|
License Agreement
|   |
|
License Agreement
| |
FUTURESTRAC&® SOFTWARE END-USER LICENSE AGREEMENT
SECTIONS:
Click any of the following expandable paragraphs to view the contents of each section:
1. CRITICAL: Please read the entire EULA before proceeding.
Please read this EULA (End-User License Agreement) carefully before accessing FuturesTrac® SOFTWARE in any way. Accessing FuturesTrac® SOFTWARE creates a legal contract between You and the Company/FuturesTrac LLC.
If You now continue to access FuturesTrac® SOFTWARE, it means You:
This EULA may not be the most current version: the most current version (inclusive of all relevant updates) is online at www.futurestrac.com. You must review the most current online EULA before proceeding to purchase and install the SOFTWARE and/or any Updates, Upgrades, Maintenance Releases, Enhancements, Revisions, Supplements, etc. For future reference, You are encouraged to print out the EULA to which you assent.
The terms and conditions of this EULA may be changed and/or modified at any time without prior notice. Change or modification may be either elective or necessary due to a number of factors, including, but not limited to, retroactive legislative action, new treaty provisions or amendments, and/or judicial interpretation of copyright, trade secret, trademark, patent, international treaty, service mark, proprietary, and/or intellectual property law.
Depending on the basis for the EULA modification, any modification may legally affect Your use of this SOFTWARE, regardless of the date of purchase. Therefore, You agree herein to be governed by the most current legal interpretation of the EULA contract(s) to which You have assented. You are advised to regularly check the online EULA at www.futurestrac.com in order to stay apprised of any potentially relevant changes.
See also Section 9 regarding a possible change in the governing EULA upon Updating, Upgrading, installing Maintenance Releases, Enhancements, Revisions, Supplements, etc.
This SOFTWARE (see comprehensive definition in Glossary) remains under the continuous ownership of FuturesTrac LLC, even after purchase of the product by User/Purchaser. The User/Purchaser purchases a license to use the SOFTWARE, but does not own the product.
FuturesTrac LLC exclusively owns and retains, as described in federal, state, and foreign law and in international treaties, all copyright, trade secret, trademark, service mark, trade name, intellectual property, publicity, patent, property, and any and all other proprietary rights, titles, and ownership in and to the SOFTWARE.
4. Legal Protection of SOFTWARE.
FuturesTrac® SOFTWARE is protected by U.S. and foreign copyright laws, international copyright treaty provisions, and other intellectual property laws and treaties, as well as by trademark, service mark, trade secret, patent, and proprietary law. It may also be protected by other rights and laws.
If there are any perceived and/or real conflicts (1) between the legal rights and responsibilities enumerated herein, (2) between the EULA and applicable law(s), and/or (3) between the applicable laws, You agree that the most protective clauses and/or interpretation (in favor of FuturesTrac LLC’s rights, listed in Section 3) will govern, unless and until such time as a court of competent jurisdiction decides otherwise.
The User/Purchaser agrees to contact FuturesTrac LLC by means of email for clarification regarding any perceived conflict(s) within the applicable laws and/or within this contractual language and to wait until receiving clarification before proceeding with any action predicated upon the aforesaid allegedly conflicting laws or language. See “Company” in the Glossary for the online email contact address.
5. Grant of License to Use SOFTWARE.
Purchase of the SOFTWARE/license is valid only if the transaction is with FuturesTrac LLC or a FuturesTrac LLC-approved vendor/authorized partner. Your legal use of any third-party services or content accessible through the SOFTWARE may be subject to your acceptance of separate EULAs/agreements with third parties.
Single-User Licensing: Said purchase confers upon the User/Purchaser a limited, non-exclusive, non-transferable license for a Single-User/Purchaser to install and use the program on only one computer (by one processor) at a time for personal and/or internal business purposes. The User/Purchaser does not own the SOFTWARE (see Section 3).
Multi-User Licensing: If the SOFTWARE is to be used on a network, there must be a separate, licensed copy of the SOFTWARE installed on each computer (1) that is a part of the network and/or (2) that can otherwise access the SOFTWARE. This is the only instance in which the Purchaser (e.g., a company) may differ from the User (e.g., an employee). Each User’s license is subject to the same conditions and restrictions as a Single-User License.
Except for the purchase of the license to use the SOFTWARE or an associated Upgrade/Revision, nothing on the Company’s website or within its SOFTWARE shall be construed as granting any other license, whether by implication, estoppel, or otherwise.
