PCLaw & Time Matters
All access to and use of the PCLaw software is governed by the following end user license agreement ("EULA" or "License Agreement"). There may be an EULA which you will be required to accept before the installation of the Software can be completed with similar terms as below, however for any conflicts between the those terms and the terms below, the terms below will prevail. All licenses for PCLaw include an electronic manual within the program.
This EULA is between you, the end user, ("Customer") and LexisNexis Canada Inc. ("LNC"). The PCLaw software applications, including but not limited to, programs, modules, online help, online manuals, printed manuals, training videos (e.g. HelpCam™) and other materials (all, collectively, "Software") are licensed by LNC to Customer, the original customer, for use only according to the terms herein.
1. Grant of License
LNC grants to Customer a non-exclusive right to use one copy of the Software, subject to Customer’s agreement to abide by all terms stated herein, including, but not limited to, all three of the following conditions: 1) the Software may only be copied to one of the following: a) the Hard Drive of one stand-alone computer (including laptop computers); or b) the "Hard Drive(s)" (defined below) of one network server or shared computer, whose functions with regard to the Software, are restricted to that of a "Local Area Network" (defined below), and the Hard Drives of any stand-alone workstation computers (including laptop computers) which are more than fifty percent (50%) of the time physically part of the Local Area Network; and 2) the number of Users of the Software may not exceed the number of "Users" (defined below) per "Database" (defined below) per "Site" (defined below) as authorized by the purchase documents for the version of the Software. This License is subject to a "Subscription" license and (i) extends only to the components of the Software that are covered by the Subscription and (ii) terminates when the Subscription ends.
A Hard Drive, for the purposes of this License Agreement, is defined as any device capable of maintaining computer information after the main electrical power is turned off, and such device is designed to interactively store and retrieve this information for use by the computer's central processor(s).
A Local Area Network is defined as two or more computers connected by wire, cable, fiber optics, or short range radio transmission ("Connections"), whereby such Connections are dedicated to communication between the computers, and the sum total combined length of these Connections does not exceed 10,000 feet. Notwithstanding, the Software may include modules designed to operate on devices such as personal data assistants which are not connected to the Local Area Network.
A Site is one or more physical address as long as such multiple addresses all remain connected by the same single Local Area Network.
A Database is defined as a file of records created by the Software during installation or through a Software utility, which is used exclusively to support the capabilities of the Software.
A User is defined as one person operating a computer that has activated the Software such that its processes have been initiated and information is accessible and capable of being created.
The Software may be available as different service releases, editions, and versions, all of which shall be considered one product under this License Agreement. All provisions of this License Agreement are applicable to all service releases, editions, and versions.
2. Limited Warranty
LNC warrants for 60 calendar days (the "Warranty Period") following delivery of the initial Software installation or if delivery cannot be determined, then license date of the initial Software shall be used, that: 1) the Software will perform substantially the functions described in the documentation provided by LNC; and 2) the media on which the Software is furnished (e.g. CD-ROM) will be free from defects in materials and workmanship under normal use (the "Warranty").
During the Warranty Period, LNC will undertake any or all of the following within a reasonable time, upon notification from Customer: 1) correct any reported failure of the Software to perform substantially the functions described in the documentation (a "Software Error"); 2) correct errors in the documentation; and 3) replace any media which prove defective in materials or workmanship on an exchange basis. Corrections will either be available via a separate download or sent by mail to the person and address registered with LNC without charge.
In order to make a claim under this Warranty, Customer must return the defective media and provide a brief written description of the Software Error or error in the documentation, together with Customer's proof of purchase, to LNC, postage prepaid, such that it is received by LNC within 10 calendar days after the last day of the Warranty Period.
If LNC is unable to correct the Software Error, correct the documentation, or replace the defective media within a reasonable time, LNC will, at its sole and exclusive option, either replace the Software with a functionally equivalent program at no charge to Customer, or refund the Subscription fees paid (up to a maximum of 12 months of such fees) for the Software.
The Warranty is not applicable if there is any evidence of an attempt to remove the Software serial number, Customer name, decompile, reverse engineer, modify, develop derivative products from, or otherwise violate the License Agreement.
LNC does not warrant at any time that the Software will meet Customer's requirements, that operation of the Software will be uninterrupted or error-free, or that all Software Errors will be corrected.
LNC is not responsible for problems caused by changes in the operating characteristics of computer hardware or computer operating systems or for problems in the interaction of the Software with non-LNC software. LNC will have no responsibility to replace or refund amounts paid for documentation, materials, or media damaged by accident, abuse, or misapplication.
NO ORAL OR WRITTEN INFORMATION OR TECHNICAL ADVICE OR ASSISTANCE GIVEN BY LNC OR A LNC REPRESENTATIVE SHALL CREATE A WARRANTY, ADDITIONAL LIABILITY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY.
EXCEPT FOR THE WARRANTY PROVIDED HEREIN, THERE ARE NO OTHER WARRANTIES. LNC DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR SUITABILITY OF USE IN ANY TRADE OR PROFESSION, WITH RESPECT TO THE SOFTWARE.
3. Term and Termination or Expiration of License
3.1 Subscription: Those licenses obtained pursuant to a Subscription, the initial term of the Subscription begins and ends on the dates referenced in the invoice, proposal, or receipt, whichever the case may be (the "Initial Term"). After the Initial Term and upon the mutual agreement of LNC and Customer, the Subscription may be continued for successive one-year renewal terms (each a "Renewal Term"). The Initial Term and any Renewal Term may be collectedly referred to herein as the "Term". Customer may only terminate the Subscription at the end of a Term by providing LNC with at least 60 days prior written notice before the applicable Term. Further, LNC may terminate this subscription upon 90 days notice to you in the event LNC no longer provides software services for the Software, in which case LNC will refund any prepaid but unused fees to you on a pro-rata basis.
