]>
Commit | Line | Data |
---|---|---|
da0dae46 SR |
1 | OEM/IHV/ISV FIRMWARE LICENSE AGREEMENT |
2 | ||
3 | IMPORTANT - PLEASE READ BEFORE INSTALLING OR USING THIS FIRMWARE | |
4 | ||
5 | Do not use or load this firmware image (the "Firmware") until you have | |
6 | carefully read the following terms and conditions. By loading or using | |
7 | the Firmware, you agree to the terms of this Agreement. If you do not | |
8 | wish to so agree, do not install or use the Firmware. | |
9 | ||
10 | LICENSEES: Please note: | |
11 | ||
12 | * If you are an End-User, only the END-USER FIRMWARE LICENSE AGREEMENT | |
13 | applies. | |
14 | ||
15 | * If you are an Original Equipment Manufacturer (OEM), Independent | |
16 | Hardware Vendor (IHV), or Independent Firmware Vendor (ISV), the | |
17 | OEM/IHV/ISV FIRMWARE LICENSE AGREEMENT applies (this license), as | |
18 | well as the END-USER FIRMWARE LICENSE AGREEMENT. | |
19 | ||
20 | LICENSE. This Firmware is licensed for use only in conjunction with | |
21 | Hauppauge component products. Use of the Firmware in conjunction with | |
22 | non-Hauppauge component products is not licensed hereunder. Subject to | |
23 | the terms of this Agreement, Hauppauge grants to you a nonexclusive, | |
24 | nontransferable, worldwide, fully paid-up license under Hauppauge's | |
25 | copyrights to: (i) copy the Firmware internally for your own | |
26 | development and maintenance purposes; (ii) copy and distribute the | |
27 | Firmware to your end-users, but only under a license agreement with | |
28 | terms at least as restrictive as those contained in Hauppauge's | |
29 | END-USER FIRMWARE LICENSE AGREEMENT; and (iii) modify, copy and | |
30 | distribute the end-user documentation which may accompany the | |
31 | Firmware, but only in association with the Firmware. | |
32 | ||
33 | If you are not the final manufacturer or vendor of a computer system | |
34 | or firmware program incorporating the Firmware, then you may transfer | |
35 | a copy of the Firmware, including any related documentation (modified | |
36 | or unmodified) to your recipient for use in accordance with the terms | |
37 | of this Agreement, provided such recipient agrees to be fully bound by | |
38 | the terms hereof. You shall not otherwise assign, sublicense, lease, | |
39 | or in any other way transfer or disclose Firmware to any third | |
40 | party. You may not, nor may you assist any other person or entity to | |
41 | modify, translate, convert to another programming language, decompile, | |
42 | reverse engineer, or disassemble any portion of the Firmware or | |
43 | otherwise attempt to derive source code from any object code modules | |
44 | of the Firmware or any internal data files generated by the | |
45 | Firmware. Your rights to redistribute the Firmware shall be contingent | |
46 | upon your installation of this Agreement in its entirety in the same | |
47 | directory as the Firmware. | |
48 | ||
49 | CONTRACTORS. For the purpose of this Agreement, and notwithstanding | |
50 | anything to the contrary hereunder, solely with respect to the | |
51 | requirements for compliance with the terms hereunder, any contractors | |
52 | or consultants that You use to perform the work or otherwise assist | |
53 | You in the development or products using this Firmware shall be deemed | |
54 | to be End Users and accordingly, upon receipt of the Firmware, shall | |
55 | be bound by the terms of the END-USER FIRMWARE LICENSE AGREEMENT. No | |
56 | additional agreement between You and such consultants or contractors | |
57 | is required under this Agreement to detail such compliance. | |
58 | ||
59 | TRADEMARKS. Except as expressly provided herein, you shall not use | |
60 | Hauppauge's name in any publications, advertisements, or other | |
61 | announcements without Hauppauge's prior written consent. You do not | |
62 | have any rights to use any Hauppauge trademarks or logos. | |
63 | ||
64 | OWNERSHIP OF FIRMWARE AND COPYRIGHTS. Firmware and accompanying | |
65 | materials, if any, are owned by Hauppauge or its suppliers and | |
66 | licensors and may be protected by copyright, trademark, patent and | |
67 | trade secret law and international treaties. Any rights, express or | |
68 | implied, in the intellectual property embodied in the foregoing, other | |
69 | than those specified in this Agreement, are reserved by Hauppauge and | |
70 | its suppliers and licensors or otherwise as set forth in any | |
71 | applicable open source license agreement. You will keep the Firmware | |
72 | free of liens, attachments, and other encumbrances. You agree not to | |
73 | remove any proprietary notices and/or any labels from the Firmware and | |
74 | accompanying materials without prior written approval by Hauppauge | |
75 | ||
76 | EXCLUSION OF WARRANTIES. | |
