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diff --git a/licenses/UPEK-SDK-EULA b/licenses/UPEK-SDK-EULA new file mode 100644 index 000000000..ace9596a7 --- /dev/null +++ b/licenses/UPEK-SDK-EULA @@ -0,0 +1,312 @@ + END-USER LICENSE AGREEMENT + for + UPEK, INC. SDK SOFTWARE PRODUCTS + + IMPORTANT, PLEASE READ CAREFULLY + +YOU MAY NOT INSTALL OR USE THIS UPEK SOFTWARE PRODUCT UNLESS YOU HAVE +CAREFULLY READ THE TERMS AND CONDITIONS SET FORTH BELOW AND INDICATE +YOUR ACCEPTANCE OF SUCH TERMS AND CONDITIONS BY CLICKING ON THE "I +ACCEPT" BUTTON AT THE END OF THIS SCREEN. + +This End-User License Agreement ("EULA") represents the understanding +between UPEK, Inc. and its successors and assigns ("UPEK") and you +(either an individual person or a single legal entity, referred to in +this EULA as "You" or "Your") and governs the use of the UPEK software +product that accompanies this EULA, including any associated media, +printed materials and electronic documentation (the "Software +Product"), except to the extent a particular program is the subject of +a separate written agreement with UPEK. The Software Product may also +include any software updates, add-on components, stencils, templates, +shapes, symbols, web services and/or supplements that UPEK may provide +to You or make available to You, or that You obtain from the use of +features or functionality of the Software Product, after the date You +obtain Your initial copy of the Software Product (whether by delivery +of a CD, permitted downloading from the Internet or a dedicated web +site, or otherwise), to the extent that such items are not accompanied +by a separate license agreement or terms of use. + +BY INSTALLING OR USING THE SOFTWARE PRODUCT, YOU ARE CONSENTING TO BE +BOUND BY THIS EULA. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND +CONDITIONS OF THIS EULA, THEN (A) DO NOT INSTALL OR USE THE SOFTWARE +PRODUCT, AND (B) YOU MAY RETURN THE SOFTWARE PRODUCT TO THE PERSON WHO +PROVIDED IT TO YOU FOR A FULL REFUND. Should You have any questions +concerning this EULA, or if You desire to contact UPEK for any reason, +please contact the UPEK subsidiary serving Your country/region. + +1. GRANT OF LICENSE. Subject to the terms and conditions of this EULA +and Your payment of all applicable fees for the Software Product, UPEK +and its suppliers hereby grant to You, and You hereby accept a +nonexclusive license to install and use copies of the Software +Product, on a device, workstation, terminal, PC peripheral or other +digital, electronic or analog device embedding a UPEK fingerprint +sensor (a "UPEK-Enabled Device"), for the purpose of designing, +creating testing, and distributing Your software product(s). If this +Software Product contains documentation that is provided only in +electronic form, You may print one copy of such electronic +documentation; provided, however, that You may not copy the printed +materials accompanying the Software Product. + +2. ADDITIONAL LICENSE RIGHTS - REDISTRIBUTABLE CODE. In addition to +the rights granted in section 1, certain portions of the product are +redistributable by You as part of Your copyrighted software +application. These additional license rights are conditioned upon your +compliance with the distribution requirements and license restrictions +described in Section 3. + +2.1 Sample Code. UPEK grants you the right to use and modify the +source code version of those portions of the Product identified as +"Samples" in REDISTRIBUTABLES.TXT or elsewhere in the Product ("Sample +Code") for the sole purposes of designing, developing, testing and +distributing your software product(s), and to reproduce and distribute +the Sample Code, along with any modifications thereof, in object +and/or source code form. For applicable redistribution requirements +for Sample Code, see Section 3.1 below. + +2.2 Redistributable Object-Code. UPEK grants you a nonexclusive right +to reproduce and distribute the object code of any portion of the +Product listed in REDISTRIBUTABLES.TXT ("Redistributable Code"). For +applicable redistribution requirements for Redistributable Code, see +Section 3.1, below. + +3. LICENSE RESTRICTIONS -- DISTRIBUTION REQUIREMENTS. If you choose to +exercise your rights under Section 2, any redistribution by you +requires compliance with the following