This is a legal agreement (hereinafter the "LICENSE AGREEMENT") between you, the end user (hereinafter the "END USER"), and Ots Corporation (hereinafter "OTS CORPORATION"), for the software product corresponding to your OtsAV Product License and other accompanying software (hereinafter the "SOFTWARE"), of which OTS CORPORATION is the copyright holder. By opening this sealed disk package, or installing the SOFTWARE in any way, you are agreeing to be bound by the terms of this agreement, which includes the software license and disclaimer of warranty. If you do not agree to the terms of this agreement, do not install the SOFTWARE.
1. Grant of License. In consideration of payment of the END USER Product License fee (where applicable), which is a portion of the price you paid, OTS CORPORATION, as Licensor, grants to you, the END USER, a nonexclusive right to use the SOFTWARE on the same number of operating systems as your Product License quantity stipulates. All rights not expressly granted to END USER are reserved to OTS CORPORATION.
2. Subscription-based License owners. In the case of a subscription-based Product License, the END USER is entitled to use the SOFTWARE, while adhering to all terms under this LICENSE AGREEMENT, during the subscription period. At completion of the subscription period, the END USER must remove the SOFTWARE from any computers which are using the subscription-based Product License, or renew their subscription.
3. SOFTWARE trial. In the case of the trial version of the SOFTWARE, you are permitted to use it for up to 30 days after which you will be required to either buy a Product License, or uninstall the SOFTWARE.
4. Software Ownership. As the END USER, you own the disks on which the SOFTWARE is recorded or fixed. OTS CORPORATION shall retain full and complete title to the SOFTWARE recorded on any enclosed disks, downloadable file, and all subsequent copies of the SOFTWARE, regardless of the media or form on or in which the original disks or copies may exist. The License is not a sale of the original SOFTWARE.
5. Copyright Restrictions. This SOFTWARE and the accompanying printed or written materials are copyrighted. Unauthorized copying of the SOFTWARE, including those instances where the SOFTWARE has been modified, merged, or included with other Software, or of the printed or written materials, for any reason, is expressly forbidden. END USER may be held liable for copyright infringement that results from such unauthorized copying.
6. Restrictions on Use. END USER is permitted to reinstall the SOFTWARE on a new operating system or computer, or fresh reinstallation of current operating system, providing; a) the SOFTWARE is uninstalled and removed from current operating system before installing on new operating system, b) the number of concurrent installations never exceeds the quantity stipulated in Product License, c) the number of installation changes is considered reasonable by OTS CORPORATION (e.g. regularly changing installation back-and-forth between two computers is not reasonable or acceptable - two licenses should be purchased in this case). OTS CORPORATION may refuse granting machine licenses if an unreasonable amount of installation changes are conducted, and may revoke your license permanently. END USER may not execute more concurrent instances of the SOFTWARE on any operating system(s) than the quantity that the Product License stipulates. END USER may not electronically transfer the SOFTWARE to multiple computers over a network system. END USER may not distribute copies of the SOFTWARE or accompanying materials to others. END USER may not modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on the SOFTWARE or its accompanying printed or written materials.
7. Transfer Restrictions. END USER shall not assign, rent, lease, sell, sublicense, or otherwise transfer the SOFTWARE to another party without prior written consent of OTS CORPORATION. Any party authorized by OTS CORPORATION to receive the SOFTWARE must agree to be bound by the terms and conditions of this Agreement.
8. Revocation of License. OTS CORPORATION may, at its discretion, revoke your license to use the SOFTWARE if it has information indicating a breach of this agreement. This includes, but is not limited to, installing the SOFTWARE on more computers than your license allows.
(a) OTS CORPORATION does not warrant that the SOFTWARE will meet all of the END USERís requirements or that the use of the SOFTWARE will be uninterrupted or error free.
(b) OTS CORPORATION does not warrant that the END USERís access to the SOFTWARE under this Agreement will be continuous or fault free.
(c) Except as expressly provided by law, OTS CORPORATION makes no further warranty of any kind whether express or implied.
10. Disclaimer And Limitation Of Liability.
(a) To the extent permitted by law, OTS CORPORATIONís liability for breach of any implied warranty or condition, which cannot be excluded by this Agreement, is limited, at its option, to one or more of the following:
(i) replacement of the SOFTWARE; or
(ii) the repair of the SOFTWARE.
(b) OTS CORPORATION relies on the END USERís continued observance of this Agreement.
If OTS CORPORATION suffers loss or damage or incurs any costs associated with the END USERís breach of any of the terms of this Agreement or any associated legal obligation, the END USER agrees to indemnify OTS CORPORATION for those losses, damages and costs.
(c) OTS CORPORATION, its employees, agents and contractors disclaim any and all liability and responsibility to any person, whether a user of the SOFTWARE or not, in respect of anything (including, without limitation, any error in or omission from the SOFTWARE) and of the consequences of any actions taken or omitted to be taken in reliance, whether wholly or partially, upon all or any part of the content, recommendations or help contained in the SOFTWARE.
(d) OTS CORPORATION disclaims any and all liability for any corruption of data, inability to access data, breach of privacy, downtime as a result of or arising from the use of any on-line link between the END USERís System and the SOFTWARE.
11. Indemnity. The END USER expressly acknowledges that OTS CORPORATION
does not exert control over the END USERís use of the SOFTWARE and
will at all times indemnify and keep indemnified OTS CORPORATION from
and against all loss, damage, cost, charge, expense (whether in contract
or in tort including and without limitation, negligence) suffered by OTS
CORPORATION either directly or indirectly, as a result of:
(i) the END USERís use of the SOFTWARE;
(ii) any breach of END USERís obligations under this Agreement; and
(iii) any claims arising from the information, data, text or messages transmitted using the SOFTWARE, including but not limited to, claims for defamation, invasion of privacy, infringement of Intellectual Property Rights or breach of any other applicable laws, regulations or codes.
Governing Law. This license agreement and Limited Warranty are governed by the laws of the State of Queensland, Australia. The courts of Queensland are to be the sole courts having jurisdiction to resolve any disputes.