77 | THE FIRMWARE IS PROVIDED "AS IS" AND POSSIBLY WITH FAULTS. UNLESS | |
78 | EXPRESSLY AGREED OTHERWISE, HAUPPAUGE AND ITS SUPPLIERS AND LICENSORS | |
79 | DISCLAIM ANY AND ALL WARRANTIES AND GUARANTEES, EXPRESS, IMPLIED OR | |
80 | OTHERWISE, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF | |
81 | MERCHANTABILITY, NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. | |
82 | Hauppauge does not warrant or assume responsibility for the accuracy | |
83 | or completeness of any information, text, graphics, links or other | |
84 | items contained within the Firmware. You assume all liability, | |
85 | financial or otherwise, associated with Your use or disposition of the | |
86 | Firmware. | |
87 | ||
88 | LIMITATION OF LIABILITY. IN NO EVENT SHALL HAUPPAUGE OR ITS SUPPLIERS | |
89 | AND LICENSORS BE LIABLE FOR ANY DAMAGES WHATSOEVER FROM ANY CAUSE OF | |
90 | ACTION OF ANY KIND (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, | |
91 | BUSINESS INTERRUPTION, OR LOST INFORMATION) ARISING OUT OF THE USE, | |
92 | MODIFICATION, OR INABILITY TO USE THE FIRMWARE, OR OTHERWISE, NOR FOR | |
93 | PUNITIVE, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES OF ANY KIND, | |
94 | EVEN IF HAUPPAUGE OR ITS SUPPLIERS AND LICENSORS HAVE BEEN ADVISED OF | |
95 | THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS PROHIBIT EXCLUSION | |
96 | OR LIMITATION OF LIABILITY FOR IMPLIED WARRANTIES OR CONSEQUENTIAL OR | |
97 | INCIDENTAL DAMAGES, SO CERTAIN LIMITATIONS MAY NOT APPLY. YOU MAY ALSO | |
98 | HAVE OTHER LEGAL RIGHTS THAT VARY BETWEEN JURISDICTIONS. | |
99 | ||
100 | WAIVER AND AMENDMENT. No modification, amendment or waiver of any | |
101 | provision of this Agreement shall be effective unless in writing and | |
102 | signed by an officer of Hauppauge. No failure or delay in exercising | |
103 | any right, power, or remedy under this Agreement shall operate as a | |
104 | waiver of any such right, power or remedy. Without limiting the | |
105 | foregoing, terms and conditions on any purchase orders or similar | |
106 | materials submitted by you to Hauppauge, and any terms contained in | |
107 | Hauppauges standard acknowledgment form that are in conflict with | |
108 | these terms, shall be of no force or effect. | |
109 | ||
110 | SEVERABILITY. If any provision of this Agreement is held by a court of | |
111 | competent jurisdiction to be contrary to law, such provision shall be | |
112 | changed and interpreted so as to best accomplish the objectives of the | |
113 | original provision to the fullest extent allowed by law and the | |
114 | remaining provisions of this Agreement shall remain in full force and | |
115 | effect. | |
116 | ||
117 | EXPORT RESTRICTIONS. Each party acknowledges that the Firmware is | |
118 | subject to applicable import and export regulations of the United | |
119 | States and of the countries in which each party transacts business, | |
120 | specifically including U.S. Export Administration Act and Export | |
121 | Administration Regulations. Each party shall comply with such laws and | |
122 | regulations, as well as all other laws and regulations applicable to | |
123 | the Firmware. Without limiting the generality of the foregoing, each | |
124 | party agrees that it will not export, re-export, transfer or divert | |
125 | any of the Firmware or the direct programs thereof to any restricted | |
126 | place or party in accordance with U.S. export regulations. Note that | |
127 | Firmware containing encryption may be subject to additional | |
128 | restrictions. | |
129 | ||
130 | APPLICABLE LAWS. Claims arising under this Agreement shall be governed | |
131 | by the laws of New York, excluding its principles of conflict of laws | |
132 | and the United Nations Convention on Contracts for the Sale of | |
133 | Goods. You may not export the Firmware in violation of applicable | |
134 | export laws and regulations. Hauppauge is not obligated under any | |
135 | other agreements unless they are in writing and signed by an | |
136 | authorized representative of Hauppauge. | |
137 | ||
138 | GOVERNMENT RESTRICTED RIGHTS. The Firmware is provided with | |
139 | "RESTRICTED RIGHTS." Use, duplication, or disclosure by the Government | |
140 | is subject to restrictions as set forth in FAR52.227-14 and | |
141 | DFAR252.227-7013 et seq. or their successors. Use of the Firmware by | |
142 | the Government constitutes acknowledgment of Hauppauge's proprietary | |
143 | rights therein. Contractor or Manufacturer is Hauppauge Computer | |
144 | Works, Inc. 91 Cabot Court Hauppauge, NY 11788 | |
145 | ||
146 | TERMINATION OF THIS AGREEMENT. Hauppauge may terminate this Agreement | |
147 | at any time if you violate its terms. Upon termination, you will | |
148 | immediately destroy the Firmware or return all copies of the Firmware | |
149 | to Hauppauge. |