BRU Software End User License Agreement
(EULA)
Upon installing a BRU Product, the following license agreement is displayed and must
be agreed to in order to install the software.
TOLIS Group, Inc.
LICENSE AGREEMENT
This License Agreement ("Agreement"), provided by TOLIS Group, Inc. ("TOLIS"),
governs the use of the object code version of the BRU brand computer software, documentation
and materials accompanying this Agreement or otherwise provided in connection herewith
(collectively, "Software"), owned by TOLIS, by the person or entity ("Client")
that has clicked on the "Agree" button below. For purposes of this Agreement,
Software may be the BRU Sever Server, BRU Server Agent, or BRU Server Console component of BRU Server, BRU Workstation, BRU Desktop, BRU Light Edition (LE), BRU Producer's Edition (PE), bruCLONE, TOLIS Tape Tools or BRU.
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IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST SELECT THE "DO NOT AGREE"
OPTION DURING INSTALATION
AND YOU MUST NOT USE THE SOFTWARE.
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1. LICENSE AND USE RESTRICTIONS
Subject to all other terms of this Agreement including the payment of any applicable
fees, TOLIS hereby grants to Client a non-exclusive, non-transferable license, without
the right to grant sublicenses, to use one (1) copy of the Software solely for Client's
own, internal purposes. The foregoing license includes the right of Client to make
a reasonable number of copies of the computer programs contained in the Software solely
for backup and archival purposes; provided, however, that all such copies shall be
deemed Software for purposes of this Agreement. The foregoing license shall terminate
immediately and without notice for any breach of this Agreement by Client, including
any failure to pay fees when due. Upon any such termination, Client shall immediately
destroy or delete any and all Software and promptly confirm in writing that Client
has done so.
The Software is and shall remain the sole and exclusive confidential and proprietary
property of TOLIS, subject to protection under the intellectual property laws of the
United States and those throughout the world. Client agrees not to use or disclose
the Software, during and after the term of this Agreement, except as expressly permitted
by this Agreement. Client further agrees not to modify the Software, remove any notices
or markings on the Software, or reverse compile, reverse assemble, reverse engineer
or otherwise attempt to learn or disclose the trade secrets contained in the Software,
transfer the Software in whole or in part over a network, or permit any third party
to do any of the foregoing. Nothing in this Agreement shall be construed as conferring
any license under any of TOLIS' intellectual property rights, whether by estoppel,
implication, or otherwise, except for those licenses expressly granted herein.
2. WARRANTY AND DISCLAIMER
TOLIS warrants that for a period of sixty (60) days from the date of receipt by Client
of the Software, the media on which the Software was delivered shall be without defects
in materials or workmanship. TOLIS agrees to replace any defective media which is returned
to TOLIS within the foregoing sixty (60) day period. TOLIS may make available to Client
additional services, including updates, enhancements or improvements of or to the Software,
under separate written agreement, and for additional payment.
THE FOREGOING WARRANTY IS THE ONLY WARRANTY GIVEN HEREUNDER. EXCEPT AS OTHERWISE PROVIDED
ABOVE, THE SOFTWARE IS PROVIDED ON AN "AS IS" BASIS, WITHOUT ANY WARRANTY
WHATSOEVER. ALL EXPRESS, IMPLIED OR STATUTORY CONDITIONS, REPRESENTATIONS AND WARRANTIES,
INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
OR NON-INFRINGEMENT, ARE DISCLAIMED. Some states do not allow the disclaimer of implied
warranties, so the foregoing limitations may not apply to you.
3. LIMITATION OF LIABILITY
TOLIS SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR
EXEMPLARY DAMAGES ARISING UNDER THIS AGREEMENT OR IN CONNECTION WITH THE SOFTWARE,
REGARDLESS OF WHETHER ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. IN NO
EVENT SHALL THE LIABILITY OF TOLIS HEREUNDER EXCEED THE SUM OF ONE HUNDRED DOLLARS
($100), REGARDLESS OF THE CAUSE OF ACTION, IN TORT, CONTRACT OR OTHERWISE.
4. GENERAL
Any action related to this Agreement shall be governed by the substantive laws of
the State of Arizona, without regard to conflicts of law principles. The State and
Federal courts located in Maricopa County, Arizona, shall have sole jurisdiction over
any dispute arising hereunder, and the parties hereby consent to the personal jurisdiction
of such courts. Neither this Agreement, nor any rights hereunder, may be assigned by
operation of law or otherwise, in whole in part, by Client without the prior, written
permission of TOLIS. Any sale of more than fifty percent (50%) of the common voting
stock of, or other right to control, Client shall be deemed an assignment. Any purported
assignment without such permission shall be void. Any waiver of any rights of TOLIS
under this Agreement must be in writing, signed by TOLIS, and any such waiver shall
not operate as a waiver of any future breach of this Agreement. In the event any portion
of this Agreement is found to be illegal or unenforceable, such portion shall be severed
from this Agreement, and the remaining terms shall be separately enforced. The parties
agree that any breach or threatened breach of this Agreement by Client is likely to
cause TOLIS damage that is not fully reparable by payment of damages, and further agree
that in such case TOLIS shall be entitled to seek and obtain injunctive or other equitable
relief to protect its rights hereunder. Client's performance hereunder and use of the
Software shall at all times comply with all applicable laws, rules and regulations,
including those governing export of technical information, and Client shall fully indemnify,
defend and hold harmless TOLIS against any violation thereof. This Agreement is the
entire agreement between the parties with respect to this subject matter, and supersedes
any and all prior or contemporaneous, conflicting or additional communications, negotiations or
agreements.
Thank you for doing business with TOLIS Group, Inc.!
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