Note that the definition of SOFTWARE in the Glossary (Section 14) is inclusive of OUTPUT (Your work product and data) insofar as Your work product and/or data might be accessed by any person or entity other than You. Ergo, your OUTPUT may also be subject to the same conditions and restrictions that apply to the SOFTWARE you purchase.
The Company is not obligated to provide and the User is not entitled to receive (from FuturesTrac LLC and/or its authorized partners/approved vendors) any of the following: hard-copy documentation, product support, routine support, technical support, telephone assistance, routine database upgrades, and/or upgrades/revisions to the SOFTWARE. Should the Company, at any time, provide these services and/or products, these services and/or products may subsequently be discontinued without prior notice to the User.
6. User Responsibilities and Restrictions on Use.
Following purchase of the SOFTWARE from FuturesTrac LLC or a FuturesTrac LLC-approved vendor/authorized partner, one copy of the SOFTWARE may be installed on a single computer and one back-up/archival copy of the SOFTWARE may be created. Should the program be purchased on a CD, the CD will constitute the backup copy.
FuturesTrac® SOFTWARE may not be installed on a network or under any conditions which would permit more than one computer to access the SOFTWARE, unless the User/Purchaser complies with the terms of Multi-User Licensing in Section Five.
The SOFTWARE is licensed as a single, intact product and its component parts may not be separated.
All rights not expressly granted to You are reserved by FuturesTrac LLC.
You agree that you will not use the SOFTWARE for any purposes other than those described on the www.futurestrac.com website and in the FuturesTrac® SOFTWARE help files and that You will not use the SOFTWARE in violation of the terms and conditions of the governing EULA (see also Sections 2 and 9).
You agree that you are solely responsible for:
You agree that in no instance will you use the SOFTWARE for any illegal purposes, including, but not limited to, any unauthorized transfer of information; violation(s) of copyright, patent, service mark, and/or trademark; activities related to weapons of mass destruction (e.g. nuclear materials, facilities, and/or weapons; missiles; chemical or biological weapons), etc.
You agree that you will not, directly or indirectly, suggest, authorize, aid, abet, encourage, or assist any third party to perform any of the prohibited or restricted actions described in this EULA or the most current EULA which applies to your SOFTWARE. You agree that you will not enable others to use your registration code(s).
U.S. Government End-Users are subject to the terms of this agreement, as this software is commercial computer software as described and regulated in various clauses within the Code of Federal Regulations (e.g., 48 CFR 101 et seq).
The United States government controls the export of products and information, therefore You agree to comply with all applicable local, state, and national (U.S.) laws and international treaties and export/import restrictions and embargoes, including, but not limited to, any restrictions regarding (1) destination, (2) end-use, and (3) User/Purchaser. Governmental restrictions may change, therefore, to stay abreast of current official controls regarding the SOFTWARE, You must refer to U.S. Export Administration Regulations, U.S. Foreign Assets Control Regulations, and/or any other regulations which affect destination, end-use, and/or user/purchaser.
By downloading/accessing the Software and/or Trialware, you are simultaneously taking a legal oath, warranting/affirming that you are not located in, a resident of, and/or a national of a country to which such export is prohibited and that you are not on any list of prohibited recipients/end-users - including, but not limited to, the U.S. Commerce Department's Table of Denial Orders, Denied Persons List, Entity List, List of Unverified Persons, and/or the U.S Treasury Department's list of Specially Designated Nationals and Blocked Persons (or whatever names these – or equivalent - lists may be known by in the future) - whether or not you are currently known by and/or use the (your) name on the list(s).
Except to install the Trialware and/or Your licensed copy of the SOFTWARE, You agree that you will not transmit or receive the SOFTWARE, or any portion thereof, electronically, via telephone, over a network, by any wireless technologies, and/or by any other form of technology now known or later developed.
Except for portions of the SOFTWARE used (and clearly identified) as examples, You agree that you will not make changes to, modify, or prepare derivative works of/from the SOFTWARE.
You agree that you will not reverse engineer, decompile, disassemble, otherwise reduce to human-perceivable form, transfer, translate, reproduce, copy, clone, emulate, disclose, modify, adapt, alter, and/or otherwise attempt to discover any or all elements of the FuturesTrac® SOFTWARE, including, but not limited to, its source code and/or object code and/or trade secrets and/or the underlying ideas and/or the algorithms of the SOFTWARE or any portion thereof in any way (except to the degree that applicable laws specifically prohibit such restrictions).
