End User License Agreement And Terms and Conditions of Sale
CERBERUS, LLC
END USER LICENSE AGREEMENT
CERBERUS FTP SERVER
Software License Agreement for Cerberus FTP Server
IMPORTANT- PLEASE READ CAREFULLY: BY INSTALLING THE SOFTWARE (AS DEFINED BELOW), COPYING THE SOFTWARE AND/OR CLICKING ON THE "ACCEPT" BUTTON BELOW, YOU (EITHER ON BEHALF OF YOURSELF AS AN INDIVIDUAL OR ON BEHALF OF AN ENTITY AS ITS AUTHORIZED REPRESENTATIVE) AGREE TO ALL OF THE TERMS OF THIS END USER LICENSE AGREEMENT ("AGREEMENT") REGARDING YOUR USE OF THE SOFTWARE. IF YOU DO NOT AGREE WITH ALL OF THE TERMS OF THIS AGREEMENT, CLICK ON THE "NO" BUTTON AND/OR DO NOT INSTALL, COPY OR OTHERWISE USE THE SOFTWARE.
1. GRANT OF LICENSE:
Subject to the terms below, Cerberus, LLC
("Cerberus, LLC") hereby grants you a non-exclusive,
non-transferable license to install and to use the downloadable version of Cerberus FTP Server ("Software").
If you are licensing the Software as an individual or not-for-profit charitable entity (as set forth in U.S.C., Title 26, Section 501 (c)(3)(excluding governmental entities and educational institutions)) only, a Personal edition license will be free to you for the term of the Agreement and you may: (i) install and use the Software on a single computer for your personal, internal use and in no event for the benefit of a company, for-profit entity, governmental entity, or educational institution; and (ii) copy the Software for back-up or archival purposes.
If you are licensing the Software on behalf of a for-profit entity, governmental entity, or educational institution, your license will be free for an introductory twenty-five (25) day period and, should you elect to purchase the full license, will continue perpetually. During the introductory period, or the full license term, if you elect to purchase it, you may: (i) install and use the Software for your internal use on the number of computers for which you have paid license fees; and (ii) copy the Software for back-up or archival purposes.
Whether you are licensing the Software as an individual or on behalf of an entity, you may not: (i) reverse engineer, decompile, or disassemble the Software; (ii) modify, or create derivative works based upon, the Software in whole or in part; (iii) distribute copies of the Software; (iv) remove any proprietary notices or labels on the Software; or (v) resell, lease, rent, transfer, sublicense, or otherwise transfer rights to the Software without the prior written consent of Cerberus, LLC.
2. TITLE:
You acknowledge that no title to the intellectual
property in the Software is transferred to you. Title, ownership,
rights, and intellectual property rights in and to the Software
shall remain with Cerberus, LLC. The Software is protected by copyright
and patent laws of the United States and international treaties.
3. UPDATES.
From time to time, Cerberus, LLC may make available
updates to the software. You may download and install or otherwise
use those updates to the software that are released by Cerberus, LLC
within one year of software registration date. All updates to the
Software are governed by this Agreement, unless other license terms are
provided with the update.
4. DISCLAIMER OF WARRANTY:
YOU AGREE THAT CERBERUS, LLC HAS MADE NO
EXPRESS WARRANTIES, ORAL OR WRITTEN, TO YOU REGARDING THE PRODUCTS AND
THAT THE PRODUCTS ARE BEING PROVIDED TO YOU "AS IS" WITHOUT
WARRANTY OF ANY KIND. Cerberus, LLC DISCLAIMS ANY AND ALL OTHER
WARRANTIES, WHETHER EXPRESSED, IMPLIED, OR STATUTORY, INCLUDING,
BUT WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF NONINFRINGEMENT
OF THIRD PARTY RIGHTS, MERCHANTABILITY, AND FITNESS FOR A
PARTICULAR PURPOSE. CERBERUS, LLC SHALL NOT BE LIABLE FOR INDIRECT,
INCIDENTAL, SPECIAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES
(INCLUDING, BUT NOT LIMITED TO, LOSS OF ANTICIPATED PROFIT)
ARISING FROM ANY CAUSE UNDER OR RELATED TO THIS AGREEMENT.
