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Please Read Carefully before Installing VAITE CLIENT
BEFORE YOU CLICK ON THE "I AGREE" BUTTON, DOWNLOAD OR IN ANY WAY USE THE ABOVE SOFTWARE, CAREFULLY READ THE TERMS AND CONDITIONS OF THIS LICENCE.
Terms & Conditions
1. COPYRIGHT LAW AND LAWS PERTAINING TO PATENTS AND INVENTIONS PROTECT ORIGINAL WORKS OF AUTHORSHIP AND INVENTIONS. INDIVIDUALS WHO REPRODUCE, DISTRIBUTE COPIES, RECEIVE COPIES, PUBLICLY PERFORM OR DISPLAY WORKS OR INVENTIONS OTHER THAN THEIR OWN AND WITHOUT THE CONSENT OF THE OWNERS OR HOLDERS OF RIGHTS, OR THEIR AUTHORIZED AGENTS, IN ORIGINAL WORKS OF AUTHORSHIP OR INVENTIONS, MAY BE IN VIOLATION OF COPYRIGHT, PATENT AND OTHER LAWS APPLICABLE TO AN INDIVIDUAL'S SPECIFIC COUNTRY.
2. AILOGIX DOES NOT CONDONE COPYRIGHT, PATENT OR OTHER INTELLECTUAL PROPERTY INFRINGEMENT. THIS IS NOT INTENDED TO BE LEGAL ADVICE OR COUNSEL. IF YOU HAVE ANY QUESTIONS CONSULT YOUR ATTORNEY.
3. THE USE OF VAITE CLIENT FOR ILLEGAL ACTIVITIES, INCLUDING INFRINGEMENT OF INTELLECTUAL PROPERTY LAWS, MAY SUBJECT THE INFRINGING USER TO CIVIL AND/OR CRIMINAL PENALTIES.
4. IF THERE ARE ANY FOLDERS or/and FILES ON YOUR COMPUTER YOU DO NOT WISH TO SHARE, PLEASE BE CERTAIN TO NOT INSTALL VAITE CLIENT ON YOUR COMPUTER.
5. VAITE CLIENT MAY USE YOUR COMPUTER RESOURCES TO SHARE FILES.
6. THE NOTICES, WARNINGS AND PRINCIPLES DISCUSSED HERE ARE FOR USER INFORMATION AND TO GUIDE THE USER IN USING THE VAITE CLIENT SOFTWARE LEGALLY AND APPROPRIATELY.
NOTHING HEREIN FORMS ANY AGREEMENTS, LICENSES, OR CONTRACTS BETWEEN AILOGIX PTY., LTD. (VAITE CLIENT?? AND THE USER]
These terms and conditions, which will be deemed to have been accepted in their entirety by you by clicking the "I Agree" button on this window, installing, copying or otherwise using the Software (as defined in this paragraph), will form the license agreement (the "License") between VAITE client and you ("You", or "Your") for Your Use (as defined at clause 1.5 below) of the accompanying software known as VAITE client including (if applicable) any Upgrades (as defined at paragraph 3.1 below) from time to time and electronic documentation and associated material (the "Software"). The Software allows its users to, amongst other things, access and copy information contained in folders designated for sharing by the relevant users.
LICENCE FOR USE OF VAITE CLIENT SOFTWARE
1. LICENCE TO USE
1.1 Subject to the terms and conditions of this License (but otherwise free of charge) VAITE client hereby grants You a revocable non-exclusive, non-transferable license without any right to sub-license, to Use the Software on a single computer system (the "System") for Your own single use only.
1.2 Any and all rights not expressly granted to You in this License are hereby reserved by VAITE client.
1.3 Save as otherwise expressly stated, any Upgrades to the Software shall be subject to the terms and conditions of this License.
