NOTICE TO USER:
This ActivePDF, Inc. ("ActivePDF") Software Licensing and Support Agreement ("SLSA") accompanies all ActivePDF products and related explanatory materials ("Software"). The term "Software" shall also include any upgrades, modified versions or updates of the Software licensed to you by ActivePDF. Please read this SLSA carefully. If you are reading this prior to electronic distribution of the Software, you will be asked to accept this agreement and continue to install. If you wish to decline this agreement you will not be able to use the Software.
The Software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The Software is licensed, not sold.
"Core" – The representation to the Instance of a logical processor as determined by the operating system in use in the Instance.
"Derivative Work" – Any software programs, and copies thereof, which are developed by Licensee and which are based on or incorporate any part of the Software, including without limitation any revision, modification, translation (including compilation or recapitulation by computer), abridgment, condensation, expansion, or any other form in which Software may be recast, transformed or adapted, and that, if prepared without ActivePDF’s authorization, would constitute a patent, copyright or trade secret infringement of the Software.
"Developer Program License" - A Renewable License, as granted under this SLSA, that is limited to Non-Production Use only.
"Developer Support" – Entitlement to technical assistance by ActivePDF to the Licensee with respect to use and interaction of the Software within Licensee’s development environment for Non-Production Use only.
"Instance" – A loaded operating system running either on a physical computer or within a virtual environment. Each virtual environment on a physical computer is deemed an instance.
"Production Use" – Execution of the Software for the purposes of running day to day business operations.
"Non-Production Use" – Execution of the Software excluding Production Use purposes including development, testing, demonstration and emergency recovery.
"Perpetual License" – A license, as granted under this SLSA, that extends into perpetuity.
"Renewable License" – A license, as granted under this SLSA, that is time-limited and upon expiration or non-renewal is revoked.
"Emergency Recovery" – Execution of the Software for the purposes of replacing a Production Use license in the case of unrecoverable disaster.
"Evaluation License" – A license, as granted under this SLSA, which is time limited and, if not extended, upon expiration is revoked.
"License File" – A separate file granting rights under this SLSA.
"Licensee" – The individual or, if an entity, the entity, accepting this agreement.
"Maintenance" – Entitlement to major releases, minor releases, maintenance releases, emergency fixes and license key changes, if any, to the Software and corresponding documentation.
"Named User" – A single individual as identified by their email address.
"Production Maintenance And Support" – The combination of Production Support and Maintenance.
"Production Support" – Entitlement to technical assistance by ActivePDF to the Licensee with respect to installation, licensing, activation, analysis of problem reports and errors of the Software for licenses purchased for Production Use only.
"Renewal" – The purchase and subsequent payment of a renewal package extending the termination date of a Renewable License, Developer License, Royalty Free Support and/or Production Maintenance And Support.
"Royalty Free Developer" – Any individual involved in the creation of any part of a Derivative Work for use with a Royalty Free License, whether or not those individuals directly use or interface with the Software.
"Royalty Free License" – A Perpetual License, as granted under this SLSA, that permits redistribution of the Software for both Production Use and Non-Production Use.
"Royalty Free Support" – The combination of Production Support, Developer Support and Maintenance.
“Runtime Key” – A specially generated sequence of characters, separate from any generated Serial Number, created for your use in a Derivative Work.
“Serial Number” – A uniquely generated identifier that specifies your entitlements under this SLSA.
"Separate Agreement" – Any other agreement entered into between ActivePDF and you that removes from, adds to or replaces this SLSA.
“Site” - A single contiguous physical location controlled by a single organization (e.g. an office, building, complex or campus).
"Support Certificate" – A document provided to you indicating the Production Maintenance, Production, Royalty Free Support and/or Developer Support you are entitled to and the term during which the same is applicable.
"Version Build Number" – A number assigned to a version of the Software indicating the date on which the Software was compiled for release.
"SaaS Application" – A Derivative Work delivered over the Internet for which you charge customers to access or use. Other terms that may be used interchangeably with SaaS Application include, but are not limited to, Software as a Service, on-demand software, services as a software substitute, Infrastructure as a Service, Platform as a Service, Desktop as a Service, Backend as a Service, and Service Bureau.
If you have not purchased a license from ActivePDF (or duly authorized distributor), you are hereby granted an Evaluation License to use the Software on a single Instance for a limited period of time. ActivePDF reserves the right to extend the evaluation period but under no circumstances are you to use the Software beyond the initial or extended period. You hereby agree and understand that the Software may be limited in functionality, output may be watermarked or other measures, if any, as ActivePDF sees fit. ActivePDF is under no obligation to provide support and all warranty on the Software is “AS-IS”.