5. LIMITATION OF LIABILITY:
You must assume the entire risk of
using the program. IN NO EVENT SHALL CERBERUS, LLC BE LIABLE TO YOU
FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, OR
OTHER INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND
ARISING OUT OF THE USE OF Cerberus, LLC'S SOFTWARE, EVEN IF CERBERUS, LLC
HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT
WILL Cerberus, LLC'S LIABILITY FOR ANY CLAIM, WHETHER IN CONTRACT, TORT,
OR ANY OTHER THEORY OF LIABILITY, EXCEED THE LICENSE FEE PAID BY
YOU, PROVIDED, HOWEVER, IF THE RELEVANT PRODUCT WAS PROVIDED TO
YOU AT NO CHARGE YOU AGREE Cerberus, LLC SHALL NOT BE LIABLE TO YOU
FOR ANY DAMAGES. THIS LIMITATION SHALL APPLY TO CLAIMS OF PERSONAL
INJURY TO THE EXTENT PERMITTED BY LAW.
6. TERMINATION:
This Agreement shall terminate automatically if
you fail to comply with the limitations described in this Agreement,
or if you are licensing the Software on behalf of an entity and do
not elect to continue the license following the expiration of the
introductory period or you do not renew any one (1) year license
with Cerberus, LLC. No notice shall be required from Cerberus, LLC to
effectuate such termination. Upon termination, except for failure
to renew, you must uninstall and destroy all copies of the Software.
7. MISCELLANEOUS:
Severability.
In the event of invalidity of any provision of this Agreement, the
parties agree that such invalidity shall not affect the validity of
the remaining portions of this Agreement.
Export Law Assurance.
You acknowledge and agree that the Software may be subject to the U.S.
Export Administration Regulations. Diversion of such Software contrary to
U.S. law is prohibited. You agree that none of the Software, which is
subject to the U.S. Export Administration Act, is being or will be acquired
for, shipped, transferred, or re-exported, directly or indirectly, to
proscribed or embargoed countries or their nationals, not be used for
nuclear activities, chemical or biological weapons, or missile projects
unless authorized by the U.S. government. Proscribed countries are set
forth in the U.S. Export Administration Regulations. You certify that you
are not on the U.S. Department of Commerce’s Denied Persons List. You are
responsible for complying with any applicable local laws, including but not
limited to the export and import regulations of other countries. These
obligations survive expiration or termination of this EULA.
Governing Law.
This EULA will be governed by Virginia law and the United States of America,
without regard to its choice of law principles. The United Nations Convention
for the International Sale of Goods shall not apply.
Entire Agreement.
You agree that this is the entire agreement between you and
Cerberus, LLC, which supersedes any prior agreement, whether written
or oral, and all other communications between Cerberus, LLC and you
relating to the subject matter of this Agreement.
Reservation of rights. All rights not expressly granted in this Agreement are reserved by Cerberus, LLC.
TERMS AND CONDITIONS OF SALE
These Terms and Conditions of Sale establish the basis on which the purchase and sale of products and services described in Customer purchase orders and furnished by Cerberus, LLC ("Cerberus"), (hereinafter, "Item(s)" or "item(s)") is made by and between you ("Customer") and Cerberus. Every purchase order placed with Cerberus is conditioned on and confirms Customer’s acceptance of these terms and conditions of sale, and Cerberus agrees to furnish the Items described in Customer’s purchase orders only upon these terms and conditions. Any terms or conditions to the contrary appearing on orders, or within Customer's terms and conditions of purchase or any other documentation shall be of no effect. No waiver, modification, or addition to these terms and conditions, or any assignment of Customer’s rights or obligations hereunder shall be valid or binding on Cerberus unless in writing and signed by an authorized Cerberus representative.
QUOTATIONS AND PURCHASE ORDERS:
Quotations submitted by Cerberus shall be valid for the period therein stated, or where no
period is stated then for a period of thirty days from date that such quotation is issued by Cerberus. Each Purchase Order
is subject to these Terms and Conditions of Sale which may not be modified or varied without our prior written agreement.
For the purpose of this Agreement the terms Goods and Services shall be defined in the Purchase Order(s). A Purchase Order
is deemed to have been accepted by us only after a written Order Acknowledgement has been issued to you. We reserve the right
to refuse to accept any Purchase Order for whatever reason. If at any time after we receive your Purchase Order you wish to make
any modifications or additions to it, we shall endeavor to comply with your request, on the understanding that any resultant
variations such as price or delivery date must be accepted by us, in writing, in advance of the change being implemented.
© 2000 - 2011 Cerberus, LLC. All rights reserved.
FTP Server 5.0