You agree that you will not utilize, publicly display, remove, duplicate, and/or alter any trademark, service mark, logo, copyright, or other proprietary notice, legend, symbol, text, and/or label that is a part of and/or is associated with the SOFTWARE, inclusive of any third party product or website accessed via the SOFTWARE.
You agree that you will not block, disable, impair and/or otherwise affect any features and/or functionality and/or services that are associated with the SOFTWARE and/or the FuturesTrac LLC website, including but not limited to, links to other websites and the content therein.
Links to other websites are provided strictly as a convenience to you and are accessed at your own risk. Your legal use of any third-party services or content accessible through the SOFTWARE may be subject to your acceptance of separate EULAs/agreements with third parties. Title, ownership, and related rights to third-party content accessed through the SOFTWARE are vested in the third-party-content owner and are protected by applicable law. This EULA grants the User no rights or protections regarding access to, use of, and/or performance of such third-party content, and the Company makes no representations regarding same.
Contact FuturesTrac LLC if You are uncertain about how to ensure Your compliance with the EULA. See “Company” in Glossary for contact information.
You agree that You will not rent, sell, resell, lease, sublease, license, sublicense, otherwise transfer for value, share, lend, loan, distribute, redistribute, assign, pledge, provide commercial hosting services, encumber, transfer and/or otherwise reassign rights to the SOFTWARE (or any portion thereof) and/or any other rights, duties, or obligations, in whole or in part, as per this EULA, to any third party.
8. Trialware (Evaluation Version).
You agree that You will download and use the Trialware only according to the conditions and restrictions/limitations posted on the www.futurestrac.com website, after which You must either (a) purchase a license to use the fully enabled version of the SOFTWARE or (b) stop accessing the Trialware/SOFTWARE.
Trialware is designed to contain certain restrictions and limitations regarding use of the SOFTWARE. These restrictions/limitations may include limits on (1) the length of time you may access the SOFTWARE and/or (2) Your ability to install, activate, and/or use any or all portions of the SOFTWARE. You agree that you will not attempt to bypass, disable, and/or otherwise alter in any way any of these restrictions/limitations. To remove these restrictions/limitations and fully enable the SOFTWARE, You must purchase a license to use the SOFTWARE from FuturesTrac LLC or a FuturesTrac LLC-approved vendor/authorized partner and follow the associated instructions.
Continued access to data you entered during the trial period is not guaranteed. You agree that FuturesTrac LLC will not be liable for any damage you may suffer in connection with the termination of the Trialware period and any subsequent inability to access/use the SOFTWARE, third-party data/information, and/or your input.
You may not distribute the Trialware in any software bundle, package, offering or compilation, either alone and/or in combination with other software, without having first obtained the explicit written consent of FuturesTrac LLC. However, electronic distribution of the Trialware via download from the www.futurestrac.com website or from the websites of other FuturesTrac LLC-approved vendors/authorized partners does not require written authorization.
In order to be licensed to access any Upgrades/Revisions to FuturesTrac® SOFTWARE, You must first be licensed to access the original SOFTWARE. See Glossary for the definition of “original.”
The licensed Upgrade/Revision must replace the previously installed and licensed SOFTWARE or associated portions thereof. See Section 6 regarding your responsibility to maintain updates of the SOFTWARE and of features (such as databases) associated with the use of the SOFTWARE.
When You install an Upgrade/Revision of/to the SOFTWARE components that were originally acquired, the EULA in effect at the time of the new access/installation applies to both the (a) components of the original SOFTWARE program (i.e., replaces the prior EULA) and to the (b) present Upgrade, Update, Enhancement, Revision, Maintenance Release, Supplement, etc.
Your Grant of License to Use the SOFTWARE terminates automatically and without notice if You fail to comply with any terms and conditions within the most current EULA which legally applies to Your copy of the SOFTWARE. All provisions of the most recent EULA to which you assented - except the “Grant of License to Use the SOFTWARE” - survive termination, therefore You agree to be bound in perpetuity by the most recent EULA to which you assented, including subsequent to any termination of license to access/use the SOFTWARE.
Termination may take the form of blocking the User’s further use of the SOFTWARE.
