Following comments from our customers, we have made changes to our licence agreement for Network Menus allowing certain terms to be rescinded under certain circumstances. Substantially the agreement remains unchanged.
(version 0.2)
0.0 "Network Ltd" (or "We", "Us", "Our", or "Ourselves")
refers to Network Ltd., The TechnoCentre, Puma Way, Coventry. CV1 2TT.
United Kingdom.
mail@network.ltd.uk
0.1 "You" (or "Your", "Yourself", or "Yourselves")
means an individual or a legal entity exercising rights under, and complying
with all of the terms of, this Licence or a future version of this Licence
issued under Section 8.0. For legal entities, "You" includes any entity
which controls, is controlled by, or is under common control with You. For
the purposes of this definition, "control" means (a) the power, direct or
indirect, to cause the direction or management of such entity, whether by
contract or otherwise, or (b) ownership of more than fifty percent (50%) of
the outstanding shares or beneficial ownership of such entity.
0.2 "Covered Code"
means the Original Code or Modifications or the combination of the Original
Code and Modifications, in each case including portions thereof.
In this agreement, the Covered Code refers to the Network Menus Toolbar, and
the Network Browser.
0.3 "Electronic Distribution Mechanism"
means a mechanism generally accepted in the software development community
for the electronic transfer of data.
0.4 "Executable"
means Covered Code in any form other than Source Code.
0.5 "Licence"
means this document.
0.6 "Licensable"
means having the right to grant, to the maximum extent possible, whether at
the time of the initial grant or subsequently acquired, any and all of the
rights conveyed herein.
0.7 "Patent Claims"
means any patent claim(s), now owned or hereafter acquired, including
without limitation, method, process, and apparatus claims, in any
patent Licensable by grantor.
0.8 "Source Code"
means the preferred form of the Covered Code for making modifications to it,
including all modules it contains, plus any associated interface definition
files, scripts used to control compilation and installation of an
Executable, or source code differential comparisons against either the
Original Code or another well known, available Covered Code.
0.9 "Period"
the time during which this licence agreement is valid.
0.10 "Permitted Number"
the number of computers on which this Covered Code may be installed at any
one time.
0.11 "Experimental Use"
is a limited provision allowing the use to investigate the suitability of
using Covered Code within the business environment. Experimental use is
limited to 90 days from the date of the first installation (inclusive),
unless a prior agreement exists between Yourselves and Ourselves to
the effect of extending the Experimental Use period. Extending the
Experimental Use beyond 180 days of the date of first installation requires
prior written agreement between Yourselves and Ourselves.
0.12 "Systems"
refers to our computer or written systems which We use to record data,
or that record data on Our behalf.
0.13 "Service"
means the provision of access to Our Systems via the Covered Code or
otherwise, in order to use the Covered Code to full effect or otherwise.
This Licence agreement is a legal agreement between Ourselves (Network Ltd) and You.
By acquiring a copy of the Covered Code via either an Electronic Distribution
Mechanism or otherwise, you agree to the Terms contained within this Licence
Agreement. If you do not agree to the terms of this Licence, or wish to rescind this
Licence agreement at any time, you may do so by destroying all copies of this
software including any physical media containing the software where necessary, and
by informing us in writing of your decision in order that we may update Our records
as required.
The Licence grants a non-exclusive right to use the software for the Period defined
formally between Ourselves and Yourselves in writing, and may be installed only on
the Permitted Number of workstations specified in the agreement between Yourselves
and Ourselves.
Where no such agreement has been made between Ourselves and Yourselves, it is to be
assumed that the Covered Code is distributed for Experimental Use, which limits the
usage for 90 days only.
All references to "writing to us", "in writing" etc. refer to the physical act of
writing English prose in a recognisable, and sending a copy to Ourselves.
For the purposes of this agreement, we will accept any such writings sent in either
paper or electronic form to the addresses given in section 0.0. You are responsible
for the paper letter or electronic mail until it is received by Us. Therefore, we
do not guarantee to enact on any requests made by writing unless they are sent by a
reliable delivery mechanism, and You have written evidence that we have received
the document you have sent. We will not accept any responsibility if what you have
sent Us in whatever form is lost whilst in our care due to factors beyond our
control, including but not limited to, fire, water or storm damage, or a traffic
related incident.
In writing to Us, You agree to accept any charges incurred in sending the document
in whatever format, including but not limited to postal charges or internet connexion
charges. Further, You accept that any materials used to deliver the text to Us such
as the paper and envelope used to physically deliver the data to Us, will become our
property, and that You are responsible for payment for the materials used.
For the purposes of this agreement, Network Ltd. shall act as the registered data
controller, as defined under the Data Protection Act of 1998.
We reserve the right to maintain a copy of all data you store within our Systems,
whether incidentally or otherwise, whether sent to Us via writing, through use of
the Covered Code or otherwise.
You are entitled to update any information we store at any time, primarily using the
Covered Code. If the Covered Code fails to make the changes you require, You may
apply to us in writing for the data to be changed.
You are also entitled to a complete copy of the data stored on Our Systems. We
reserve the right to levy a small charge for this service (currently £10 within the
UK at the time of writing), and We may take as long as 28 days to send You a
complete copy. We cannot send you historic records of data stored previously on Our
Systems; the data we send at Your request will be the data stored on Our Systems at
the time we process Your request.
Your data will be used for several purposes. We will store Your personal data to
administer Your account and dealings with Us. We will keep this information
private, and will only pass the data onto organisations processing data on Our
behalf from time to time.
You agree that any data You submit to Our Systems, whether using Covered Code or
otherwise, that does not personally identify you, may be shared with other users
of the system. Further, You agree that should you explicitly permit your contact
details to be shared, that they may be made available to other users of the system,
via the Covered Code or otherwise.