You may NOT use the Software to produce any Derivative Works with the exception of works created exclusively for the pre-purchase evaluation of the Software. If you use the Software to produce or maintain any other Derivative Works, you MUST purchase the applicable license or ActivePDF reserves the right to enforce collection of any licensing fees due. If you do not agree to these terms, then remove the Software immediately and do not evaluate the Software.
ActivePDF grants to you as Licensee the following rights, with exceptions and clarifications as noted elsewhere in this SLSA:
The Software is owned by ActivePDF and its suppliers, and its structure, organization and code are the valuable trade secrets of ActivePDF and its suppliers. The Software and any rights granted, prohibited and/or reserved under this SLSA are protected by Title 17 of the United States Code and International Treaty provisions. You may use trademarks only insofar as required to comply with Section 3 of this SLSA and to identify printed output produced by the Software, in accordance with accepted trademark practice, including identification of trademark owner's name. Such use of any trademark does not give you any rights of ownership in that trademark. Except as stated above, this SLSA does not grant you any intellectual property rights in the Software.
You may not resell, transfer, rent or lease the Software.
You agree not to modify, adapt, translate, reverse engineer, decompile, disassemble, de-obfuscate, de-minimize or otherwise attempt to discover the source code of the Software without purchasing an appropriate license under a Separate Agreement. All rights granted under this SLSA to the Software will immediately cease upon discovery by ActivePDF.
You may not alter or modify in any way the installer for the Software, or create a new installer for the Software unless a Separate Agreement granting those rights is agreed to.
You agree to hold in the strictest confidentiality any and all code, including, but not limited to, Serial Numbers, license keys, license files, verification data, feature keys, extension keys, application codes, Runtime Keys, runtime codes and unlock codes given to you by ActivePDF to enable your application.
Under no circumstances is the Software licensed under a Renewable License to be used for Production Use with the following exceptions:
A Renewable License used for Emergency Recovery, if replacing a Perpetual License, may be automatically converted to a Perpetual License for Production Use if the Instance with the Perpetual License becomes unavailable.
A Renewable Production Use License.
A Renewable License used for Emergency Recovery, if replacing a Renewable Production Use License, may be automatically converted to a Renewable Production Use License if the Instance with the Renewable Production Use License becomes unavailable.
Under no circumstances is the Software to be used, alone or integrated into your application(s), as part of a SaaS Application, unless a Separate Agreement granting those rights is agreed to.
You agree to not use the Software to violate any individual’s or entity’s copyright protection with unauthorized access to that individual’s or entity’s content and indemnify and hold harmless ActivePDF from any such activity even if such violation is unintentional.
If the Software is labeled as an upgrade, you must be properly licensed to use a product identified by ActivePDF as being eligible for the upgrade in order to use the Software. Software labeled as an upgrade replaces and/or supplements the product that formed the basis for your eligibility for the upgrade. You may use the resulting upgraded product only in accordance with the terms of the SLSA associated with the upgrade. If the Software is an upgrade of a component of a package of software programs that you licensed as a single product, the Software may be used and transferred only as part of that single product package and may not be separated for use on more than one computer.
Except as defined in 3(e) above, no portion of the Software may be redistributed or embedded into a redistributed application unless a Separate Agreement granting those rights is agreed to.
You agree that neither you nor your customers intend to or will, directly or indirectly, export or transmit (a) the Software or related documentation and technical data or (b) your software products as defined under of this SLSA (or any part thereof), or any process or service that is the direct product of the Software to any country to which such export or transmission is restricted by any applicable U.S. regulation or statute, without the prior written consent, if required, of the Bureau of Export Administration of the U.S. Department of Commerce, or such other governmental entity as may have jurisdiction over such export or transmission.
The Software is being delivered to you AS IS and ActivePDF makes no warranty as to its use or performance. ActivePDF And ITS SUPPLIERS DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE SOFTWARE OR DOCUMENTATION. ACTIVEPDF AND ITS SUPPLIERS MAKE NO WARRANTIES, EXPRESS OR IMPLIED, AS TO NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT WILL ACTIVEPDF OR ITS SUPPLIERS BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES, INCLUDING ANY LOST PROFITS OR LOST SAVINGS, EVEN IF AN ActivePDF REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY. Some states or jurisdictions do not allow the exclusion or limitation of incidental, consequential or special damages, or the exclusion of implied warranties or limitations on how long an implied warranty may last, so the above limitations may not apply to you.
Perpetual License – If you purchased a Perpetual License, you are entitled to Production Maintenance And Support under the following conditions:
If you purchased Production Maintenance And Support (“Purchased Support”), coverage of your entitlement starts and ends with the term as indicated on your Support Certificate.