terms, as appropriate. + +3.1 Redistributable Code-Standard. + +(a) If you are authorized and choose to redistribute Sample Code +and/or Redistributable Object- Code, as described in Section 2, you +agree: (i) except as otherwise noted in Section 2.1 (Sample Code), to +distribute the Redistributables only in object code form and in +conjunction with and as a part of a copyrighted software application +product developed by you that adds significant and primary +functionality to the Redistributables ("Licensed Product"); (ii) to +display your own valid copyright notice which shall be sufficient to +protect UPEK's copyright in the Product; (iii) not to remove or +obscure any copyright, trademark or patent notices that appear on the +Product as delivered to you; (iv) to indemnify, hold harmless, and +defend UPEK from and against any claims or lawsuits, including +attorney's fees, that arise or result from the use or distribution of +the Licensed Product; (v) otherwise comply with the terms of this +EULA; and (vi) agree that UPEK reserves all rights not expressly +granted. + +(b) You also agree not to permit further distribution of the +Redistributables by your end users except: (1) you may permit further +redistribution of the Redistributables by your distributors to your +end-user customers if your distributors only distribute the +Redistributables in conjunction with, and as part of, the Licensed +Product and You and Your distributors comply with all other terms of +this EULA. + +4. RESERVATION OF RIGHTS; RESTRICTIONS. All rights not expressly +granted by UPEK in this EULA are reserved. Except as otherwise +expressly provided under this EULA, You shall not, and shall not allow +any third party to: + +(a) transfer, assign, sublicense, resell, re-license or provide, +lease, lend or allow access to the Software Product to any other +person or entity, except as otherwise provided herein; + +(b) make error corrections or create derivative works based upon the +Software Product; + +(c) copy (except to make a single back-up copy to replace an unusable +copy of the Software Product), modify, prepare derivative works based +upon, decompile, decrypt, reverse engineer or attempt to reconstruct +or discover any source code or underlying ideas or algorithms of the +Software Product by any means whatsoever (except to the extent +applicable laws specifically prohibit such restriction), disassemble +or otherwise reduce the Software Product to human-readable form to +gain access to trade secrets or confidential information in the +Software Product; + +(d) use the Software Product for timesharing, hosting or service +bureau purposes; or + +(e) remove, obscure, or alter UPEK's (or its third party licensors') +copyright notices, trademarks, or other proprietary rights notices +affixed to or contained within the Software Product (and any copies +thereof, including the back-up copy) or use such notices, trademarks +or service marks for any other purpose. + +You understand and agree that (i) the Software Product is licensed to +You and not sold, (ii) your license to the individual components of +the Software Product is limited to use of the Software Product as a +whole, and You may not use or seek to use software code incorporated +therein on a stand-alone basis, and (iii) the individual components of +the Software Product may not be separated for use on more than one +UPEK- Enabled Device, unless expressly permitted by this EULA. UPEK +retains title to all copies of the Software Product and all associated +intellectual property rights therein, and any and all documentation +thereof. + +5. PROPRIETARY NOTICES; TRADEMARKS. You agree to maintain and +reproduce all copyright and other proprietary notices on all copies, +in any form, of the Software Product in the same form and manner that +such copyright and other proprietary notices are included on the +Software Product, including on any back-up copy of the Software +Product. This EULA does not grant You any rights in connection with +any trademarks or service marks of UPEK. + +6. SUPPORT SERVICES. UPEK may provide You with support services +related to the Software Product ("Support Services"). Use of Support +Services, if any, is governed by the UPEK policies and terms described +in other UPEK-provided materials. Any supplemental software