Symbol Factory Universal (v3.x) EULA

SOFTWARE TOOLBOX INC. END USER LICENSE AGREEMENT

By opening this package or clicking the OK button, you indicate that you have read this agreement and accept its terms and conditions.

Symbol Factory is a unique product and your use of Symbol Factory is governed by this license agreement. Please read it carefully, particularly if you are planning to use Symbol Factory or the images that you can export from Symbol Factory in a product that you will offer for off-the-shelf sale, whether that be over the Internet, through distribution, or other direct sales methods.

This is a legal agreement between you (the end user or “Licensee”) and Software Toolbox, LLC. (Matthews, NC) , hereafter the “Licensor”. If you do not agree to the terms of this Agreement, promptly return the disk package and accompanying items (including written materials) to the place where you obtained them for a full refund or request a digital delivery destruction return form if you received the product by online delivery. The software accompanying this license agreement (the Software) is the property of Licensor, and is protected by United States and International Copyright laws and International treaty provisions. No ownership rights are granted by this Agreement or possession of the Software. Therefore, you must treat the Software like any other copyrighted material (e.g., a book or musical recording), except that you may make a single copy for backup or archival purposes.

Please contact Licensor if you have questions, need clarification, or wish to discuss licensing of Symbol Factory as an Independent Software Vendor (ISV).

1. GRANT OF LICENSE. Licensor grants you, the end user, the following non-exclusive license rights and you accept the following obligations:
   
   A.    You may use and display this Software on a single Computer on a supported platform as listed on and updated without notice as required on softwaretoolbox.com 
   B.    You may make one copy of the Software for archival purposes or you may copy the software onto your hard disk and hold the original for archival purposes.
   C.    You may not modify or attempt to reverse engineer the Software, or make any attempt to change or even examine the source code of the Software.
   D.    You may transfer the Software to another Computer using the utilities provided.  However, the Software must be used on only a single Computer at one time for each single license of the Software owned. 
   E.    You may not give or distribute copies of the Software or written materials associated with the Software to others.
   F.    You may not sub-license, sell, or lease the Software to any person or business.
   G.    If you plan to run the Software in multiple virtual computers or virtual servers a license is required for each instance of the virtual computer or server where the Software will be installed.   If you also plan to install the Software in the host operating system of the computer where the virtual machines are running, a license will also be required for the host operating system. 
   H.    If you are running the Software in a demonstration, unlicensed mode, you may not automate the stopping and starting of the Software in demo mode or use any other method to attempt to circumvent the demonstration mode timeout period.
   
   

   The software programs and other materials in this package are provided to you under the terms of this license agreement and are not sold to you. You own the media on which the software is recorded, but Software Toolbox retains copyright, title, and ownership of the software itself.

2. RUNTIME LICENSING.
   

   
   RUNTIME shall mean a compiled software application in which the user, end-user, or customer cannot change the design, configuration, size, location, or arrangement of the images from this library. In a RUNTIME application, the user, end-user, or customer cannot select images from this library to be used in creating the application.

    

   In general, there are no RUNTIME royalty fees for RUNTIME applications created using images from this image library, subject to the restrictions found in this license agreement. The intended purpose of royalty-free RUNTIME licensing is so that an individual end-user can use a reasonable number of images from this image library in creating a RUNTIME HMI (“Human Machine Interface”) application for their internal consumption in their manufacturing facility. For example, if you include some of the Symbol Factory images in a custom application or in an off-the-shelf HMI software application to depict your process, you do not need to pay royalty fees for compiled RUNTIME copies of the custom application that you distribute that contain the images embedded into the application, or runtime copies of the off-the-shelf HMI software that you use in your facility. Systems integrators may use images to build custom applications or in off-the-shelf HMI applications for their end users subject to the restrictions below. You may transfer your license of Symbol Factory to your end user subject to the terms of this agreement regarding support. If you wish to retain your copy of Symbol Factory after building your custom project, and distribute one to your end user, then you will need to purchase a license for them.

   The following uses are NOT allowed under this grant of RUNTIME license and will require a special ISV license:

   1. You shall not distribute any portion of the image library in the set of binary CAT files installed by this product, nor shall you extract any portion of the images from the library and repackage them for distribution with another software product.

   2. If you are the manufacturer of a commercially-available software package, you shall not include any images from this image library in your commercially-available software package.

   3. You shall not provide a means for users to choose symbols from this library whether in native for or any other form and add them to your application at runtime.

