Software License Terms & Conditions.
CYSIGHT SOFTWARE LICENSE
© 1995 - 2024 CySight and its licensors. All rights reserved. CySight, DigiToll, NetFlow Auditor, DigiToll ProxyMate, DigiToll EtherFlow, DigiToll VoIP, DigiToll NetAggregate, IdeaData.
THIS SOFTWARE IS COPYRIGHTED AND THE OWNER OF THE COPYRIGHT CLAIMS ALL EXCLUSIVE RIGHTS TO SUCH SOFTWARE, EXCEPT AS LICENSED TO USERS HEREUNDER AND SUBJECT TO STRICT COMPLIANCE WITH THE TERMS OF THIS LICENSE.
YOUR USE OF THE SOFTWARE IS GOVERNED BY THE TERMS OF ONE OR MORE SOFTWARE LICENCES DEPENDING ON YOUR CURRENT USE OF THE SOFTWARE. PLEASE READ THE COMMERCIAL SOFTWARE LICENSE, FREEWARE SOFTWARE LICENSE, EVALUATION SOFTWARE LICENSE AND THE 3RD PARTY SOFTWARE LICENSE BELOW.
CYSIGHT END-USER LICENSE AGREEMENT
IMPORTANT-READ CAREFULLY: This End-User License Agreement (“Agreement”) is a legal contract between you (either (a) an individual user or (b) a business organization (“you”) and Licensor (as designated below) for the software, including any associated software, media, printed materials and electronic documentation (the “Software”). The term “Software” includes, and these terms and conditions also apply to, any updates, modifications and upgrades to the Software that you may receive from time to time.
By clicking on the “I ACCEPT” button, by opening the package that contains the Software, or by copying, downloading, accessing or otherwise using the Software, you agree to be bound by the terms of this Agreement and you represent that you are authorized to enter into this Agreement on behalf of your corporate entity (if applicable). If you do not wish to be bound by the terms of this Agreement, click the “I DO NOT ACCEPT” button, and do not install, access or use the Software.
An original purchaser who has paid for a License and has not accepted the terms of this Agreement may return the Software to the place of purchase, within 14 days of the date of purchase, for a full refund. For the avoidance of doubt, an original purchaser who has already performed an Evaluation of the Software or has installed a Freeware or Shareware version of the Software on any platform is already bound by the terms of this Agreement and is not eligible for a refund.
As used herein, “Licensor” means CySight.
CYSIGHT FREEWARE SOFTWARE LICENSE
If you have received the Software for purposes of Freeware, regardless of how labeled, the use of the Software is limited to 25 flows per minute, as detailed in the license accompanying the Software (the “Freeware Flow Limit”) and may be time limited (the “Freeware Flow Limit Period”). All use of the Freeware will be governed by the terms set forth below.
1. FreeWare Grant of License. Licensor grants you a limited, personal, internal use, non-exclusive, non-transferable license to use the Software specified as Freeware for your internal business requirements up to the Freeware Flow Limit. You may not use the Software for any other commercial purpose. This license may be terminated by Licensor at any time upon notice to you and will automatically terminate, without notice, upon the expiration of the Freeware Flow Limit Period. You may request additional Freeware license keys to extend the Freeware Flow Limit Period. For the avoidance of doubt, each Software product which is managed by a unique product version key/packaging license is considered to be a separate product hereunder. A product version key/packaging license identifies a protected product and allows the end user to unprotect, unpack and use a protected product. You may not distribute, copy, publish, assign, sell, bargain, convey, transfer, pledge, lease or grant these rights, or any further rights, to use the software.
You may not use the software for multiple users or on a local area network without written consent from the Licensor. You acknowledge and agree that the Licensor retains all copyrights and other proprietary rights in and to the software. Your license to use the software shall be revocable by the Licensor upon written notice to you. This license shall automatically terminate upon your violation of any of the terms hereof or upon your use of the software beyond the scope of the license provided herein. Use within the scope of this license is free of charge and no royalty or licensing fees shall be payable by you. Use beyond the scope of this license shall constitute copyright infringement. This license shall be effective and bind you upon your downloading or installation of the software.
CYSIGHT EVALUATION SOFTWARE LICENSE
If you have received the Software for purposes of evaluation, regardless of how labeled, the use of the Software is limited to a specified period of time, as detailed in the email accompanying the download instructions (the “Evaluation Period”) and all use will be governed by the terms set forth below.
1. Evaluation Software Grant of License. Licensor grants you a limited, personal, internal use, non-exclusive, non-transferable license to use the Software solely to evaluate its suitability for your internal business requirements during the Evaluation Period. You may not use the Software during the Evaluation Period for any other commercial purpose. This license may be terminated by Licensor at any time upon notice to you and will automatically terminate, without notice, upon the first to occur of the following: (a) the completion of your evaluation of the Software or (b) the expiration of the Evaluation Period. For the avoidance of doubt, each Software product which is managed by a unique product version key/packaging license is considered to be a separate product hereunder. A product version key/packaging license identifies a protected trial product and allows the end user to unprotect, unpack and use a protected product.