1.4 Upon accepting (as above) this License you undertake:
1.4.1 to only use the Software for non-commercial purposes;
1.4.2 not to copy the Software (other than for normal operation and as specified in clause 1.1 above) nor (subject to applicable law rights including (without limitation) under the Software Directive (91/250/EEC) or the Copyright (Computer Programs) Regulations 1992 (SI/1992/3233)) to disassemble, decompile or reverse engineer the Software;
1.4.3 not to translate, modify, sell, lease, rent, loan, redistribute, sub-lease, sub-license and/or make copies of (save as otherwise expressly permitted under this License) or create derivative works from the Software or any part of the Software;
1.4.4 to reproduce and include the copyright notice of VAITE client as it appears in or on the Software on all copies;
1.4.5 not to Use the Software:
(a) to access communicate and/or transmit any information that:
(i) infringes any patent, trade mark (whether or not registered), copyright, design right (whether or not registered) and/or other proprietary rights (together the "Intellectual Property Rights");
(ii) You are not permitted to access communicate and/or transmit any information that has been given to you in confidence;
(iii) contains software viruses Trojan horse, worms or other computer data or programmes which has the object, effect or is designed to destroy, interrupt and/or in any way limit the functionality of any software and/or hardware or other equipment or in any anyway detrimentally affect the same; or
(iv) is objectionable including (without limitation) any information that is unlawful, threatening, abusive, harassing, defamatory, harmful to minors or others generally, hateful, obscene, racially and/or ethnically objectionable;
(b) to in any way infringe any Intellectual Property Rights or any other third party rights;
(c) for immoral, illegal or for any other purpose which may be determined threatening, abusive or harmful including but not limited to the creation or transmission of any virus, worms, Trojan horse, cancelbot or any other destructive or contaminating program;
1.4.6 to obtain any and all necessary consents and/or authorizations for the use of any Content (as defined at clause 6.3 below) and to pay any and all commissions, royalties, license fees and/or any such other charges as may be required for the legitimate use of such Content from the Content owner or any other relevant party;
1.4.7 not to impersonate any person or entity or falsely state or otherwise misrepresent Your affiliation with a person or entity;
1.4.8 not to forge headers or otherwise manipulate identifiers in order to disguise the origin of any data transmitted to other users;
1.4.9 not to provide or otherwise make available the Software to any person other than your employees or as specified herein without prior written consent from VAITE client;
1.4.10 not to display the Software on a public bulletin board, ftp site, worldwide web site, chat room or by any other means;
1.4.11 only Use the Software in accordance with the instructions set out on the Website for its installation and use;
1.4.12 within 14 days after the date of termination or discontinuance of this License for whatever reason, to destroy the Software and all Upgrades or copies;
1.4.13 not to disrupt or harm the computer or programme of any other person.
1.5 In this License "Use" shall mean and include utilization of the Software by amongst other things copying, transmitting or loading it into the permanent memory (e.g. hard disk, CD-ROM or other storage device) of the System for the processing of the System instructions or statements contained in such Software; and copying the Software which is in machine-readable form for Use by You on the System for the purposes only of understanding the contents of such machine-readable material. You may only make one (1) copy of the Software for back-up and one (1) copy for disaster recovery purposes provided these contain the same copyright information as the original.
2. ACKNOWLEDGEMENTS
You acknowledge that:
2.1 the Software is designed to, amongst other things, allow the user of the Software (and/or other compatible programmes) access to and copying of information contained in files located on each such user's personal computer and designated as such by the user specifically for the purposes of the Software;
2.2 by designating a Shared File you thereby expressly authorize all users of the Software and/or other compatible programmes to:
2.2.1 access communicate, transmit, copy and/or in any way deal (together "Deal" or "Dealing") with any and all information contained in such Shared File ("Your Information"); and
2.2.2 use Your internet connection to Deal with Your Information;
2.3 You alone are responsible for your own actions using the Software and in ensuring that Your Use of the Software is compliant with all applicable laws and are aware that any Use which is inconsistent with such laws may render you liable to, amongst other things, a fine and/or imprisonment;
2.4 You are aware that the Content may contain third party proprietary information which may be protected by, amongst other things, copyright law and that, amongst other acts, the reproduction, distribution or handling of copies, transmission, public performance and/or displaying of such Content without the consent of the copyright owner or other rights holder may be in breach of such laws which may result in criminal and/or civil liability.
