ZINIO READER LICENSE AGREEMENT
BY CLICKING ON THE "ACCEPT" BUTTON: (A) IF YOU REPRESENT AN ENTITY, YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE AUTHORITY TO LEGALLY BIND TO THIS ZINIO READER LICENSE AGREEMENT (THIS "AGREEMENT") THE ENTITY YOU REPRESENT, AND (B) YOU OR THE ENTITY OR COMPANY THAT YOU REPRESENT ("LICENSEE") UNCONDITIONALLY CONSENTS TO BE BOUND BY AND BECOME A PARTY TO THIS AGREEMENT. IF LICENSEE DOES NOT UNCONDITIONALLY AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, LICENSEE MUST CLICK "CANCEL" TO STOP THE DOWNLOAD AND INSTALLATION PROCESS, OR TO STOP THE SOFTWARE (AS DEFINED BELOW) FROM RUNNING IF IT HAS BEEN PRE-INSTALLED. IF THESE TERMS ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS. LICENSEE ACKNOWLEDGES AND AGREES THAT USE OF THE SOFTWARE AND ANY FILES (AS DEFINED BELOW) IS ALSO SUBJECT TO ZINIO'S TERMS OF SERVICE POSTED AT WWW.ZINIO.COM (THE ?TERMS OF SERVICE?).
1.LICENSE GRANT.Subject to the terms of this Agreement, Zinio, LLC ("Zinio") hereby grants Licensee a limited, personal, non-sublicensable, non-transferable, non-exclusive license to use the object code version of the software that Licensee is about to download, install or otherwise access ("Software") and any magazines or other Zinio format files made available by publishers by agreement with Zinio for use in conjunction with the Software and that Licensee may download (from Zinio's website or any other website, pursuant to an agreement with Zinio) or otherwise access now or in the future ("Files") only for Licensee's personal use in accordance with this Agreement and the Terms of Service. The term "Software" includes without limitation (a) the Adobe PDF Library software incorporated into any such software, (b) any documentation related to such software, and (c) and any upgrades, modified versions, updates, additions, and copies to any such software. If the Software includes font software, Licensee may embed the font software, or outlines of the font software, into Licensee?s electronic documents to the extent that the font vendor copyright owner allows for such embedding. The fonts contained in this package may contain both Adobe and non-Adobe owned fonts. Licensee may fully embed any font owned by Adobe.
2.LICENSE RESTRICTIONS.Except as expressly and unambiguously permitted by this Agreement, Licensee shall not, nor permit anyone else to: (a) copy (except that Licensee may make a limited number of unmodified copies of the Software solely for Licensee's personal use on devices owned by Licensee, subject to the terms and conditions of this Agreement), modify, create derivative works based upon, or distribute the Software or the Files; (b) reverse engineer, translate, disassemble, decompile or otherwise attempt to discover the source code or structure, sequence and organization of the Software (except to the extent that applicable law prohibits reverse engineering restrictions); (c) rent, lease, transfer, resell or use the Software or the Files for timesharing or service bureau purposes, or otherwise use the Software or the Files for any commercial purpose or on behalf or for the benefit of any third party; or (d) permit other individuals or entities to use the Software or the Files. Licensee shall maintain and not remove or obscure any proprietary notices on the Software and the Files, and shall reproduce such notices exactly on all permitted copies of the Software or the Files. Upon reasonable notice, Zinio has the right to audit records relevant to Licensee?s compliance with this Agreement. As between the parties, all title, ownership rights, intellectual property rights and other rights in and to the Software and the Files, and any derivative works, improvements, modifications, enhancements or extensions thereto, shall remain in and be the sole and exclusive property of Zinio and its suppliers or licensors. Licensee understands that Zinio may modify or discontinue offering the Software or the Files at any time. The Software and the Files are protected by the copyright laws of the United States and international copyright treaties. This Agreement does not give Licensee any rights not expressly granted herein. Licensee shall not export, import or transfer Software or the Files contrary to U.S. Export Administration Regulations or other applicable laws, whether directly or indirectly, and will not cause, approve or otherwise facilitate others such as agents or any third parties in doing so. By downloading or using the Software or the Files, Licensee represents and certifies that (x) neither the United States Bureau of Export Administration nor any other federal agency has suspended, revoked or denied Licensee's export privileges, and (y) Licensee is not located in or a resident of Cuba, Iran, Iraq, Libya, North Korea, Sudan, Syria or any other country to which the United States has embargoed goods. All rights to use the Software and Files are granted on condition that such rights are forfeited if Licensee fails to comply with the terms of this Agreement.