FuturesTrac LLC also reserves the right to terminate Your license if you threaten to breach the contract. You agree that a real or threatened breach of the contract will cause FuturesTrac LLC irreparable damage and that monetary damages would be inadequate to address the impact. Therefore, You agree that FuturesTrac LLC may obtain timely injunctive relief in order to protect its rights under this EULA, in addition to any and all other remedies available at law or in equity.
Upon notice of termination, You agree to immediately uninstall and destroy any and all copies of the SOFTWARE, including any and all portions thereof and any and all backup and/or archival copies. You also agree to take such additional actions as may be necessary to correct Your violation or breach of contract and any direct or indirect consequences thereof and to protect the rights of FuturesTrac LLC, including, but not limited to, indemnification of FuturesTrac LLC, its officers, directors, managers, agents, employees, authorized partners/approved vendors, distributors, dealers, suppliers, subsidiaries, affiliates, licensors, and third-party content or service providers.
The Company, to the fullest extent of the law, disclaims all warranties, oral and/or written, including that the SOFTWARE, materials, content, and/or services,
This SOFTWARE is licensed “as is” - no warranty of any kind, express or implied or statutory, is proffered by FuturesTrac LLC, including any warranty as to
including as regards third-party information or content accessed via the SOFTWARE.
The SOFTWARE and/or website may contain inaccuracies or typographical errors.
You agree to accept all risk as to the quality and performance of the SOFTWARE and You acknowledge that performance may be affected by a wide range of factors, including, but not limited to, technical failure and/or acts or omissions of third parties. In the event the SOFTWARE proves defective, You agree that you will assume the entire cost of the repairs.
FuturesTrac LLC will decide, at its own discretion, whether or not to provide support for the SOFTWARE and/or whether to attempt to correct errors in the SOFTWARE.
Your rights may vary from jurisdiction to jurisdiction, as some jurisdictions do not allow exclusions of implied warranties nor limitations on how long an implied warranty lasts, etc.
12. Limitation of Liability and Damages.
You agree that you are solely responsible for adequate protection and backup of the data and equipment used in conjunction with FuturesTrac® SOFTWARE
To the maximum extent permitted by applicable law, FuturesTrac LLC shall not be liable to You - and/or Your associate, assignee, proxy, representative, heir, successor, and/or agent, inclusive of any and all other associative relationships, and/or any other third party (see also Section 7, whose restrictions continue in effect herein) - for any damages whatsoever, including, but not limited to:
regardless of the legal or equitable theory upon which the claim is based (including, but not limited to, contract, warranty, tort (including negligence), product liability, or other legal theory) and even if FuturesTrac LLC is expressly advised of the possibility of such loss or damage and even if a remedy set forth herein is found to have failed its essential purpose. The limitations described above/herein are illustrative and not exhaustive.
Some jurisdictions do not allow the exclusion/limitation of incidental and/or consequential damages, so this exclusion/limitation may not apply to you. To the extent applicable law prohibits such limitation, the limitation of liability shall not apply to negligence which results in death or personal injury.
You expressly agree that the Company is not liable or responsible for any illegal or offensive conduct of third parties, including any FuturesTrac LLC-approved vendors/authorized partners.
In no event shall the entire collective/cumulative liability of FuturesTrac LLC exceed the purchase price paid by You for the license to use the SOFTWARE. The remedies available to You are the refund of the purchase price paid by You for the license to use the SOFTWARE or the replacement of the defective SOFTWARE with a new copy and FuturesTrac LLC shall have the discretion to select the remedy.
13. Governing Law, Most Protective Interpretation, Section Headings, and Severability.
This EULA is governed by and construed and interpreted in accordance with the laws of the State of Nevada, the United States, and applicable international treaty provisions. You agree that the venue for any and all legal action pursuant to this Agreement will be either the state courts of Nevada, District of Reno, or the Ninth Circuit Federal Court, District of Reno, according to the statutory basis for legal action.
This EULA constitutes the entire and only Agreement, including as subsequently amended or modified pursuant to the provisions of Section 2 and/or Section 9, between You and FuturesTrac LLC regarding FuturesTrac® SOFTWARE. This EULA, pursuant to the provisions of Section 2 and/or 9, supercedes (1) any prior Agreement, whether written or oral, and (2) all other communication in all forms between You and the Company, regarding FuturesTrac® SOFTWARE. You agree that this Agreement may not be waived or altered without the express written agreement of FuturesTrac LLC, which shall only be valid when based on full disclosure by You, the User/Purchaser, as to (1) the reasons for requesting the waiver or alteration and (2) all subsequent intended actions directly or indirectly based upon the waiver/alteration.
