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December 1st, 2007 Rev 1.4

NOTICE TO USER: PLEASE READ THIS CONTRACT CAREFULLY. BY USING ALL OR ANY PORTION OF THE REMOTESCAN SOFTWARE ("SOFTWARE") YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS LEASE AGREEMENT, INCLUDING, IN PARTICULAR THE LIMITATIONS ON: USE CONTAINED IN SECTION 2; TRANSFERABILITY IN SECTION 4; TECHNICAL SUPPORT IN SECTION 6; AND LIABILITY IN SECTION 7. YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU. THIS AGREEMENT IS ENFORCEABLE AGAINST YOU AND ANY LEGAL ENTITY THAT OBTAINED THE SOFTWARE AND ON WHOSE BEHALF IT IS USED. IF YOU DO NOT AGREE, DO NOT USE THIS SOFTWARE.

RemoteScan Corporation and its suppliers own all intellectual property in the Software. RemoteScan Corporation permits you to Use the Software only in accordance with the terms of this Agreement.

1. Definitions. "Software" means (a) all of the contents of the files, downloaded software, or other media with which this Agreement is provided, including but not limited to (i) RemoteScan or third party computer information or software; (ii) related explanatory written materials or files ("Documentation"); and (b) upgrades, modified versions, updates, additions, and copies of the Software, if any, licensed to you by RemoteScan (collectively, "Updates"). "end-user software" means the software which is installed onto PCs or Workstations where end-users work. "Server software" means software which is installed onto any server computer, such as a Terminal Services or a Citrix or other RDP or ICA application hosting computer server. "Use" or "Using" means to access, install, download, copy or otherwise benefit from using the functionality of the Software in accordance with the Documentation. "Permitted Number" means one (1) unless otherwise indicated under a valid license (e.g. volume license) granted by RemoteScan. "Computer" means an electronic device that accepts information in digital or similar form and manipulates it for a specific result based on a sequence of instructions. "Customer" means any individual, company, organization, resale, VAR, vendor, or anyone or any entity who leases or purchases RemoteScan software. "ASP" means Application Service Provider, or any company that provides software hosting services for a fee or as a service. "RemoteScan" means RemoteScan Corporation, a Montana corporation 305 South 4th Street East, Suite 200, Missoula, Montana 59801.

1.1 "RemoteScan for LAN" is the RemoteScan product that is used on LAN's (Local Area Networks). "RemoteScan for TS/CX" is the RemoteScan product which is used with RDP (Remote Desk Top) or ICA protocols.

2. Software License. As long as you comply with the terms of this Software License Agreement (this "Agreement"), RemoteScan grants to you a non-exclusive, nontransferable perpetual lease to install the Software for the purposes described in the Documentation and on the RemoteScan web site, www.remote-scan.com.

2.1 General Use. You may install and Use a copy of the Software on your compatible computer, up to the Permitted Number of computers.

2.2 "RemoteScan for LAN" is NOT licensed for use on any PCs or Thin Clients which access any applications through RDP or ICA, or which are connected any server which uses RDP or ICA.

2.2 Warranty Disclaimer. THE USE OF THE SOFTWARE IS MADE AVAILABLE ON AN "AS IS" BASIS ONLY AND WITHOUT ANY WARRANTY OR INDEMNITY OF ANY KIND . REMOTESCAN MAKES NO WARRANTIES, CONDITIONS, INDEMNITIES, REPRESENTATIONS OR TERMS, EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE AS TO ANY OTHER MATTERS, INCLUDING BUT NOT LIMITED TO NON-INFRINGEMENT OF THIRD PARTY RIGHTS, TITLE, INTEGRATION, ACCURACY, SECURITY, AVAILABILITY, SATISFACTORY QUALITY, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE SOFTWARE.

 

2.3 Indemnity. You agree to hold RemoteScan and any of its vendors harmless from any and all liabilities, losses, actions, damages, or claims (including all reasonable expenses, costs, and attorneys fees) arising out of or relating to any use of, or reliance on the software.

2.4 Limit of Liability. UNDER NO CIRCUMSTANCES WILL REMOTESCAN OR ANY OF ITS VENDORS BE LIABLE TO YOU, OR ANY OTHER PERSON OR ENTITY, FOR ANY LOSS OF USE, REVENUE OR PROFIT, LOST OR DAMAGED DATA, OR OTHER COMMERCIAL OR ECONOMIC LOSS OR FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, STATUTORY, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES WHATSOEVER RELATED TO YOUR USE OR RELIANCE UPON THE SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH DAMAGES ARE FORESEEABLE. THIS LIMITATION SHALL APPLY EVEN IN THE EVENT OF A FUNDAMENTAL OR MATERIAL BREACH OR A BREACH OF THE FUNDAMENTAL OR MATERIALTERMS OF THIS AGREEMENT.