code +provided to You as part of the Support Services is considered part of +the Software Product and subject to the terms and conditions of this +EULA. + +7. LIMITED WARRANTY. + +(a) UPEK warrants that during the "Warranty Period" (as defined +below): (i) the media on which the Software Product is furnished, if +any, will be free of defects in materials and workmanship under normal +use; and (ii) the Software Product will substantially conform to its +published specifications (the "Limited Warranty"). The "Warranty +Period" means a period beginning on the date of Your receipt of the +Software Product, as applicable, and ending on the later of (i) thirty +(30) days from the date of delivery of such Software Product, as +applicable, or (ii) the end of the minimum period required by the law +of the applicable jurisdiction. The Limited Warranty extends only to +You as the original licensee. This Limited Warranty does not cover +anything caused by accident or abuse or by use of the Software Product +other than for its reasonably intended purposes and as recommended in +the accompanying user documentation. Updates are covered by this +warranty only if provided to You during the Warranty Period. Your sole +and exclusive remedy and the entire liability of UPEK and its +suppliers under this Limited Warranty will be, at UPEK's option, to +repair, replace, or refund the purchase price for the Software Product +that is returned to UPEK, as applicable, provided that you report the +defects to UPEK or its designee within the Warranty Period. Any breach +of the Limited Warranty related to an error or defect in the media +containing the Software Product shall be remedied solely with the +replacement of the media containing the Software Product. You shall +pay shipping or freight charges, including, without limitation, +obtaining full value replacement insurance, for any returns, whether +for repair, replacement, or refund, to UPEK or its designee. + +(b) This warranty does not apply if the Software Product (i) is +licensed for beta, evaluation, testing, demonstration or other +purposes for which UPEK does not receive a license fee, (ii) has been +altered, except by UPEK, (iii) has not been installed, operated, +repaired, or maintained by UPEK or in accordance with instructions +supplied by UPEK, (iv) has been subjected to abnormal physical or +electrical stress, misuse, negligence, or accident, or (v) is used in +ultrahazardous activities. + +8. DISCLAIMER OF WARRANTIES. + +(a) EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN SECTION 7, UPEK AND +ITS SUPPLIERS PROVIDE THE SOFTWARE PRODUCT AND SUPPORT SERVICES (IF +ANY) TO YOU "AS IS," AND YOUR USE IS AT YOUR OWN RISK. UPEK DOES NOT +MAKE, AND HEREBY DISCLAIMS, ANY AND ALL OTHER EXPRESS OR IMPLIED +WARRANTIES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF +MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF +THIRD PARTY RIGHTS, AND ANY WARRANTIES ARISING FROM A COURSE OF +DEALING, USAGE, OR TRADE PRACTICE. THE DURATION OF ANY IMPLIED +WARRANTY THAT IS NOT EFFECTIVELY DISCLAIMED WILL BE LIMITED TO THE +WARRANTY PERIOD. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN +IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. + +(b) UPEK DOES NOT WARRANT THAT THE SOFTWARE PRODUCT IS ERROR FREE OR +THAT YOU WILL BE ABLE TO OPERATE THE SOFTWARE WITHOUT PROBLEMS OR +INTERRUPTIONS. + +9. LIMITATION OF LIABILITY. + +(a) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU EXPRESSLY +ACKNOWLEDGE AND AGREE THAT NEITHER UPEK NOR ITS AFFILIATES, RESELLERS +OR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, +CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF OR IN +CONNECTION WITH THIS EULA, HOWSOEVER CAUSED BY ANY THEORY OF +LIABILITY, INCLUDING BUT NOT LIMITED TO, CONTRACTS, PRODUCTS +LIABILITY, STRICT LIABILITY AND NEGLIGENCE, AND WHETHER OR NOT UPEK OR +ITS SUPPLIERS OR LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF +SUCH DAMAGES. WITHOUT LIMITING THE FOREGOING AND TO THE MAXIMUM EXTENT +PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE TOTAL LIABILITY OF +UPEK OR ANY OF ITS AFFILIATES, SUPPLIERS OR LICENSORS ARISING OUT OF +OR RELATED TO THIS EULA EXCEED THE FEES ACTUALLY PAID TO UPEK FOR THE +SOFTWARE PRODUCT. + +(b) YOU ACKNOWLEDGE AND AGREE THAT THE PROVISIONS UNDER THIS EULA THAT +LIMIT