If you did not purchase Production Maintenance And Support (“LIMITED INSTALLATION Support”), coverage of your entitlement begins on the date of purchase and extends for one (1) month after the date of purchase and may not be extended without the express written consent of ActivePDF.
Renewable Production-USE License – If you purchased a Renewable Production-USE License, you are entitled to Production Maintenance And Support; coverage of your entitlement starts and ends with the term as indicated on your Support Certificate.
Developer License – If you purchased a Developer License, you are entitled to Maintenance and Developer Support; coverage of your entitlement starts and ends with the term as indicated on your Support Certificate.
Royalty Free License – If you purchased a Royalty Free License, you are entitled to Royalty Free Support; coverage of your entitlement starts and ends with the term as indicated on your Support Certificate. Support for Software redistributed under the terms of the Royalty Free License does not survive beyond the term of your entitlement.
Extension – Upon Renewal, your entitlements as indicated above are hereby extended to the end of your Renewal; coverage of your entitlement starts and ends with the term as indicated on your Support Certificate.
ActivePDF reserves the right to add, change or remove benefits or features from any support program at any time and without notice. ActivePDF also reserves the right to create or remove additional support programs that may not be covered under this Agreement. Current support terms, conditions, benefits and features, will be as published on the ActivePDF website or ActivePDF support site, and any modifications will supersede the terms published in this SLSA.
In order to verify your compliance with this SLSA, ActivePDF in its sole discretion may request either or both of the following: that you provide ActivePDF with a written certification describing the extent of your use of the Software, including consumed processing volume, and/or allow ActivePDF and/or its representatives to conduct a reasonable audit of your applicable records and premises. You agree to comply with such request(s) and to provide ActivePDF with such assistance as may be reasonably requested by ActivePDF.
If, after any audit, discrepancies are discovered in use, counts or any other mechanism ActivePDF relies upon to determine your licensing, you agree to immediately purchase the requisite licensing. Failure to do so will result in a termination of all rights granted under this SLSA with no refund or offset.
Entire Agreement. This SLSA sets forth ActivePDF’s entire liability and your exclusive remedy with respect to the Software and supersedes the terms of any purchase orders and any other communications or advertising with respect to the Software. You acknowledge that this SLSA is a complete statement of the agreement between you and ActivePDF with respect to the Software, and that there are no other prior or contemporaneous understandings, promises, representations, or descriptions with respect to the Software. You also acknowledge that the terms and conditions of this SLSA may change, from time to time, and that installation of the Software shall constitute acceptance of the version publicly available at www.activepdf.com/policies/slsa.
Headings. Headings under this SLSA are intended only for convenience and shall not affect the interpretation of this SLSA.
Waiver and Modification. No failure of either party to exercise or enforce any of its rights under this SLSA will act as a waiver of those rights. This SLSA may only be modified, or any rights under it waived, by a written document executed by the party against which it is asserted.
Severability. If any provision of this SLSA is found illegal or unenforceable, it will be enforced to the maximum extent permissible, and the legality and enforceability of the other provisions of this SLSA will not be affected.
Governing Law. This SLSA will be governed by the laws of the State of California, U.S.A., excluding the application of its conflicts of law rules. This SLSA will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. If any part of this SLSA is found void and unenforceable, it will not affect the validity of the balance of the SLSA, which shall remain valid and enforceable according to its terms. You agree that the Software will not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions or regulations. This SLSA shall automatically terminate upon failure by you to comply with its terms. This Agreement may only be modified in writing signed by an authorized officer of ActivePDF.
If this product is acquired under the terms of a: GSA contract- Use, reproduction or disclosure is subject to the restrictions set forth in the applicable ADP Schedule contract; U.S. DoD contract- Use, duplication or disclosure by the Government is subject to restrictions as set forth in subparagraph (c) (1) (ii) of 252.227-7013 of the Electronic Code of Federal Regulations; Civilian agency contract- Use, reproduction, or disclosure is subject to 52.227-19 of the Federal Acquisition Regulation (a) through (d) and restrictions set forth in this SLSA.
Unpublished-rights reserved under the copyright laws of the United States. ActivePDF Inc., a California Corporation, 28202 Cabot Road, Suite 155, Laguna Niguel, CA 92677.
For more information on this policy or other questions or concerns, please contact us at firstname.lastname@example.org.
For direct questions concerning this policy, or to contact ActivePDF for any reason, please call 949-582-9002.
For mail inquiries:
28202 Cabot Road, Suite 155
Laguna Niguel, CA 92677