CYSIGHT COMMERCIAL SOFTWARE LICENSE
1. Grant of License. Upon your payment of the fees shown on the invoice and acceptance of this Agreement, Licensor grants you a limited, personal, non-exclusive license to install and use the Software on the terms and conditions set forth herein.
You may install and use one copy of the Software on a single computer only for your internal business purposes. You may make one back up and/or archival copy of the Software.
Your license may be unlimited, capped or have special features described in the product description. You acknowledge that you have relied on your own skill and judgment in relation to (a) the selection of the Software provided under the terms of this Agreement, and (b) the use and results you expect to obtain from any integration.
2. Restrictions on Use of Software. You may only use the software on a single computer that you own, lease or control. You may not (a) make the Software available for use by others in any service bureau or similar arrangement; (b) distribute, sublicense, transfer, or lend the Software to any third party; (c) disassemble or reverse engineer the Software or directly or indirectly permit a third party to disassemble or reverse engineer the whole or any part of Software; or (d) re-supply Software or any reproduction or modification of it without the prior written consent of Licensor. You may copy the Software solely for backup/archival purposes, provided that you include all copyright and similar rights notices. Licensor (or its licensor) retains all right, title, and interest in the Software (and in all copies). Unauthorized copying and modification of the Software is not permitted. You acknowledge that, in addition to any other remedies available to Licensor, any unauthorized use, alteration, modification, reproduction, publication, disclosure or transfer of Software will entitle Licensor to any and all available equitable remedies against you.
3. Shared Use on a Single Computer. Subject to the exceptions set forth herein, a copy of the Software installed on a single common computer may not be shared by virtual computer and a license must be purchased for each individual virtual computer where the Software is installed or used. The Software component parts may not be separated for use on more than one computer, except as set forth in this Agreement.
4. Limited Warranty and Disclaimer of Warranty. Licensor warrants that: (a) it has the right and authority to grant the rights described in this Agreement, and; (b) the Software, as provided, will substantially perform the functions described in the documentation when operated in the intended environment for a period of ninety (90) days from the date of delivery (the “Warranty Period”).
THE WARRANTIES ABOVE ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED. LICENSOR EXPRESSLY DISCLAIMS ANY WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Licensor does not warrant that the Software will (a) achieve specific results, (b) operate without interruption or (c) be error free or virus free, or (d) meet specific needs.
5. Ownership. This Agreement does not convey to you any rights of ownership in the Software. No intellectual property rights including, but not limited to, copyright, trademarks and patent rights, are transferred by virtue of this agreement. All right, title, and interest in the Software and in any ideas, know-how, and programs which are developed by Licensor in the course of providing any technical services, including any enhancements or modifications made to the Software, shall at all times remain the property of Licensor or its licensor. You acknowledge and agree that the Software is licensed, not sold. You shall not permit the Software to be accessed or used by anyone other than your employees whose duties require such access or use. Licensor owns the Intellectual Property Rights in (a) the Software, in its original or modified forms, (b) any point release or new version, and (c) any software developed by Licensor for the you to provide interoperability and connectivity with the Software. Any intellectual property rights in the Database shall vest in Licensor upon their creation. For the purposes of these Terms and Conditions, “Database” means the Licensor proprietary method of data storage and any other data and predefined data compilations structures and data formatting issues with Software or those created as a result of updates issued by Licensor from time to time.
You will not remove, modify or alter any of Licensor’s copyright, trademark or proprietary rights notices from any part of the Software, including but not limited to any notices contained in the physical and/or electronic media or documentation, in the Setup Wizard dialogue or ‘about’ boxes, in any of the runtime resources and/or in any web-presence or web-enabled notices, code or other embodiments originally contained in or otherwise created by the Software, or in any archival or back-up copies, if applicable.
6. Transfer of Software. You may not, by operation of law or otherwise, transfer any license rights or other interests in Freeware, Evaluation Software, or Software labeled “Not for Resale” or “NFR.” You may not transfer any license rights or other interests in any other Software, unless (a) you permanently and wholly transfer all your rights under this Agreement; (b) you retain no copies (whole or partial); (c) you permanently and wholly transfer all of the Software (including component parts, media, printed materials, upgrades, prior versions, and authenticity certificates); and (d) the transferee agrees to abide by all the terms of this Agreement.
7. Limited Use Software. Portions of the full-use version of the Software may be withheld or unusable and use of the Software may require accessing portions of the Software remotely through the Internet. Full use of the Software may be restricted by technological protections.
8. Disclaimer of Warranty. THE SOFTWARE IS PROVIDED ON AN "AS IS" BASIS. LICENSOR EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
9. Limitation of Liability. LICENSOR SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY DAMAGES, INCLUDING LOST PROFITS OR DATA, INJURIES OR LIABILITIES CAUSED DIRECTLY OR INDIRECTLY FROM THE USE OF OR INABILITY TO USE THE SOFTWARE, INCLUDING BUT NOT LIMITED TO INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. LICENSOR'S LIABILITY FOR DAMAGES HEREUNDER SHALL IN NO EVENT EXCEED THE AMOUNT OF LICENSE FEES THAT YOU HAVE PAID.