LIABILITY, DISCLAIM WARRANTIES, OR EXCLUDE CONSEQUENTIAL DAMAGES +OR OTHER DAMAGES OR REMEDIES ARE ESSENTIAL TERMS OF THIS EULA THAT ARE +FUNDAMENTAL TO THE PARTIES' UNDERSTANDING REGARDING ALLOCATION OF +RISK. ACCORDINGLY, SUCH PROVISIONS SHALL BE SEVERABLE AND INDEPENDENT +OF ANY OTHER PROVISIONS AND SHALL BE ENFORCED AS SUCH, REGARDLESS OF +ANY BREACH OR OTHER OCCURRENCE HEREUNDER, AND EVEN UNDER CIRCUMSTANCES +THAT CAUSE ANY EXCLUSIVE REMEDY UNDER THIS EULA TO FAIL OF ITS +ESSENTIAL PURPOSE. + +10. TERM AND TERMINATION. + +(a) The term of this EULA shall commence upon the date You accept the +terms and conditions of this EULA, and shall continue in full force +and effect thereafter unless terminated by UPEK as provided herein. +UPEK may, at its option, terminate this EULA immediately upon notice +to You, if You fail to comply with any terms and conditions of this +EULA. + +(b) Upon termination, all license rights under this EULA will +terminate and You must promptly destroy all copies of the Software +Product in Your possession or control. Upon UPEK's request, You shall +certify in writing that You have complied with Your obligations under +this Section and otherwise under this EULA. Termination by UPEK will +not limit any of UPEK's other rights or remedies under this EULA or at +law or in equity. + +11. MISCELLANEOUS. + +(a) LIMITS ON YOUR RIGHT TO TRANSFER. You may not assign, sublicense, +rent, lease, lend, sell, grant a security interest in, or otherwise +transfer the Software Product or any rights under this EULA without +the prior written consent of UPEK. + +(b) APPLICABLE LAW. This EULA is governed by the laws of the United +States and the State of California, without regard to the conflict of +laws principles thereof. In relation to any legal action or proceeding +arising out of this EULA, You hereby irrevocably consent and submit to +the exclusive jurisdiction of the competent federal and state courts +having jurisdiction in San Francisco County, California, and waive any +objection to proceedings in such courts. If this EULA is translated +into a language other than English and there is a conflict between the +terms of the EULA in English and the EULA in the other language, the +terms of the terms of the EULA in English shall prevail. The EULA in +English may be downloaded from the UPEK website. + +(c) COMPLIANCE WITH LAWS. You agree to use the Software Product in +compliance with all applicable laws, statutes, rules and regulations, +including, without limitation, U.S. export laws and regulations. + +(d) SEVERABILITY AND SURVIVAL. If any provision of this EULA is +illegal or unenforceable under applicable law, the remaining +provisions of this EULA will remain valid and fully enforceable. If +any provision is in part enforceable and in part unenforceable, it +will be enforced to the extent permitted under applicable law. +Sections 4, 5, 7, 8, 9, 10 and 11 shall survive the termination of +this EULA. + +(e) INJUNCTIVE RELIEF. You agree that a breach of this EULA adversely +affecting UPEK's proprietary rights in the Software Product or any +UPEK-Enabled Device may cause irreparable injury to UPEK for which +monetary damages would not be an adequate remedy and UPEK shall be +entitled to equitable relief in addition to any remedies it may have +hereunder or at law. + +(f) ENTIRE AGREEMENT. This EULA (including any addendum or amendment +to this EULA which is included with the Software Product) is the +entire agreement between You and UPEK relating to the Software Product +and the Support Services (if any) and they supersede all prior or +contemporaneous oral or written communications, proposals and +representations with respect to the Software Product or any other +subject matter covered by this EULA. No amendment to or modification +of this EULA will be binding unless made in writing and signed by +UPEK. No failure to exercise, and no delay in exercising, on the part +of either party, any right or any power hereunder shall operate as a +waiver thereof, nor shall any single or partial exercise of any right +or power hereunder preclude further exercise of any other right +hereunder. In the event of any conflict between this EULA and any +applicable purchase terms or UPEK's policies and terms for Support +Services, the terms of this EULA shall control. |