   4. You shall not create derivative software components such as .NET controls, ActiveX controls, Java Applets, or other components for commercial sale or for inclusion in a commercially available application such as a Human Machine Interface application.

   5. You shall not distribute any of the raw files installed by this application as separate loose files with your application. Usage of the symbols should be embedded into your custom application.

   6. You shall not reverse engineer, extract, or otherwise repackage the files installed by this application for any purpose including the distributing a significant portion of the library with your application.

   7. If you are a system integrator doing custom application development or off-the-shelf HMI configuration and are using symbols from Symbol Factory, you may not give the end user a full copy of Symbol Factory or export all the images and give them to them in any way, which includes copying them onto unused HMI pages for the user to extract.

   Special ISV licensing is available for situations that are not covered by this license. Please contact Licensor at www.softwaretoolbox.com for information on ISV licensing of this product. If you have any doubts about whether your application fits into the scope of this RUNTIME LICENSING clause, it is your responsibility to contact us to discuss your situation and obtain verification that your intended use is covered.

3. TRANSFER OF LICENSE.  You may transfer this software license to another party, provided that (a) That party agrees to accept the terms and conditions of this agreement; (b) You do not retain any copies of the program, whether in printed or machine-readable form; and (c) You transfer the whole license to this software.  Sublicensing of this product in part or whole is not permitted.

4. NO OTHER RIGHTS.  Except as stated above, this agreement does not grant you any rights to patents, copyrights, trade secrets, trade names, trademarks, or any rights, franchises of license with respect to the enclosed software and documentation.  You may not modify, translate, disassemble, reverse engineer, or decompile the software, in whole or in part.  Licensor reserves all rights not explicitly granted in this license agreement.
5. UPDATE POLICY.  Licensor may create, from time to time, updated versions of the software.  However, Software Toolbox, Inc.is under no obligation to provide updates free of charge.
6. SUPPORT.  Licensor’s initial free warranty and support period is 90 days from the purchase date of the Software.  Licensor provides unlimited e-mail support for all Software whether a demo or registered license in the first 90 days after purchase. Licensor will provide free phone support during the initial 90 days to the licensed and registered user provided the applicable license fees for use of the Software have been paid.   Licensor will provide email and phone support beyond the initial 90 day warranty period as stipulated in the separate Maintenance & Support Agreement, and provided applicable maintenance or support fees have been paid to Software Toolbox.  Such support beyond the initial 90 day warranty period would be provided subject to the terms of the separate Maintenance & Support Agreement. All corrections and maintenance releases will be made available through Licensor’s Internet site.  Major product releases that enhance the functionality of the Software may be subject to upgrade fees and consideration is given to users on an active Maintenance & Support Agreement. At no time will on-site support be provided without advance payment to Licensor for a minimum of two days on-site engineering support services, plus all expenses.  
7. SUPERCEDES PREVIOUS AGREEMENTS.  If you are installing the software to upgrade an older version of the software, this license agreement SUPERCEDES any previous license agreements that may have been in effect when you purchased the license of your older version of the software.  If you do NOT agree with the terms of this current agreement you should NOT install this software and contact us immediately.
8. WARRANTY & LIMITATION OF WARRANTIES AND LIABILITY.  Licensor warrants that: (a) for a period of ninety (90) days from the date of delivery the medium on which the Software is provided shall be free from defects; and (b) prior to delivery, the Software was audited and tested in accordance with Licensor’s internal quality control processes.   Licensor warrants that it has sufficient right, title and interest in the Software to grant the license contemplated by this Agreement.
   
   

   LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL BE ERROR FREE, THAT IT WILL SATISFY YOUR PLANNED APPLICATIONS OR THAT ALL DEFECTS IN THE SOFTWARE CAN BE CORRECTED. IF LICENSOR PROVIDES INFORMATION OR ASSISTANCE REGARDING THE USE OF THE SOFTWARE OR OTHERWISE, LICENSOR IS NOT ASSUMING THE ROLE OF ENGINEERING CONSULTANT. LICENSOR DISCLAIMS RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS ARISING IN CONNECTION WITH ENGINEERING IN WHICH ITS SOFTWARE OR SUCH INFORMATION OR ASSISTANCE IS USED.

   THE FOREGOING IS THE SOLE AND EXCLUSIVE WARRANTY OFFERED BY LICENSOR

   LICENSOR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, TITLE AND FITNESS FOR A PARTICULAR PURPOSE, WITH REGARD TO THE LICENSED SOFTWARE AND ALL ACCOMPANYING MATERIALS.

