DYNALOG LICENCE AGREEMENT
IMPORTANT: These products are supplied to you on the terms and conditions of the licence agreement indicated below. If you proceed to install these products you will
be deemed to have accepted of these terms and conditions. If such terms and conditions are not accepted by you, do not install the product. The programs in the
provided Suite are subject to this licence agreement – namely DCAPP GE, DCAPP 2010, DCAPP for Excel, C-SCAN Upgrader, C-SCAN Diagnostics and C-SCAN
Manuals.
In this licence:
'DYNALOG' means DYNALOG ELECTRONICS Ltd; and
The 'Program' means the program or programs and online documentation that are about to be installed. The Purchaser does not hereby acquire any rights of
ownership in the Program.
The 'Product' means the device or devices that the program is designed to connect to.
1. COPYRIGHT
The copyright and all other intellectual property rights in the Program shall be and remain vested in DYNALOG.
DYNALOG grants to the Purchaser of this package a non-exclusive right to use the Program in accordance with these terms and conditions. Such Licence may be
transferred only in accordance with Clause 3 below.
Any other use or dealing not expressly authorised by these terms and conditions is strictly prohibited.
2. USE
The Program may only be used on a single machine or terminal at any one time but may be copied in support of that use. Any such copying is subject to there being no
modification of the Program and in particular to all the copyright notices being preserved in the copy. Save for copying as aforesaid, any other operations (including
subdivision, modification, decompiling, reverse-engineering or translation from machine readable form) are expressly prohibited.
Only a single copy of the Program is licensed for use at any one time. Where the Purchaser wishes to use multiple copies of the Program on different machines or
terminals, application should be made in writing to DYNALOG which will be considered in its discretion.
Where multiple copies of the Program are provided, this is for convenience of use only, it does not imply multiple licences.
3. TRANSFER
The Program may be transferred to a third party provided the original and all copies are transferred or otherwise destroyed and provided further these terms and
conditions are produced to that third party and prior to the transfer that party agrees and undertakes to observe and continue to observe the same.
Without such transfer and undertaking any application of the Program or copies thereof by any other person will not be authorised by DYNALOG and will be in breach of
DYNALOG's copyright and other proprietary rights.
4. DOCUMENTATION
The copyright and all other intellectual property rights in the documentation accompanying the Program shall be and remain vested in DYNALOG. However, no right to
reproduce that documentation in part or in whole is granted by DYNALOG. Should additional copies of the documentation be required for whatever reason, application
must be made in writing to DYNALOG which will be considered in its discretion.
5. BREACH
If the Purchaser acts in breach of any of these terms and conditions it shall indemnify DYNALOG against all loss suffered (including loss of profits) and the licence
granted hereunder shall be deemed to be terminated forthwith. DYNALOG may also terminate the licence hereby granted without notice if the Purchaser declares itself
bankrupt or, in the case of a business customer only, if it shall cease to carry on its business or shall have a liquidator, receiver or administrative receiver appointed to it
or over any part of its undertaking or assets or shall pass a resolution for its winding up (otherwise than for the purpose of a bona fide scheme of solvent amalgamation
or reconstruction where the resulting entity shall assume all of the liabilities of it) or a court of competent jurisdiction shall make an order, or shall enter into any
voluntary arrangement with its creditors, or shall be unable to pay its debts as they fall due.
On termination the Purchaser shall cease using the Program and deliver up to DYNALOG all infringing and lawful copies of the Program within seven days of
termination of the licence hereby granted.
6. EXCLUSIONS
Neither DYNALOG nor any person authorised by it gives warranties or makes representations that the Program is error free or will meet functions required by the
Purchaser. It shall be the responsibility of the Purchaser to satisfy itself that the Program meets the Purchaser's requirements.
The Program is supplied on an 'as is' basis and save as expressly provided in these conditions all warranties of any nature (and whether express or implied) are
excluded.
7. LIABILITY
7.1 DYNALOG warrants that any physical media on which the Program is stored are free from material defect and through normal use will remain so for a period of 90
days after purchase. This warranty excludes defects arising out of accident, neglect, misuse, failure of electric power or causes other than ordinary use. In the event of
any breach of this warranty (or statutory warranty or conditions incapable of exclusion by these conditions) the responsibilities of DYNALOG shall be limited to replacing
the enclosed Program or to returning the price paid as DYNALOG may in its absolute discretion determine. In the event of a refund, Purchaser's right to use the
Program shall automatically expire.
7.2 The aggregate liability of DYNALOG in respect of any loss or damage suffered by the Purchaser and arising out of or in connection with this Agreement, whether in
contract, tort (including negligence) or for breach of statutory duty or in any other way shall not exceed the price paid for the Program.
7.3 DYNALOG shall not be liable, in contract, tort (including negligence) or for breach of statutory duty or in any other way for:
7.3.1 any economic losses (including, without limitation, loss of revenues, profits, contracts, business or anticipated savings); or
7.3.2 any loss of goodwill or reputation; or
7.3.3 any special or indirect or consequential losses
in any case whether or not such losses were advised to DYNALOG or its dealer, suffered or incurred by the Purchaser arising out of or in connection with the use by the
Purchaser of the Program, or any other matter under this Agreement.
8. MISCELLANEOUS
8.1 The Purchaser confirms that, in agreeing to enter into this Agreement, it has not relied on any representation save insofar as the same has expressly in this
Agreement been made a representation and agrees that it shall have no remedy in respect of any misrepresentation which has not become a term of this Agreement
save that the agreement of the Purchaser contained in this clause shall not apply in respect of any fraudulent or negligent misrepresentation whether or not such has
become a term of this Agreement.
8.2 This Agreement shall be governed by and construed in accordance with the laws of England and Wales. The Purchaser hereby irrevocably submits to the non-
exclusive jurisdiction of the English courts in respect of any dispute or matter arising out of or in connection with this Agreement.
8.3 The Purchaser agrees to supply vehicle statistics (excluding vehicle and personal specific data) via electronic transfer on subsequent calibration of the product.