3. Intellectual Property Ownership, Copyright Protection. The Software and any authorized copies that you make are the intellectual property of and are owned by RemoteScan Corporation and its suppliers. The structure, organization and code of the Software are the valuable trade secrets and confidential information of RemoteScan Corporation and its suppliers. The Software is protected by law, including without limitation the copyright laws of the United States and other countries, and by international treaty provisions. Except as expressly stated herein, this Agreement does not grant you any intellectual property rights in the Software and all rights not expressly granted are reserved by RemoteScan Corporation and its suppliers.

4. Restrictions.

4.1 Notices. You shall not copy the Software except as set forth in Section 2. Any copy of the Software that you make must contain the same copyright and other proprietary notices that appear on or in the Software.

4.2 No Modifications. You shall not modify, adapt or translate the Software. You shall not reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Software except to the extent you may be expressly permitted to decompile under applicable law, it is essential to do so in order to achieve operability of the Software with another software program, and you have first requested RemoteScan Corporation to provide the information necessary to achieve such operability and RemoteScan Corporation has not made such information available. RemoteScan Corporation has the right to impose reasonable conditions and to request a reasonable fee before providing such information. Any such information supplied by RemoteScan Corporation and any information obtained by you by such permitted decompilation may only be used by you for the purpose described herein and may not be disclosed to any third party or used to create any software which is substantially similar to the expression of the Software.

4.4 Transfer. REMOTESCAN END-USER SOFTWARE IS PERPETUALLY LEASED AS A ONE-TIME INSTALLATION LICENSE FOR THE INITIAL LEASE PRICE FOR USE ON THE END-USER HARDWARE WHERE THE SOFTWARE IS ORIGINALLY REGISTERED. REMOTESCAN SOFTWARE LICENSES ARE NONTRANSFERABLE. You may not, rent, sublease, sublicense, assign or transfer your rights in the Software, or authorize all or any portion of the Software to be copied onto another computer other than the original computer where it was installed and registered on.

4.4.1 Multiple installation and transfer of REMOTESCAN SERVER SOFTWARE for RDP or ICA uses.  Included in the price of all end-user software leases, REMOTESCAN SEVER SOFTWARE CAN be installed onto an unlimited number of Terminal Services, Citrix, or other RDP (Remote DeskTop) or ICA compatible servers, and RemoteScan sever software for RDP, ICA applications can be transferred, for no additional cost, onto an unlimited number of Terminal Services, Citrix, or other RDP (Remote DeskTop) or ICA compatible servers.

4.4.2 Transfer of Software license onto a different computer in event of hardware failure, or end of hardware lease period. In the event that the computer onto which RemoteScan software has been initially installed, due to hardware failure becomes un-operable, or unavailable due to end of lease period of leased physical hardware, you may request a transfer, and determine your transfer eligibility, filling out a License Transfer Request Form located on line at www.remote-scan.com/transfer. After receiving a completed eligible (see section 4.4.3 below) transfer request form (which must include your RemoteScan User Login/Identification, or the RemoteScan Invoice number which were provided with software at time of lease purchase, as well as the end user PC/Workstation name or MAC address where the end-user software was registered), RemoteScan Corporation will then (as described in section 4.4.3)  provide transfer eligibility status.

4.4.3 Transfer Eligibility, Transfer Limits and Transfer Cost. RemoteScan end-user software  which was provided, leased or purchased through any vendor, ASP or through any volume lease or purchase pricing, are not-eligible for license transfers.  In the event of hardware failure or end of hardware lease, as described above in section 4.4.2, a limited number of no-cost transfers will be granted on licenses which have active support ONLY if those licenses have been purchased at retail cost from the RemoteScan web site, AND only if the transfer request is for reinstallation and re-registration onto hardware located at the same physical location as where the original software was installed, AND only if the new end-user PC/Workstation will have the same network name as the original end user PC/Workstation. The limit of no-cost transfers for licenses purchased at retail price from the RemoteScan web site will be one transfer per license. For example, a single user license will be eligible for one no-cost transfer, and a ten user license will be eligible for ten no-cost transfers as long as the transfers will be made to hardware at the same physical location, named with the same network name. In addition, no transfers will be granted on any account which has recorded over-license installations/registration attempts that have been logged by the RemoteScan registration servers (all registration attempts are recorded and include license, PC/Workstation and Date information of all registrations and registration attempts, and this information will be provided to end user at time of transfer request). Please note that, there is no cost, and no restrictions for transferring or reinstalling the RemoteScan Server software used with RDP/ICA applications as described above in section 4.4.1.

4.5 If an end-user  PC/Workstation or Thin Client device is used to access any remote applications over RDP (Remote Desk Top) or ICA protocols, then "RemoteScan for LAN" can NOT be used on those PCs or Thin Client devices. "RemoteScan for LAN" software is only licensed and leased for use on standard LAN and IP networks. For all RDP or ICA network devices, RemoteScan for TS/CX or RemoteScan Universal are the only RemoteScan products which can legally be installed and used on end-user computers.

