** LICENSE AGREEMENT **
IMPORTANT- READ CAREFULLY: This license agreement (“License”) is a legal agreement related to the ExclamationSoft software products identified above, which includes computer software, associated media and printed materials, and may include online electronic documentation (the “Software”). By installing, copying or otherwise using the Software, you agree to be bound by the terms and conditions of this License. If you do not agree to the terms of this License, promptly remove or destroy all versions of the Software from your systems and storage devices and return any media and printed materials for a full refund within 30 days.
In consideration of payment of the License fee, ExclamationSoft grants you (“Licensee”) a non-exclusive license, without right of sublicense. The Software is licensed (not sold) to Licensee and ExclamationSoft does not transfer title to the Software to Licensee. Licensee has no rights with respect to the Software other than those rights expressly stated in this License.
This License grants License the following rights:
The Basic Smtp.NET license requires the purchase of one license per installed production server regardless of the number of developers using the component. A production server is defined as a web server that operates as a permanent web presense, e.g. a hosted web server, in a shared or non-shared environment. A machine that is used for development of a Windows/Web application with our product is not a production server. This type of license is not for redistribution.
The Basic Smtp.NET Site License may be installed on an unlimited number of computers at one location. A location is defined as a company office or a home office but not both. A Site License covers all developers using the Software at such location but does not cover distribution.
Redistribution licenses for Smtp.NET are sold on a per developer basis (one license is required for each developer using the component, regardless of the number of servers it is installed on) and include the right to embed the component in an application you develop and redistribute to others royalty free.
The Smtp.NET Redistribution Site License may be installed on an unlimited number of computers at one location. A location is defined as a company office or a home office but not both. A Site License covers all developers using the Software at such location and includes the right to embed the component in an application you develop and redistribute to others royalty free.
1. Use of Software - The Software may only be used for lawful purposes. Any transmission or retransmission of material using the Software in violation of any Federal or State law, including those related to copyright, libel, slander, obscenity or trade secrets, is expressly prohibited. Licensee is expressly prohibited from using the Software to send, transmit or deliver UCE (Unsolicited Commercial Mail) or "SPAM".
2. Copies - Licensee may either (a) make one copy of the Software solely for backup or archival purposes, or (b) install the Software on a single computer provided Licensee keeps the original solely for backup or archival purposes. Licensee may not copy the printed materials accompanying the Software, if provided.
3. Reverse Engineering and Similar Efforts - Licensee may not reverse engineer, decompile or disassemble, or otherwise prepare any derivative works of the Software. The software is licensed as a single product and the component parts of the software may not be separated for use independent of one another.
4. Distribution -
a. Basic License: Licensee may not rent, lease, sell or otherwise distribute the Software or any derivative works based on the Software in whole or in part.
b. Redistribution License: Licensee agrees to
i. Distribute the Redistributable Files only in conjunction with and as part of Licensees software products.
ii. Not supply any means by which end users could incorporate the Software or portions thereof in their own products.
iii. Not use ExclamationSoft's name, logo or trademarks to market a software product.
iv. Include a valid copyright notice on Licensee's software product.
v. Indemnify, hold harmless, and defend ExclamationSoft from and against any claims or lawsuits, including attorney's fees that arise or result from the use and distribution of Licensees software product.
vi. Not permit further distribution of the Redistributable Files by end user(s) of Licensees software product.
vii. Add significant and primary functionality to the Software.
viii. Not wrap or distribute the product in a component that can be used for development purposes on any application, tool, environment or container.
ix. Not compete with an ExclamationSoft product in the reasonable opinion of ExclamationSoft.
x. Not expose, document or make public the SOFTWARE API (Application Programming Interface);
5. Transfer - Licensee may permanently transfer all of its rights under this License, provided no copies are retained, all of the Software (including all component parts, upgrades, printed materials and this License) is transferred and the transferee agrees to the terms of this License.
PROPRIETARY RIGHTS AND COPYRIGHT
All right, title, interest and copyrights in and to the Software (including but not limited to any images, photographs, animations, video, audio, music, text, and "applets," incorporated into the Software), the accompanying printed materials, and any copies of the Software, are owned by ExclamationSoft or its suppliers. The Software is protected by copyright laws and international treaty provisions. Licensee shall treat the Software like any other copyrighted material.
DISCLAIMER OF WARRANTY
THE SOFTWARE AND THE ACCOMPANYING FILES ARE SOLD "AS IS" AND WITHOUT WARRANTIES AS TO PERFORMANCE OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OR ANY OTHER WARRANTIES WHETHER EXPRESSED OR IMPLIED.
GOOD DATA PROCESSING PROCEDURE DICTATES THAT ANY PROGRAM BE THOROUGHLY TESTED WITH NON-CRITICAL DATA BEFORE RELYING ON IT. LICENSEE ASSUMES THE ENTIRE RISK OF USING THE SOFTWARE.
LIMITATION OF LIABILITY
EXCLAMATIONSOFT'S ENTIRE LIABILITY TO LICENSEE AND LICENSEE’S SOLE REMEDY FOR ANY CAUSE WHATSOEVER, REGARDLESS OF THE FORM OF THE ACTION, WHETHER IN CONTRACT, OR STRICT LIABILITY, SHALL BE LIMITED TO PRODUCT REPLACEMENT OR THE AMOUNT OF THE LICENSE FEE PAID TO EXCLAMATIONSOFT BY LICENSEE FOR THE SOFTWARE THAT CAUSED THE DAMAGES OR IS THE SUBJECT MATTER OF OR IS DIRECTLY RELATED TO THE CAUSE OF ACTION.
IN NO EVENT SHALL EXCLAMATIONSOFT HAVE ANY LIABILITY FOR ANY SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF DATA OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, ARISING ANY WAY OUT OF THIS AGREEMENT UNDER ANY CAUSE OF ACTION, WHETHER OR NOT EXCLAMATIONSOFT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
EXCLAMATIONSOFT SHALL NOT BE HELD LIABLE, EITHER IN CONTRACT OR TORT, FOR PROTECTION FROM UNAUTHORIZED ACCESS OF ITS CUSTOMER’S TRANSMISSION FACILITIES OR CUSTOMER OWNED PREMISE EQUIPMENT, OR FOR UNAUTHORIZED ACCESS TO OR ALTERATION, THEFT OR DESTRUCTION OF A CUSTOMER’S DATA FILES, PROGRAMS, OR INFORMATION THROUGH ACCIDENT, FRAUDULENT MEANS OR DEVICES, OR ANY OTHER METHOD, EVEN SHOULD SUCH ACCESS OCCUR AS A RESULT OF EXCLAMATIONSOFT’S NEGLIGENCE.
Licensee agrees to indemnify and to hold harmless ExclamationSoft, its officers, shareholders, agents and employees, from any and all claims, costs, expenses, judgments, causes of actions, attorneys' fees, litigation and court costs resulting from Licensee’s use of the Software that causes damage to the Licensee or any other party.
ExclamationSoft shall not be in any way responsible for claims or damages caused by Licensee to any other party.
This License will terminate automatically if Licensee fails to comply with the terms and conditions of this License. Upon termination, Licensee shall immediately discontinue use of the Software and destroy all copies of the Software. All payments made by Licensee are non-refundable. Notwithstanding termination, the following provisions shall survive: Disclaimer of Warranty, Limitation of Liability and Indemnity. All other rights granted under this License will cease upon termination.
License shall be governed, construed and enforced in accordance with the laws of
the state of