3. UPGRADES
3.1 VAITE client may create programming fixes, updates and/or upgrades including new versions of the Software ("Upgrades") which may correct errors and although VAITE client has no obligation to notify existing licensees of such Upgrades, the same will be made available at the Website. You may reject to use such Upgrades but this may interfere with the operation of the Software.
4. NO Statements
5. PRIVACY INFORMATION
5.1 We do not collect and process information about users.
5.2 We do not need your personal information.
6. WARRANTIES
6.1 The Software is provided "as is" without any warranty of any kind by VAITE client, its directors, employees, licensors and/or agents either express or implied including (but not limited to) the implied warranties of satisfactory quality, fitness for a particular purpose, title or any warranties which may be created and/or implied by a course of dealing, performance and/or trade usage.
6.2 VAITE client does not warrant that the Software will be error-free or that such errors will be corrected and You are solely responsible for all costs and expenses associated with rectification, repair and/or damage caused by such errors. The Software may therefore contain errors, bugs and/or other problems or limitation.
6.3 You hereby accept all risk associated with, and VAITE client does not make any representation nor warrant any information accessed and/or downloaded from any third party (the "Content") through the use of the Software or where the Software in any way facilitates the same and You agree that only You shall be responsible for any loss damage or any other consequence to You and/or any third party resulting from or in anyway related to such Content.
6.4 Without prejudice to the generality of the foregoing, all liability for any damage caused by viruses and/or worms in or in any way connected with the Software and/or its use is hereby expressly excluded and You acknowledge and agree that You are solely responsible for any resulting damage and/or loss including (without limitation) for any damage to Your computer or related hardware or equipment, computer network and/or loss of any data.
6.5 You acknowledge and agree that a fundamental element of the basis on which VAITE client is prepared to offer You the Software for no monetary charge is Your acceptance of these limitations and that VAITE client would not have agreed to the provision of the Software but for Your full acceptance of all the terms of this License in particular without limitation the exclusions set out in this clause.
6.6 Exclusion of warranties may not be valid in certain jurisdictions, however, the only applicable laws under which this License may be construed are specified in clause 12.6 below.
7. LIMITATION OF LIABILITY
7.1 VAITE client shall not be liable to You or to any other party whether under contract, tort or otherwise for any loss or damage whatsoever or howsoever caused arising directly or indirectly in connection with this License, the Software, its use or otherwise including (without limitation):
7.1.1 alteration or unauthorized use of Your Information or any other information on you personal computer;
7.1.2 breach of any applicable law, regulation or third party rights; and
7.1.3 harm and/or damage to Your computer, any programmes or other material on it, its operation, and /or its performance,
except to the extent that such liability may not be lawfully excluded under any applicable law.
7.2 Notwithstanding the generality of clause 7.1 above, VAITE client expressly excludes liability for indirect, special, incidental or consequential loss or damage which may arise in respect of the Software howsoever caused even if VAITE client has been advised of the possibility of such damages.
7.3 In the event that VAITE client incurs any liability whatsoever under or in any way related to this License, such liability shall be limited to U$1,000 (except for death or personal injury arising from VAITE client's negligence). You acknowledge that the software is provided free of charge and that this limit is reasonable in the circumstances.
7.4 To the extent that VAITE client is prohibited by the relevant applicable law from limiting its liability as set out above VAITE client shall, in satisfaction of any term, condition and/or warranty which cannot be excluded or limited as above, at its discretion, be entitled to provide any one or more of the following:
7.4.1 if the breach relates to goods supplied by VAITE client
(a) the replacement of;
(b) the supply of equivalent;
(c) the repair of;
those goods,
(d) the payment of the cost of:
(i) replacing;
(ii) obtaining equivalent goods; or
(iii) repairing,
those goods;
7.4.2 if the breach relates to services:
(a) the supply of the relevant service again; or
(b) the payment of the cost of having the relevant service supplied again.