3.2 Effect of Termination or Expiration: In the event of the expiration of a Subscription, the Software will either become read-only or Customer will have restricted access. All provisions relating to intellectual property ownership, warranty and warranty disclaimer, indemnification, and limitation of remedies shall survive the termination or expiration of the License Agreement.
4. Indemnification and Limitation of Remedies
Customer shall indemnify and hold LNC, including any affiliate or parent entity, harmless from any and all claims, damages losses, liabilities, costs and expenses (including reasonable attorneys fees and other professionals) arising out of or in connection with Customer’s use of the Software. In this event, Customer shall immediately notify LNC of any such claim.
Except as stated herein, in no event shall LNC or its suppliers be liable for any special, incidental, punitive, indirect or consequential damages whatsoever, whether based on contract, tort, warranty or other legal or equitable grounds, including, without limitation, damages for loss of business profits, business interruption, loss of business or professional information, or other pecuniary loss, arising out of the "Technical Support" (defined below) or use of or inability to use Software, even if LNC or anyone else has been advised of the possibility of such damages. Because some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above exclusion may not apply. No warranty, including without limitation any implied warranties, is provided beyond the Warranty Period. The entire liability of LNC under any provision of this License Agreement shall not exceed the Subscription fees paid for the Software, up to a maximum of 12 months of such fees.
5. Loss of Use Due to License Violation
The Software may only be used for its advertised and documented purposes for Customer's direct personal, business, or professional use, and shall not be used for illegal or criminal purposes, or purposes detrimental to LNC's business, such as reverse engineering, decompiling, disassembling, or creating derivative works from the Software. LNC has implemented, or reserves the right at any time without additional expense or notice to Customer to implement, systems which report and/or prevent any of the following unauthorized attempts to use the Software:
1) use of the Software without payment of the Subscription fees as they are due or after the Subscription has expired;
2) attempts to exceed the licensed number of Users, Databases, and/or Sites;
3) use of components of the Software not covered by the Subscription;
4) illegal or criminal use;
5) use other than advertised and documented purposes for Customer's direct personal, business, or professional use;
6) attempts to reverse engineer, decompile, disassemble, or create derivative works from the Software; and/or
7) attempts to otherwise violate this License. Customer acknowledges that the Software may contain a reactivation code which will require Customer to authenticate the Software from time to time (the "License Control Systems"). The License Control Systems may prevent continued use of the Software and deny access to the information created or maintained in the Software. Further, LNC does not warrant that any attempt to circumvent the License Control Systems will not permanently disrupt the use of the Software, or damage, or restrict access to, Customer's information created and/or maintained by the Software.
6. Reservation of Rights and Ownership
Customer agrees that the Software is the confidential, proprietary and intellectual property of LNC and is protected by copyright and other intellectual property laws and treaties. LNC owns the title, copyright, and other intellectual property rights therein, which Customer agrees to preserve. The Software is licensed, not sold. Customer may either: 1) make one copy of the Software solely for backup or archival purposes, provided that Customer reproduce all copyright and other proprietary notices that are on the original copy of the Software; or 2) transfer the Software to one single Hard Disk on a stand-alone computer or the network server computer or shared drive in the Local Area Network, provided Customer keeps the original media solely for backup or archival purposes. No other copies are allowed or authorized.
7. Transfers and Other Restrictions
Customer may not sell, rent, lease, lend, contract host (such as in an Application Service Provider or ASP), or transfer the Software, without the express prior written consent of LNC. Customer may not use the Software to provide ASP services, contract hosting, or other contract services to any other parties. Further, Customer may not allow any other parties to provide the Software to Customer under an ASP, contract hosting, or other contract service, except by LNC, or an ASP or contractor approved and certified by LNC.
8. Customer Comments and Submissions
In the event Customer submits any ideas and suggestions, whether solicited or unsolicited, to LNC, regardless of what is contained in a letter, email, fax or other communication, and regardless of the method by which the idea was submitted, no rights, title, or interest in the Software, or any part thereof, shall be gained by Customer as a result of ideas or suggestions made, or modifications requested, by Customer, unless an agreement in writing is executed in advance of the offering of such ideas, suggestions, or modifications. If prevailing law does not allow a waiver of these rights, Customer agrees that: 1) in consideration of the mutual benefits resulting from improvements in LNC's products, all rights, title and interest in any ideas, or intellectual property rights derived from, or related thereto, automatically transfer immediately, irrevocably, and perpetually (or as long as allowed by law) to, and become the property of, LNC without additional consideration or compensation to Customer; and 2) may be used by LNC for any purpose and in any manner and/or may transferred to others.
9. Technical Support
LNC may, at its sole option, make available to Customer Technical Support for error diagnosis purposes by way of: (1) remote access into any of the User's computer and/or networks; 2) telephonic support; (3) email and/or fax; and/or 4) review of data provided by Customer. Technical Support is provided "AS IS", as "AVAILABLE" without any representations and/or warranties of any kind.
10. Multiple Media or Download Software
If the Software package contains multiple media or is available by download, then Customer may use only the media or download appropriate for Customer’s computer. Customer may not use the other media or downloads on another computer or computer network, or loan, rent, lease, or transfer them for any consideration.