During the Warranty Period, in the event of any breach of the warranty outlined in Section 4b above, Licensor’s ( and its suppliers), entire liability and your exclusive remedy will be, at Licensor’s option, to either, repair or replace the defective Software.
You acknowledge that you have relied on your own skill and judgment in relation to (a) the selection of the Software provided under the terms of this Agreement, and (b) the use and results you expect to obtain from any integration.
Licensor is not responsible to you for any loss or damage arising out of the use of the Software or the provision of services under the terms of this Agreement under any form of action (including negligence) for any (a) loss of data, (b) financial or economic loss, including loss of management time or loss of profit, interest or goodwill, (c) consequential loss or any exemplary or punitive damages, or (d) loss resulting from your liability to any third person whatsoever and whenever arising.
10. Company Name. Unless specifically denied, Licensor may include your company name in a list of Licensor customers.
11. U.S. and Israel Government Restricted Rights. The Software and Documentation are provided as “Commercial Computer Software” or “restricted computer software”. Use, duplication, or disclosure by the U.S. or Israel Governments or a U.S. or Israel Government subcontractor is subject to the restrictions set forth in 48.C.F.R. Section 12.212 or 48 C.F.R 227.2702 or is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as applicable or successor provisions.
12. Export Restrictions. You will fully comply with all relevant export laws and regulations, including but not limited to Israel Export Controls ("Export Controls”). You warrant that you are not a person, company or destination restricted or prohibited by Export Controls (“Restricted Person”). You will not, directly or indirectly, export, re-export, divert, or transfer the Software, any portion thereof or any materials, items or technology relating to Licensor’s business or related technical data or any direct product thereof to any Restricted Person.
13. Termination. Your license may be terminated by Licensor if (a) you fail to make payment and/or (b) you fail to comply with the terms of this Agreement within ten (10) days after receipt of written notice of such failure. In the event of termination, you must cease using the Software, destroy all copies of the Software (including copies in storage media) and certify such destruction to Licensor. This requirement applies to all copies in any form, partial or complete. Upon the effective date of any termination, you relinquish all rights granted under this Agreement.
Licensor may terminate this Agreement at any time if (a) you are in breach of any term of this Agreement and such breach is not remedied within ten (10) days of notification by Licensor (b) you for any reason dispose of or lose custody of the Software.
Upon termination Licensor may (a) repossess any copies of the Software in your possession, custody or control, (b) retain any monies paid by you and invoice you for all uncharged work, (c) be regarded as discharged from any further obligations under the terms of this Agreement, and (d) pursue any additional or alternative remedies provided by law.
14. Relationship of Parties. You and Licensor are independent parties. Nothing in this Agreement shall be construed as making you an employer or employee, principal or agent, joint venture or partnership or legal representative of Licensor.
15. No Third-Party Beneficiaries. There are no third-party beneficiaries of this Agreement.
16. Controlling Law. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter (including non-contractual disputes or claims) will be governed by and construed in accordance with the laws of England and Wales, and you submit to the jurisdiction of the courts of England and Wales.
17. Force Majeure
Licensor shall not be liable for any delay or failure to perform its obligations pursuant to the terms of this Agreement if such delay is due to Force Majeure.
In this clause Force Majeure means any circumstance beyond the reasonable control of either party that results in Licensor being unable to perform an obligation under the terms of this Agreement either at all or within the time required including (a) internet access failure caused by, amongst other things, data corruption or unlawful tampering or any third party action or equipment failure that results in denial of service or access request overload, provided such failure is not contributed to by the party responsible for performing the obligation or providing the access, (b) acts of God, lightning strikes, pandemics, earthquakes, floods, droughts, storms, tempests, mud slides, washaways, explosions, fires and any natural disaster, and (c) acts of war, acts of public enemies, terrorism, riots, civil commotion, sabotage and revolution and industrial disputes not caused by the party affected by the dispute.
This clause does not apply to Licensee’s payment obligations under this Agreement.
18. Taxes. All fees do not include taxes. If Licensor is required to pay any sales, use, GST, VAT, or other taxes, levies and duties in connection with your order, other than taxes based on Licensor’s income, such taxes will be billed to and paid by you.
19. Entire Agreement. This Agreement constitutes the complete and entire understanding and agreement of all terms, conditions and representations between you and Licensor with respect to the Software and may be modified only in writing by both parties. No term or condition contained in your purchase order will apply unless expressly accepted by Licensor in writing. Failure to prosecute a party's rights under this Agreement will not constitute a waiver of any other breach.
If any provision of this Agreement is found to be invalid, it will be enforced to the extent permissible and the remainder of this Agreement will remain in full force and effect. This Agreement has been written in the English language and you waive any rights you may have under the law of your country or province to have this Agreement written in any other language.
CySight EULA (2011-03)
Software License - 3rd Party
END-USER LICENSE AGREEMENT --