Dalco.
2. GRANT OF LICENSE: Subject to the terms of
this Agreement, Dalco 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
install, 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 ALL VERSIONS: You are required to renew
your license to use this software on a periodic basis, at least annually,
according to the terms and conditions specified by Dalco, as hereinafter
described. In the event you do not renew your license on or before the expiry
of the license period, neither you or others licensed with you under this
agreement may not continue to use this software.
2.2 FREE VERSIONS: You may only install 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 install a free version of the Software, you may 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 license fees, if any.
2.3 FULLY LICENSED VERSIONS: If you select
to install 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 so long as you continue to pay the required periodic license fee,
subject to the terms of this Agreement.
2.4 SERVICE VERSION: If you are receiving this
software as a service then this software shall only operate if the applicable
fee is paid in accordance with the applicable providers policy.
3.1 TECHNICAL SUPPORT: You acknowledge that
Dalco provides no technical support for any products licensed under this
agreement, except as follows. In the event you require technical support, you
may pre-purchase technical support hours from Dalco's web site. You acknowledge
that you are responsible to pay costs associated with connecting to Dalco's
technical support department, including telephone and other such information
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 installed 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 Dalco products without notifying Dalco
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
(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
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 may be subject to additional terms and
conditions imposed by Dalco’s 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. REGISTRATION CODES: You
acknowledge that use of the Software requires a registration code for continual
access. You agree not to reverse engineer or use any other means to prevent the
Software from functioning in conjunction with such registration code.
7. LICENSE PERIOD: You acknowledge that the
Software requires periodic licensing and may not be used if such licensing is
not obtained through Dalco or its agents. The license extends to free and paid
versions of the software. Your initial installation of the software is deemed
licensed for a one-year period from the date of installation.
Thereafter, you must follow the instructions
included with the software to re-license the software for the next period. In
the event no such instructions are available through the software, you
acknowledge that you will obtain the necessary licensing through Dalco or its
agents and that, until such licensing is obtained, you will discontinue use of
8. WORKGROUP LICENSING: The Software can be
installed on one computer. In the event the Software is a free version, it may
only be installed on your personal home computer and no one but you can use the
Software. In the event the software is fully licensed and paid, it may be
installed on one server computer and accessed by the licensed number of users,
provided those users are connected to one you in a formal manner. Under no
circumstances can the Software be made available for charge or for free to any
persons not specifically connected to you. Connected users include:
(i) Employees of your company,
(ii) Members of a group specifically authorized in writing by Dalco.
Connected users do not include:
(iii) Persons paying a fee or having free access over the Internet or
similar transport where those persons are not specifically authorized under 8
7. TITLE: You agree that no title to the
intellectual property in the Software is transferred to you. Title, ownership,
rights, and intellectual property rights in and to the Software shall remain in
Dalco or Dalco’s licensors. The Software is protected by intellectual property
laws of Canada and the United States and other countries and by international
8.1 Limited Warranty. Dalco 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 register
or install and use the Software, whichever occurs first. Dalco’s
entire liability and Your exclusive remedy shall be, at Dalco's option, either:
(i) return of the price paid to Dalco 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
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.
8.2 GENERAL: The Software is provided to you
at minimal charge. Dalco does not guarantee that use of the Software will be
uninterrupted or error-free. Dalco does not guarantee that the information
accessed by the Software will be accurate or complete. You acknowledge that
performance of the Software 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 Dalco.
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
8.3 SPECIFIC FUNCTIONALITY: The
Software is designed to work with the Microsoft Windows Operating Systems,
excluding mobile operating systems, and you acknowledge that Dalco makes no
express or implied warranty for any other Operating System. The web
functionality of the Software is designed to work with the Microsoft web
browser, Internet Explorer, on the Windows Operating system platform and,
although it may be compatible completely or partially with other browsers,
Dalco goes not guarantee such functionality with other browsers and you
acknowledge that the inability, in part or whole, of the Software to work with
other browsers is not sufficient reason for you claim damages or take any other
8.4 AS IS SALE: EXCEPT FOR THE LIMITED
WARRANTIES SET FORTH IN SECTION 8.1, YOU AGREE THAT DALCO AND ITS LICENSORS
HAVE MADE NO EXPRESS WARRANTIES, ORAL OR WRITTEN, TO YOU REGARDING THE SOFTWARE
AND THAT THE SOFTWARE IS 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 IS WITH YOU. SHOULD THE SOFTWARE PROVE DEFECTIVE, YOU (AND NOT
DALCO, THE RETAILER, OR ANY DISTRIBUTOR) ASSUME THE ENTIRE COST OF ALL
8.4 DISCLAIMER: DALCO DISCLAIMS ANY AND ALL
OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT
(i) THE IMPLIED WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS,
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE;
(ii) THAT THE SOFTWARE WILL AVERT OR PREVENT ALL OCCURRENCES (OR THE
CONSEQUENCES THEREFROM) THAT THE SOFTWARE OR IS DESIGNED TO DETECT AND/OR
(iii) THAT ANY INFORMATION ACCESSED BY THE SOFTWARE 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 DALCO 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 DALCO
HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. DALCO'S MAXIMUM LIABILITY
FOR DAMAGES SHALL BE LIMITED TO THE LICENSE FEES RECEIVED BY DALCO 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 Dalco to effect such termination. You may also
terminate this Agreement at any time by notifying Dalco in writing of
termination. Upon any termination of this Agreement, you must uninstall and
destroy all copies of the Software.
11.1 COMPLIANCE WITH EXPORT CONTROL LAWS: You
acknowledge that Software may be 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 installed, used 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 Department’s Denied
Persons List, the Commerce Department’s Entity List, the Commerce Department’s
List of Unverified Persons, and the U.S. Treasury Department’s List of
Specially Designated Nationals and Blocked Persons. In addition, the Software
may not be installed, used 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
(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
By installing 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 installated 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.
11.2 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
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.
11.3 GOVERNING LAW: This Agreement
will be governed by the laws of the Province of British Columbia, CANADA as
they are applied to agreements between British Columbia residents entered into
and to be performed entirely within British Columbia. The United Nations
Convention on Contracts for the International Sale of Goods is specifically
11.4 ENTIRE AGREEMENT: You agree that this is
the entire agreement between you and Dalco, and that it supersedes any prior
agreement, whether written or oral, and all other communications between Dalco
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.