Sputnik Agent License Agreement
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ATTEMPTING TO USE THE SPUTNIK AGENT SOFTWARE AND BEFORE CLICKING ON THE "I AGREE" BUTTON BELOW. This License Agreement (the "Agreement") grants licensee ("you"), an entity or person, a license to use the licensed software ("Software") and documentation as specified below. By clicking on the "I AGREE" button, installing, copying or otherwise using the Software, you agree to be bound by the terms of this Agreement.
- LIMITED LICENSE. Sputnik Inc. ("Sputnik") grants you a limited, non-exclusive, non-transferable license (without the right to distribute or sublicense) to use the Software to access Sputnik services (the "Service") for your own individual use. You may only use the Software (a) on the hardware device on which the Software was provided to you, in which case you may not remove the Software from that device, or (b) if you were provided the Software separately from a device, you may only use the Software on the device specified by Sputnik for that Software. This license does not entitle you to receive from Sputnik hard-copy documentation, technical support, telephone assistance, or enhancements or updates to the Software.
- LIMITATIONS ON USE. You may not redistribute the Software or provide others with access to the Service unless otherwise approved by Sputnik. You may not create or use any software other than the Software provided by Sputnik to access the Service. You may not modify, reverse engineer, decompile or disassemble the Software or the communications protocols used by the Software, or use such communications protocols, in whole or in part, to enable communication with any non-Sputnik technology. You may not adapt, alter, modify, translate, or create derivative works of the Software without written authorization of Sputnik. You may not sublicense or lease the Software or its documentation. Finally, you may not authorize or assist any third party to do any of the things described in this paragraph.
- TERMINATION. Sputnik may terminate your Software license with or without cause at any time. Should you breach this Agreement, your right to use the Service and the Software shall terminate immediately and without notice. You may also terminate this Agreement by simply discontinuing use of the Service and the Software. In the event of any termination of this Agreement, the restrictions on your use of the Software and Service as set forth in Paragraph 2 ("Limitations on Use") shall survive such termination, and you agree to be bound by those terms.
- SERVICES. Your use of the Service may be subject to additional terms available to you upon registration for the Service.
- CAUTION. You acknowledge that you are using the Software at your own risk. You understand that reflashing the firmware on your access point may permanently damage your equipment or render it permanently dysfunctional and void your manufacturer's warranty. You understand that Sputnik provides no support for third party access point hardware not sold by Sputnik, and that manufacturers will not provide support for hardware with the Sputnik Agent flashed onto it. Sputnik supports the Software in terms of its interaction with the Service only, and only as set forth in the Service terms.
- NO WARRANTY. YOU ACKNOWLEDGE AND AGREE THAT THE LICENSED SOFTWARE AND ANY SOFTWARE SECURITY FEATURES INCLUDED THEREIN ARE PROVIDED TO YOU ON AN "AS IS" BASIS, WITHOUT ANY WARRANTY OF ANY KIND. SPUTNIK EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SPUTNIK MAKES NO WARRANTY THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS, OR THAT THE SOFTWARE WILL PROVIDE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE SERVICES; YOU UNDERSTAND AND AGREE THAT YOU USE THE SOFTWARE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR EQUIPMENT THAT RESULTS FROM THE USE OF THE SOFTWARE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
- NO LIABILITY FOR CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL SPUTNIK BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, RESULTING FROM THE USE OR THE INABILITY TO USE THE SOFTWARE OR SERVICE OR FOR COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES OR IN ANY WAY ARISING OUT OF OR RELATING TO THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, USE, DATA, FAILURE OF SECURITY MECHANISMS, COMPUTER FAILURE OR MALFUNCTION OR OTHER INTANGIBLE OR TANGIBLE LOSSES, EVEN IF SPUTNIK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, OR OTHERWISE). SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
- NO OTHER OBLIGATIONS. This Agreement creates no obligations on the part of Sputnik other than as specifically set forth herein.
- INDEMNIFICATION. You agree to indemnify and hold Sputnik, its subsidiaries, affiliates, directors, officers and employees, harmless from any claim, demand or damage, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the Software.
- PROPRIETARY RIGHTS. Title, ownership rights, and intellectual property rights in the Software shall remain in Sputnik. You acknowledge such ownership and intellectual property rights and will not take any action to jeopardize, limit or interfere in any manner with Sputnik's ownership of or rights with respect to the Software. The Software is protected by copyright and other intellectual property laws of the United States and by international treaties.
- U.S. GOVERNMENT RESTRICTED RIGHTS. The Software is considered to be "commercial computer software" pursuant to DFAR Section 227.7202 and FAR Section 12.212, as applicable. Use, duplication or disclosure of the Software is subject to the restrictions set forth in DFAR Section 227.7202 for military agencies, and FAR Section 12.212 for civilian agencies, and in any successor regulations thereto.
- EXPORT COMPLIANCE. You agree that you will not use, ship, transfer, export or re-export the Software and/or documentation into any country in violation of any United States export law or governmental regulation.
- GENERAL TERMS. These Terms will be governed by and construed in accordance with the laws of the State of California, without giving effect to its conflict of laws provisions or your actual state or country of residence. Both you and Sputnik submit to personal jurisdiction in California. If any provision of the Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Sputnik's failure to act with respect to a breach by you or others does not waive Sputnik's right to act with respect to subsequent or similar breaches. The section titles in the Agreement are for convenience only and have no legal or contractual effect.
- YOU HEREBY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.