8. INDEMNITY
8.1 You hereby agree to indemnify and keep indemnified VAITE client, any of its officers, employees, agents, subsidiary companies, holding companies and/or the officers, employees and/or agents of each from and against any and all costs, claims, demands, liabilities, expenses, damages or losses, (including without limitation consequential losses, loss of profit and loss of reputation, and all interest, penalties and legal and other professional costs and expenses) arising out of Your breach of any of the terms of this License and/or in any way connected to Your use or misuse of the Software and/or the Third Party Software or, in respect of each, any part thereof.
9. PROPERTY
9.1 You acknowledge and agree that all title and ownership rights including (without limitation) all Intellectual Property Rights subsisting in or used in connection with the Software including without limitation all images, animations, audio and other identifiable material relating to the Software are and remain the sole property of VAITE client or its licensors (as appropriate).
10. TERMINATION
10.1 You may terminate this License at any time by destroying the Software and all copies of it.
10.2 VAITE client may in its sole discretion terminate this License at any time and without notice to You in the event that You are or VAITE client suspects that You are with immediate effect if you are in breach of any of the terms of the License including without limitation infringing any Intellectual Property Rights of any third party.
10.3 Following termination, you must comply with the provisions of clause 1.4.12 above.
11. INADEQUACY OF DAMAGES
Without prejudice to any other rights that VAITE client may have under any applicable law, You acknowledge and agree that damages alone would not be an adequate remedy for any breach by You of the provisions of this License and that accordingly VAITE client shall be entitled, without proof of special damages, to the remedies of injunction, specific performance or other equitable relief for any threatened or actual breach of the provisions of this License.
12. MISCELLANOUS
12.1 This License constitutes the entire agreement and understanding of the parties and supersedes any previous agreement between the parties relating to the subject matter of this License. You acknowledge and agree that in entering into this License, You are not relying on, and shall have no remedy in respect of, any statement, representation, warranty or understanding (whether negligently or innocently made) of any person (whether a party to this License or not) other than as expressly set out in this License. Nothing in this clause shall, however, operate to limit or exclude any liability for fraud.
12.2 No variation of this License shall be valid unless it is in writing and issued by or on behalf of an authorized officer of VAITE client.
12.3 If any provision in this License shall be found by any court or administrative body of competent jurisdiction to be invalid or unenforceable:
12.3.1 such invalidity or unenforceability shall not affect the other provisions of this License which shall remain in full force and effect;
12.3.2 but would be valid or enforceable if some part of the provision were deleted, the provision in question shall apply with such modification(s) as may be necessary to make it valid and enforceable; and
12.3.3 and where the provisions of clause 12.3.2 do not apply, the parties will attempt to substitute for any invalid or unenforceable provision a valid and enforceable provision which achieves to the greatest extent possible the same effect as would have been achieved by the invalid or unenforceable provision.
12.4 The failure to exercise or delay in exercising a right or remedy provided by this License or by any applicable law does not constitute a waiver of the right or remedy or a waiver of other rights or remedies. A waiver of a breach of any of the terms of this License or of a default under this License does not constitute a waiver of any other breach or default and shall not affect the other terms of this License. A waiver of a breach of any of the terms of this License or of a default under this License will not prevent a party from subsequently requiring compliance with the waived obligation.
12.5 The rights and remedies provided by this License are cumulative and (subject as otherwise provided in this License) are not exclusive of any rights or remedies provided by any applicable law.
12.6 The parties hereby agree that this License shall be construed in accordance with the laws of England and any dispute arising under it shall be submitted to the non-exclusive jurisdiction of the English Courts.
13. CONTACTS
13.1 If you have any questions relating to this License, the Website or any other related matter, please contact VAITE client in writing at
support@ailogix.com, or visit www.ailogix.com.
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