3.INTELLECTUAL PROPERTY; CONTENT. As a condition to Licensee's use of the Software and Files, Licensee represents, warrants and covenants that Licensee will not use the Software or Files: (a) to infringe the intellectual property rights, proprietary rights, or rights of publicity or privacy of any third party; (b) to violate any applicable law, statute, ordinance or regulation; (c) to disseminate information or materials in any form or format ("Content") that is harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous or otherwise objectionable; or (d) to disseminate any software viruses or any other computer code, files or programs that may interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. Licensee, not Zinio, remains solely responsible for all Content that Licensee uploads, posts, emails, transmits or otherwise disseminates using, or in connection with, the Software. Licensee acknowledges that all Content that Licensee accesses using the Software is at Licensee's sole risk and Licensee will be solely responsible for any damage to any party resulting therefrom. Covered by U.S. Patent No. 7,171,630 and No. 7,290,285.
4.SUPPORT AND UPGRADES.This Agreement does not entitle Licensee to any support, upgrades, patches, enhancements or fixes for the Software (collectively, "Support"). Any such Support for the Software that may be made available by Zinio shall become part of the Software and subject to this Agreement.
5.INDEMNIFICATION.Licensee agrees to immediately notify Zinio of and indemnify, defend and hold harmless Zinio and its suppliers from any claim or demand, and associated attorneys? fees, made by any third party due to or arising out of Licensee?s use of the Software or Files, the violation of this Agreement by Licensee, any infringement by Licensee on any intellectual property or other right of any person or entity.
6.WARRANTY DISCLAIMER.TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ZINIO AND ITS SUPPLIERS (A) PROVIDE THE SOFTWARE AND THE FILES ON AN "AS IS" AND ?AS AVAILABLE? BASIS AND WITHOUT WARRANTY OF ANY KIND, AND (B) HEREBY DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, ACCURACY, RELIABILITY, TITLE, QUIET ENJOYMENT AND NON-INFRINGEMENT. ZINIO AND ITS SUPPLIERS DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN USING THE SOFTWARE OR THE FILES. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. IN NO EVENT DOES ZINIO WARRANT THAT THE SOFTWARE OR THE FILES ARE ERROR FREE OR THAT LICENSEE WILL BE ABLE TO OPERATE THE SOFTWARE OR THE FILES WITHOUT PROBLEMS OR INTERRUPTIONS.
7.LIMITATION OF LIABILITY.TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, INCLUDING BUT NOT LIMITED TO TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, SHALL ZINIO OR ITS SUPPLIERS OR RESELLERS BE LIABLE TO LICENSEE OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, DAMAGES FOR LOST PROFITS OR LOST SAVINGS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, LOST OR DAMAGED DATA, OR COMPUTER FAILURE OR MALFUNCTION. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ZINIO'S AGGREGATE LIABILITY FOR DAMAGES OF ANY KIND WHATSOEVER ARISING OUT OF THIS AGREEMENT OR OTHERWISE SHALL BE LIMITED TO THE FEES PAID BY LICENSEE TO ZINIO FOR THE SOFTWARE OR FILES GIVING RISE TO THE LIABILITY DURING THE 12 MONTH PERIOD PRECEDING THE EVENT OR CIRCUMSTANCES GIVING RISE TO SUCH LIABILITY. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF ZINIO OR ITS SUPPLIERS SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.