   IN NO EVENT SHALL LICENSOR BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFIT, LOST SAVINGS, LOST OPPORTUNITIES, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE LICENSED SOFTWARE, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE LEGAL THEORY OR BASIS FOR SUCH CLAIM. SOME JURISDICTIONS DO NOT ALLOW DISCLAIMERS OF IMPLIED WARRANTIES OR LIMITATIONS ON LIABILITY, SO THESE LIMITATIONS MAY NOT APPLY TO LICENSEE.

   LICENSOR’S ENTIRE LIABILITY SHALL BE, AT LICENSOR’S OPTION, EITHER (A) RETURN OF THE PRICE PAID FOR THE SOFTWARE (OR COMPONENT), OR (B) REPAIR OR REPLACEMENT OF THE SOFTWARE (OR COMPONENT) THAT DOES NOT MEET SOFTWARE TOOLBOX INC.’S LIMITED WARRANTY AND WHICH IS RETURNED TO LICENSOR WITHIN THE WARRANTY PERIOD. THIS SHALL BE THE SOLE AND EXCLUSIVE OBLIGATION OF SOFTWARE TOOLBOX INC. AND YOUR SOLE AND EXCLUSIVE REMEDY WITH RESPECT TO ANY SUCH FAILURE. THE LIMITED WARRANTY IS VOID IF FAILURE OF THE SOFTWARE (OR COMPONENT) HAS RESULTED FROM ACCIDENT, ABUSE OR MISAPPLICATION.

9. DUAL-MEDIA SOFTWARE. 
   You may receive the Software in more than one medium. Regardless of the type or size of medium you receive, you may use only one medium that is appropriate for the Computer. You may not use or install the other medium on another computer. You may not loan, rent, lease, or otherwise transfer the other medium to another user, except as part of the permanent transfer (as provided above) of the Software.
10. U.S. GOVERNMENT RESTRICTED RIGHTS. 
    The Software and documentation are provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software—Restricted Rights at 48 CFR 52.227-19, as applicable. 
11. SEVERABILITY  Each section and subsection of this Agreement shall be considered severable, and if any provision of this Agreement shall be held illegal, invalid, or otherwise unenforceable under controlling law, the remaining provisions of this Agreement shall not be affected thereby but shall continue in effect.
12. EXPORT RESTRICTIONS 
    You acknowledge that the Software is subject to U.S. export jurisdiction. You agree 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.  Prior to delivery of product, you may be required to provide to Licensor the necessary documentation as required by the U.S. government and it’s agencies to certify the final end user destination of the Software.   If such documentation is requested and you do not or are not able to provide it, the Software will not be delivered to you in any form, and any pre-paid funds for license fees will be refunded to you.  
13. MISCELLANEOUS
    This Agreement is governed by the laws of the State of North Carolina, United States of America. No provision of this Agreement shall be amended, supplemented or waived except by written agreement signed by the parties hereto.  This Agreement sets forth the entire understanding and agreement between the parties with respect to the subject matter set forth herein and supersedes any prior or contemporaneous discussions, understandings, orders, requests or statements regarding such subject matter, other than the pricing and payment terms contained on the attached or related invoice.  In the event of a dispute between Licensor and Licensee where the parties are unable to reach a mutually agreeable resolution, the dispute shall be submitted to binding arbitration under the expedited commercial arbitration rules of the American Arbitration Association then in effect; provided, however, that Licensor shall be entitled to avail itself of injunctive and other equitable rights and remedies in a court of competent jurisdiction in order to protect its rights and interests.  Arbitrations shall take place in Charlotte, North Carolina.  There shall be one (1) arbitrator mutually agreed to by both parties (if the parties are unable to agree on a single arbitrator, the arbitrator shall be chosen in accordance with the rules of the American Arbitration Association); such arbitrator shall have experience in the area of software technology.  After the hearing, the arbitrator shall decide the controversy and render a written decision setting forth the issues adjudicated, the resolution thereof and the reasons for the award. The award of the arbitrator shall be conclusive.  Payment of the expenses of arbitration, including attorneys’ fees and the fee of the arbitrator, shall be assessed by the arbitrator based on the extent to which each party prevails.
14. TRADEMARKS
    Software Toolbox is a registered trademark of Software Toolbox LLC. Symbol Factory is a trademark of Reichard Software LLC, with rights of usage granted to Software Toolbox, LLC. by Reichard Software LLC.