This End-User License Agreement (EULA) is a legally binding agreement between you (either an individual or a single legal entity) and IPVideo Corporation (“IPVideo”) for the AVfusion® product or AVfusion® utility, which may include associated software and hardware components, media, printed materials, and online or electronic documentation (“Product”). If you have purchased the Product as part of a computer or server system delivered by IPVideo, all hardware and software components of such system shall for the purposes of this EULA be considered being parts of the Product, except for any third party software or hardware component which is covered by a separate third party license agreement included in the system documentation or otherwise incorporated in the system.
By installing, copying, or otherwise using the Product, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, do not install or use the Product. Instead, you may return it, within 30 days after purchase of the Product, along with all associated material to your place of purchase for a full refund, less any shipping and handling costs. This return policy does not apply if you or your representative, including your IPVideo dealer (on your behalf) have accepted this EULA prior to, or as part of, your purchase of the Product. The Product is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. Note that all software parts of Product are licensed to you, not sold.
For AVfusion® Products where a Software License Code (SLC) is required, the license you have been granted is identified by the Software License Code you have received when purchasing the product.
Acceptance of Unattended Remote Updating. The system administrator of your organization may today, or in the future, be using a tool or operating system method enabling remote and unattended updating or installation of software products on your computer. In case such a tool is used to update the Product unattended you may not be prompted to accept a EULA for the new Product. By accepting the present EULA you assign your right to accept EULAs of future product updates to your system administrator on your behalf.
Copyright. All title, including but not limited to copyrights, in and to the Product and any copies thereof, are owned by IPVideo. All rights not expressly granted are reserved by IPVideo.
Infringement of Third Party Rights. IPVideo shall be liable for ensuring that the Product does not infringe any third party's intellectual property rights. However, in respect of patents, only (a) patents granted and published in the United States of America or the European Union on the date of your purchase, and (b) only if the Product is infringing as a standalone product when not used with any other product(s) or technology. In the event of any action against you in which such infringement is alleged, you shall give IPVideo prompt notice thereof. IPVideo shall thereafter assume the case and all of its legal costs incidental to the case. IPVideo shall have irrevocable power of attorney to conduct litigation on its own behalf or to negotiate for settlement of the alleged infringement with you as the user. IPVideo shall be entitled, at IPVideo's discretion, to either obtain the continued right for you to use the Product or bring the infringement to an end by modifying or replacing the Product by another product which possesses substantially the same functionalities as the Product, or – if none of these remedies may be achieved at a reasonable cost for IPVideo – to terminate this EULA with immediate effect. In the event of termination you shall have no further claims, to include but not limited to any right of compensation or indemnity, against IPVideo.
Correction of Errors. A defect or error in the Product shall be deemed material only if it has effect on the functionality of the Product as a whole or if it prevents the operation of the Product. If you, within 90 (ninety) days after purchase of the Product, document that a material defect or error in the Product exists, IPVideo shall, at its sole discretion, be obligated to (i) deliver a new copy of the Product without the material defect or error, (ii) remedy or correct the defect or error free of charge, or (iii) terminate this EULA and repay any license fee received against your return of all copies of the Product. The provisions of this paragraph constitute your sole remedies in the event of a defect or error in the Product.
No Warranties. Unless you are provided with a specific warranty from IPVideo as part of your Product documentation, IPVideo expressly disclaims any warranty for the Product. The Product and any related documentation is provided “as is” without warranty of any kind, either expressed or implied, including, without limitation, the implied warranties of merchantability or fitness for a particular purpose. The entire risk arising out of use or performance of the Product remains with you as the user. You are notified that the Product, when used with certain equipment or other software, may enable you to perform surveillance actions and data processing which are likely to be restricted by or contrary to applicable law, including without limitation, data privacy and criminal law. The sole responsibility for verification of your use against compliance with applicable law lies with you as the user.
Prohibited Use. This license does not cover use of the Product for the purpose of, or in connection with, a violation of the human rights of any person as set out in the United Nations Universal Declaration of Human Rights. Any such use is prohibited and is a material breach of this EULA causing the whole license for the Product to lapse immediately without notice rendering any further use of the Product unlawful.
Limitation of Liability. The provisions of this paragraph are in effect to the maximum extent permitted by applicable law. In no event shall IPVideo or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) nor for any product liability (except for bodily injury) arising out of the use of or inability to use the Product or the provision of or failure to provide proper support, even if IPVideo has been advised of the possibility of such damages. Absent any willful misconduct or gross negligence, the entire liability of IPVideo and its suppliers shall be limited to the amount actually paid by you for the Product.
Miscellaneous. (a) You may make as many copies of the Product as may be necessary for backup and archival purposes. (b) You may not distribute copies of the Product to third parties. (c) You may not reverse engineer, decompile, or disassemble any of the Product's components except and only to the extent permitted by applicable law which cannot be contractually waived. (d) You may permanently transfer all of your rights for this Product, provided the recipient agrees to the terms of this EULA.
Termination. Without prejudice to any other rights, IPVideo may terminate this EULA if you fail to comply with its terms and conditions. In such event you must immediately cease using the Product and destroy all copies of it.
Severability. If a court or government body of competent jurisdiction determines that any provision of this EULA is invalid, not enforceable or enforceable only if limited in scope, this present EULA shall continue in full force and effect with such provisions stricken or so limited.
Entire Agreement. This EULA constitute the parties' entire and complete agreement relating to the subject matter hereof and all written and oral undertakings and pledges which may have preceded this EULA, all implied warranties, rules of common law or ordinary rules of law not restated herein, are hereby excluded from effect between the parties.
Governing Law. This EULA and the contract between you and IPVideo are governed by New York State law and the sole and proper forum for the settlement of disputes hereunder shall be the 10th Judicial District, Suffolk County, New York.
Installation and Use - for the IPVideo Corporation AVfusion product the following applies:
1. The Product may be installed on one (1) computer designated as the Master/MVRS Server as per the Software License Code
2. The Product may only be used on computers running operating systems for which the Product was designed.
3. By installing the Product you also agree to adhere to Microsoft's software license terms for Microsoft SQL Server Express Edition.
4. The Product may only be operated, regardless of whether this is directly or in some indirect form, by you, your employees or other people working for you, including law enforcement authorities investigating incidents for you. The Product may therefore, for instance, not be operated or used in any way by your customers or other third parties.
5. The Product may only be used for video and audio recording purposes on property or land owned or controlled by you. The Product may therefore, for instance, not be to record video and audio of your customer's or clients' property or land.
6. The Product may only be used with as many cameras, clients and servers as you have purchased and rightfully obtained via your IPVideo Corporation dealer or from IPVideo Corporation's Software Registration Services Center on IPVideo Corporation's web site (http://www. ipvideocorp.com).
Installation and Use - for the IPVideo Corporation AVfusion Client product the following applies:
1. The Product may only be used on computers running operating systems for which the Product was designed.
2. The Product may only be used in connection with an IPVideo Corporation AVfusion server product.
3. The use of the Product is further restricted by the End User License Agreement of the IPVideo Corporation AVfusion server product.
4. The product may only be installed on four workstations without additional licensing.