Commtest Licensing Server


	This document is an agreement between you (the end user, referred to in this agreement as the "Licensee") and Commtest Instruments Limited ("Commtest Instruments"). By installing the Software you agree to the terms of this agreement, including the software license and disclaimer of warranty (the "Agreement"). COMMTEST INSTRUMENTS SOFTWARE LICENSE: 1. GRANT OF LICENSE: In consideration of payment of the license fee, Commtest Instruments, as LICENSOR, grants to you the LICENSEE, a non-exclusive and non transferable right to use and display this copy of the applicable Commtest Instruments software program known as the Ascent(R) Software (the "SOFTWARE") on a local area network, provided that the number of individual users of the software does not exceed the number of hardware keys acquired by the LICENSEE during the term of this license. Commtest Instruments reserves all rights not expressly granted to the LICENSEE. 2. OWNERSHIP OF SOFTWARE: Commtest Instruments retains title and ownership of the SOFTWARE. This license is not a sale of the SOFTWARE or any copy and does not grant any ownership rights to the LICENSEE. 3. COPY RESTRICTIONS: This SOFTWARE and any accompanying written materials are protected by copyright owned by Commtest Instruments. Unauthorized copying of the SOFTWARE, including SOFTWARE that has been modified, merged or included with other software, or of the written materials is expressly forbidden. You may be held legally responsible for any copyright infringement that is caused or encouraged by your failure to abide by the terms of this Agreement. Subject to these restrictions, and if the SOFTWARE is not copy-protected, you may make one copy of the SOFTWARE solely for backup purposes. You must reproduce and include the copyright notice on the backup copy. 4. USE RESTRICTION: You may not distribute copies of the SOFTWARE or accompanying written material to others. You may not modify, adapt, translate, reverse engineer, decompile, or disassemble the SOFTWARE. You may not modify, adapt, or translate the written materials without the prior written consent of Commtest Instruments. 5. TRANSFER RESTRICTIONS: This SOFTWARE is licensed only to you, the LICENSEE, and may not be transferred to anyone without the prior written consent of Commtest Instruments. Any authorized transfer of the SOFTWARE shall be bound by the terms and conditions of this Agreement. In no event may you transfer, assign, rent, lease, sell or otherwise dispose of the SOFTWARE on a temporary or permanent basis except as expressly provided by this Agreement. 6. TERMINATION: This Agreement is effective until terminated. This Agreement will terminate automatically without notice from Commtest Instruments if you fail to comply with any provision of the Agreement. Upon termination you shall destroy any written materials and all copies of the SOFTWARE, including any modified copies and backup copies. 7. UPDATE POLICY: Commtest Instruments may release, from time to time, updates to the Software, i.e. enhancements or modifications to improve the basic functionality of the Software. Updates do not include new or additional performance features or added functionality. At its option, and on any additional terms, Commtest Instruments will make such updates available to the LICENSEE in such a manner as Commtest deems appropriate at no cost to the LICENSEE. Such updates will automatically be subject to the provisions of this agreement. 8. UPGRADE POLICY: Commtest Instruments may release, from time to time, upgrades, being new or additional performance functions or options that extend the basic functionality of the Software. Commtest Instruments is under no obligation to provide upgrades to the LICENSEE under this Agreement. 9. MISCELLANEOUS: (a) This Agreement is governed by the laws of New Zealand and the United States of America. (b) This Agreement is subject to the exclusive jurisdiction of the New Zealand and U.S. Courts. This clause 9(b) is included for the benefit of the LICENSOR. The LICENSOR can, at its option, waive this clause and this clause does not preclude the LICENSOR from undertaking, initiating or enforcing proceedings in any other jurisdiction. DISCLAIMER OF WARRANTY AND LIMITED WARRANTY The Software and any accompanying written material (including instructions for use) are provided "as is" without warranty of any kind except those imposed by law. The LICENSEE acknowledges that the Software cannot be guaranteed error free and that the existence of any such errors will not be a breach of this Agreement. Further, Commtest Instruments does not warrant, guarantee or make any representations regarding the use, or the results of the use, of the Software or written materials in relation to correctness, accuracy, reliability, currentness, or otherwise. The entire risk as to the results of use and performance of the Software is assumed by the LICENSEE. Further, if the Software or written materials are defective, the LICENSEE, and not Commtest Instruments or its dealers, distributors, agents, or employees, assume the entire cost of all necessary servicing, repair or correction. In the event that the Software has been provided other than in a downloadable format, Commtest Instruments warrants to the original LICENSEE that the medium on which the SOFTWARE is recorded is free from defects in materials and workmanship under normal use and service for a period of ninety (90) days from the date of delivery as evidenced by a copy of the receipt. Further, Commtest Instruments limits the duration of any implied warranty(ies) on the medium of the respective periods stated above. Some regions do not allow limitations on duration of an implied warranty, so the above limitation may not apply to you. Commtest Instruments' entire liability and your exclusive remedy for defective media shall be at Commtest Instruments' option, either (a) return of the purchase price or (b) replacement of any defective medium that is returned to Commtest Instruments. If failure of the medium has resulted from accident, abuse, or misapplication, Commtest Instruments shall have no responsibility to replace it or refund the purchase price. Any replacement disk or tape will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer. THE ABOVE ARE THE ONLY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, THAT ARE MADE BY COMMTEST INSTRUMENTS ON THE COMMTEST INSTRUMENTS SOFTWARE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL OTHER EXPRESS AND IMPLIED WARRANTIES ARE EXCLUDED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY COMMTEST INSTRUMENTS, ITS DEALERS, DISTRIBUTORS, AGENTS, OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY, AND YOU MAY NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHER RIGHTS WHICH VARY FROM REGION TO REGION. NEITHER COMMTEST INSTRUMENTS NOR ANYONE ELSE WHO HAS BEEN INVOLVED IN THE CREATION, PRODUCTION OR DELIVERY OF THE SOFTWARE SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF COMMTEST INSTRUMENTS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME COUNTRIES DO NOT ALLOW THE EXCLUSION OF LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. By entering this site, I confirm that I have read and agree to the license terms above. I understand that any attempt to infringe upon the intellectual property of Commtest Instruments Ltd., defeat any encryption or security technologies, reverse engineer or in any way manipulate the data provided on this site may result in legal action. 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