In addition to sharing data, you agree that We may make statistics which do not
identify You personally available to others.
Please note that where required by the Secretary of State, We may be obliged to
submit all data stored on Our Systems to the Secretary of State or any subordinate
appointed by the Secretary of State.
You agree that from time to time We may use the data You have sent to Us in order to
send You advertising details which We feel are appropriate. We will not deliberately
send any advertising that We deem sexist, racist, degrading or otherwise offensive,
or that may encourage illegal activities.
This section applies only to users of the public Network Menus service generally
provided via www.networkmenus.net/www.networkmenus.com. It does not apply to services
deployed within internal business networks. It may also be revoked by additional
licence agreements.
You agree that any data submitted via the Covered Code or otherwise, incidentally or
otherwise becomes Our Intellectual Property.
You agree that You will not submit data that could be considered by Ourselves or an
individual based on the common values of English society could be considered
offensive. This includes data which consists of a hyperlink (or reference) to a page
containing text or images which could be considered offensive. Examples of
inappropriate material include, but are not limited to, material that is sexist,
racist or degrading.
Where You are using Our Systems to use the Service, We may terminate Your account at
any time as We deem fit without prejudice. We will generally cancel Your account at
when the Period for which We agreed with You has come to an end (as defined in 1).
If We do not terminate Your account immediately after the Period has expired, this
does not indicate that We have extended the Period agreed, unless We tell You in
writing beforehand. You are not permitted to continue Your use of the Covered Code
beyond the Period unless We have not written to You to the contrary.
We do not guarantee that Our Systems are fault-tolerant or free from defects. By
using the Service, You agree that Our Systems may be unavailable from time to time,
and We accept no liability for any losses arising as a result of Our Systems failing.
Where We provide You with an account on Our Systems, You accept that We may terminate
this account at any time (unless agreed otherwise in writing). You agree that We
will keep your data in the manner outlined in section 3.
The Covered Code may not be exported beyond the limits of the European Economic Area,
except where required to transfer the Covered Code via an Electronic Distribution
Mechanism.
No data stored within the Systems and retrieved via the Covered Code or otherwise
may be distributed outside the European Economic Area. This is a limitation of the
Data Protection Act.
These provisions may be rescinded if required by additional licence agreements.
We retain the Copyright of all versions of the Covered Code submitted publically,
whether via an Electronic Distribution Mechanism or otherwise, or whether maintained
privately and published without our consent.
You may only use the Covered Code to access the service on Our Systems or Your own
Systems where applicable. You may not reverse engineer, disassemble or otherwise
attempt to access the Source Code without written permission, save where it is
necessary to do so for the purposes of interoperation with other systems, as
permitted under the Copyright, Designs and Patents Act of 1988.
The Covered Code currently implements Patent GB0401057.5 with Patent Pending status.
We reserve the right to transfer all rights granted under the Copyright, Designs
and Patents Act of 1988 to others. We will only honour licensing arrangements made
in writing, and may revoke all licences granted on Experimental Use terms.
As defined in section 4.1, all rights to data store on Our Systems becomes ours, and
We may distribute this data as expressly permitted in section 3.
You will be responsible for all charges relating to the acquisition of the software
from Our Systems via an Electronic Distribution Mechanism or otherwise.
Where You are using Our Systems directly as part of the service, or Systems providing
a suitable service elsewhere, You agree that You will be liable for all charges
incurred. This includes costs relating to Your connexion to the Internet.
We reserve the right to charge for the use of the Covered Code and for the use of
Our Systems. We will make clear in writing what these charges are.
Network Ltd may publish revised and/or new versions of the License from time to time.
Each version will be given a distinguishing version number.
Where changes are made to this Licence, changes apply immediately. We will inform You
of changes to this Licence either via changes to the installation file in writing via
either electronic or paper mail. You agree to accept changes to this agreement, and
that You will provide Us with accurate, current electronic mail and paper mail addresses
in order to send You notifications to this effect.
Covered Code is provided under this licence on an "as is" basis, without warranty of
any kind, either expressed or implied, including, without limitation, warranties
that the Covered Code is free of defects, merchantable, fit for a particular purpose
or non-infringing. The entire risk as to the quality and performance of the covered
code is with You. Should any Covered Code prove defective in any respect, You
(and not either Ourselves or any other contributor) assume the cost of any necessary
servicing, repair or correction. This disclaimer of warranty constitutes an
essential part of this license. No use of any Covered Code is authorised hereunder
except under this disclaimer.
Under no circumstances and under no legal theory, whether tort (including
negligence), contract, or otherwise, shall We be liable to any person for any
indirect, special, incidental, or consequential damages of any character including,
without limitation, damages for loss of goodwill, work stoppage, computer failure or
malfunction, or any and all other commercial damages or losses, even if such We
shall have been informed of the possibility of such damages. This limitation of
liability shall not apply to liability for death resulting from Our negligence to
the extent applicable law prohibits such limitation.
This Licence represents the complete agreement concerning subject matter hereof. If
any provision of this License is held to be unenforceable, such provision shall be
reformed only to the extent necessary to make it enforceable. This Licence shall be
governed by English law provisions (except to the extent applicable law, if any,
provides otherwise). With respect to disputes in which at least one party is a
citizen of, or an entity chartered or registered to do business in the European
Union, any litigation relating to this Licence shall be subject to the jurisdiction
of English Courts, with the losing party responsible for costs, including without
limitation, court costs and reasonable barristers' fees and expenses. The
application of the United Nations Convention on Contracts for the International Sale
of Goods is expressly excluded. Any law or regulation which provides that the
language of a contract shall be construed against the drafter shall not apply to
this Licence.