No term, condition, clause, or provision shall be waived or altered unless consent to said action is express (not implied), in writing, and signed by an authorized representative of the Company and by the User/Purchaser. No waiver or alteration of any clause, provision, condition, and/or term of this Agreement shall be deemed a further or continuing waiver/alteration of the same or any other clause, provision, condition, and/or term.
You agree that, in interpreting the provisions of this EULA and the laws applying thereto, the interpretation which is most protective of FuturesTrac LLC’s rights shall govern. Any law or regulation which provides that the language of this contract/EULA might be construed against the drafter shall not apply to this contract/EULA.
The section headings are for reference and convenience only and shall not enter into the interpretation thereof.
If a court of competent jurisdiction finds any provision of this EULA (or any portion thereof) invalid or unenforceable, the remainder of this EULA shall remain in full legal force and effect.
A comprehensive term which is inclusive of all the ways one may utilize/interface/interact with the contents of the SOFTWARE, including, but not limited to, installing, copying, using, downloading, receiving, clicking the “I Agree” or acceptance button at the end of this EULA (or otherwise indicating assent with the provisions of this EULA), purchasing the SOFTWARE, and/or otherwise gaining access to the product/SOFTWARE. Access is not legal unless accompanied by the purchase of a single or multiple user license by the User/Purchaser (from FuturesTrac LLC or a FuturesTrac LLC-approved vendor/authorized partner) and conducted according to the terms and conditions of the EULA.
All terms refer to the legal entity FuturesTrac LLC, which is
All correspondence and contact with the company shall be accomplished using online support at support@futurestrac.com.
Futurestrac LLC: P.O. Box 3600, Stateline, Nevada 89449.
Equivalent terms referring to the contract between You - the User/Purchaser of FuturesTrac® SOFTWARE - and the Company/FuturesTrac LLC. This contract delineates the terms and conditions (1) under which FuturesTrac LLC will grant Single- and/or Multi-User License(s) to the User/Purchaser and (2) by which the User/Purchaser’s use of/access to the SOFTWARE shall be governed. A license to use FuturesTrac® SOFTWARE is only legal when the SOFTWARE/license has been purchased from FuturesTrac LLC or FuturesTrac LLC-approved vendor/authorized partners.
The terms “original” and/or “originally” refer to (i) an earlier version of the SOFTWARE and/or a version with fewer functions/capabilities, and to (ii) ALL prior/cumulative installations at the time of a new access/installation, as well as (iii) the EULA that was current at the time of the SOFTWARE described in (i) and (ii).
Any and all work product of User/Purchaser, inclusive of data generated by access to/use of the SOFTWARE.
Use of OUTPUT is conditioned by the terms of the EULA insofar as compliance with all applicable laws is maintained. Use of OUTPUT is also conditioned by the terms of the EULA insofar as any person or entity other than the User/Purchaser might have or achieve access to the OUTPUT. See SOFTWARE.
A comprehensive term which includes (1) FuturesTrac LLC’s computer software, software modules, trialware, "online" or electronic documentation, printed documentation, associated media and materials, database(s), database information, example files, and license files and (2) the work product and/or data generated by User/Purchaser’s access to the SOFTWARE (referred to as OUTPUT).
SOFTWARE also includes any Updates, Upgrades, Revisions, Maintenance Releases, Enhancements, and/or Supplements to the original SOFTWARE provided to You by FuturesTrac LLC or a FuturesTrac LLC-approved vendor/authorized partner.
(Acquisition of SOFTWARE is only legal if purchased from FuturesTrac LLC or a FuturesTrac LLC-approved vendor/authorized partner.)
An inclusive term referring to Updates, Upgrades, Revisions, Maintenance Releases, Enhancements, and/or Supplements to the original SOFTWARE licensed by a User/Purchaser.
See YOU/YOUR/YOURS below.
Terms referring to the User/Purchaser of the FuturesTrac® SOFTWARE; the person/legal entity granted a license, via the single- or multi-user licensing process, to access a particular copy of the FuturesTrac® SOFTWARE on a single computer as per the terms and conditions of this EULA.
15. Agreement on Terms and Conditions of Use
This completes the terms and conditions of the FuturesTrac® EULA.
Copyright © 1997-2007 FuturesTrac® LLC. All rights reserved. Patent(s) pending.