8.TERM AND TERMINATION.This Agreement shall continue until terminated as provided for herein. Licensee may terminate this Agreement at any time. This Agreement shall automatically terminate if Licensee violates any provision of this Agreement. Any termination of this Agreement shall also terminate the licenses granted hereunder. Upon termination of this Agreement for any reason, Licensee shall destroy and remove from all computers, hard drives, networks and other storage media all copies of the Software and the Files. Sections 2-9 shall survive termination of this Agreement.
9.MISCELLANEOUS.This Agreement represents the complete agreement concerning the Software and Files between the parties and supersedes all prior agreements and representations between them. This Agreement may be amended only by a writing executed by both parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. The failure of Zinio to act with respect to a breach of this Agreement by Licensee or others does not constitute a waiver and shall not limit Zinio's rights with respect to such breach or any subsequent breaches. This Agreement is personal to Licensee and may not be assigned or transferred for any reason whatsoever (including, without limitation, by operation of law, merger, reorganization or change of control) without Zinio's consent and any attempt to do so shall be void. Zinio may assign this Agreement or delegate any of its obligations hereunder. This Agreement shall be governed by and construed under California law without regard to principles of conflicts of laws, and without regard to the United Nations Convention on Contracts for the International Sale of Goods. Licensee irrevocably and unconditionally: (a) consents to submit to the exclusive jurisdiction of the state and federal courts of California (the ?California Courts?) for any litigation or controversy arising out of or relating to this Agreement; (b) agrees not to commence any litigation arising out of or relating to this Agreement except in California Courts; and (c) agrees not to plead or claim that such litigation brought therein has been brought in an inconvenient forum. Adobe is a trademark of Adobe Systems, Inc. ContentGuard is a trademark of ContentGuard Holdings, Inc. As defined in FAR section 2.101, DFAR section 252.227-7014(a)(1) and DFAR section 252.227-7014(a)(5) or otherwise, all Software and Files provided by Zinio and its suppliers are "commercial items," "commercial computer software" and/or "commercial computer software documentation." Consistent with DFAR section 227.7202 and FAR section 12.2 12, any use, modification, reproduction, release, performance, display, disclosure or distribution thereof by or for the U.S. Government shall be governed solely by the terms of this Agreement. The English version of this Agreement shall be the version used when interpreting or construing this Agreement.
10.THIRD PARTY SOFTWARE TERMS AND CONDITIONS.A.Cairngorm License
Copyright (c) 2007 - 2009 Adobe
All rights reserved.
Permission is hereby granted, free of charge, to any person obtaining a copy of this software and associated documentation files (the "Software"), to deal in the Software without restriction, including without limitation the rights to use, copy, modify, merge, publish, distribute, sublicense, and/or sell copies of the Software, and to permit persons to whom the Software is furnished to do so, subject to the following conditions:
The above copyright notice and this permission notice shall be included in all copies or substantial portions of the Software.
THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.
PureMVC Manifold License*The PureMVC Manifold is a free, open-source software project created and maintained by Futurescale, Inc. Copyright © 2006-08 Futurescale, Inc. Some rights reserved.
* Your reuse of all Official implementations (ports) of the framework, demos and utilities on the site is governed by the Creative Commons Attribution 3.0 license at http://creativecommons.org/licenses/by/3.0/ Creative Commons Attribution 3.0 license.
* The PureMVC Framework concept and reference implementation as well as the Official documentation and courseware are Copyright © 2006-08 Futurescale, Inc. Some rights reserved. Individual contributors of original works to the project retain their own copyrights, but allow the same reuse described above.
* You are free to use all official PureMVC project software in personal or commercial applications. However, if you include source code (not compiled) from the PureMVC Project (modified or not), in another work (open-source or not), you must leave in the existing attribution and license information in the included in the source code files, and include in your distribution the relevant license.txt and version.txt files for the PureMVC Project source code you are including. If you are distributing framework source code that you have modified, you must also make it clear that you have done so in all the aforementioned locations, and that the changes are not in any way supported or endorsed by the original author.
* PureMVC, as well as this documentation and any training materials or demonstration source code downloaded from Futurescale's websites is provided 'as is' without warranty of any kind, either express or implied, including, but not limited to, the implied warranties of fitness for a purpose, or the warranty of non-infringement.
Last updated June 15, 2010