5. NO WARRANTY. The Software is being delivered to you "AS IS" and RemoteScan Corporation makes no warranty as to its use or performance. REMOTESCAN AND ITS SUPPLIERS DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE SOFTWARE. EXCEPT FOR ANY WARRANTY, CONDITION, REPRESENTATION OR TERM TO THE EXTENT TO WHICH THE SAME CANNOT OR MAY NOT BE EXCLUDED OR LIMITED BY LAW APPLICABLE TO YOU IN YOUR JURISDICTION, REMOTESCAN AND ITS SUPPLIERS MAKE NO WARRANTIES CONDITIONS, REPRESENTATIONS, OR TERMS (EXPRESS OR IMPLIED WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE) AS TO ANY MATTER INCLUDING WITHOUT LIMITATION NONINFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, INTEGRATION, SATISFACTORY QUALITY, OR FITNESS FOR ANY PARTICULAR PURPOSE.

5.1 No Refunds after 14 days after date of purchase of license from RemoteScan Corp. No refunds of purchase will be given after 14 days (fourteen days) after date of original purchase of RemoteScan licenses from RemoteScan Corp.
5.1.1 No Refunds will be given for RemoteScan software licenses which have been installed and registered to a specific MAC addressed PC or workstation, even if requested within 14 days after purchase.

6. Technical Support. Technical Support will be provided only during RemoteScan's normal business hours (9:00am to 5:00pm Mountain Time, Monday through Friday, excluding legal holidays and other days when RemoteScan's offices are closed). Support will be provided by email (support@remote-scan.com) and through the www.remote-scan.com support forum for no cost. Phone support will only be provided when support is purchased with software licenses. RemoteScan technical support will provide assistance in configuring and installing RemoteScan software, however RemoteScan is not obligated to offer technical assistance involving products other than RemoteScan products. RemoteScan will attempt, to the best of its abilities in providing support in a timely manner, however RemoteScan offers no guarantee whatsoever in the timeliness nor the results of its support.

6.1 Compatibility with other vendors future product releases. RemoteScan Corporation is not responsible for making its products compatible with any future release of any other vendors products. This includes, but is not limited to, computer operating systems,  computer networking software, changes to network communications protocols, as well as computer hardware and scanner hardware. RemoteScan Corporation will not be held libel nor be responsible to modify its software to work with any future release of any other vendor's product, and technical support can not be provided for compatibility issues with other vendors products that have been released at a date after the release of RemoteScan's products.

7. LIMITATION OF LIABILITY. IN NO EVENT WILL REMOTESCAN OR ITS SUPPLIERS BE LIABLE TO YOU FOR ANY DAMAGES, CLAIMS OR COSTS WHATSOEVER OR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL DAMAGES, OR ANY LOST PROFITS OR LOST SAVINGS, EVEN IF AN REMOTESCAN REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, DAMAGES, CLAIMS OR COSTS OR FOR ANY CLAIM BY ANY THIRD PARTY. THE FOREGOING LIMITATIONS AND EXCLUSIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW IN YOUR JURISDICTION. REMOTESCAN'S AGGREGATE LIABILITY AND THAT OF ITS SUPPLIERS UNDER OR IN CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT PAID FOR THE SOFTWARE, IF ANY. Nothing contained in this Agreement limits RemoteScan's liability to you in the event of death or personal injury resulting from RemoteScan's negligence or for the tort of deceit (fraud). RemoteScan is acting on behalf of its suppliers for the purpose of disclaiming, excluding and/or limiting obligations, warranties and liability as provided in this Agreement, but in no other respects and for no other purpose. For further information, please see the jurisdiction specific information at the end of this Agreement, if any, or contact RemoteScan's Customer Support Department.

8. Export Rules. 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 (collectively the "Export Laws"). In addition, if the Software is identified as export controlled items under the Export Laws, you represent and warrant that you are not a citizen, or otherwise located within, an embargoed nation (including without limitation Iran, Iraq, Syria, Sudan, Libya, Cuba, North Korea, and Serbia) and that you are not otherwise prohibited under the Export Laws from receiving the Software. All rights to Use the Software are granted on condition that such rights are forfeited if you fail to comply with the terms of this Agreement.

9. Sale of Software. RemoteScan Corporation sells its products 'At Will.' RemoteScan Corporation reserves the right to raise its prices at any time and without notice. RemoteScan Corporation is not under any obligation to continue to sell its software to any customer at the price which the customer has purchased in the past. RemoteScan Corporation reserves the right to refuse to sell its products at discounted prices to customers, including vendors, VARs and resellers for any reason. RemoteScan Corporation reserves the right to rescind, at any time, and for any reason and without notice, any discounted pricing offers to any customer, including vendors, VARs and resellers, and in such cases RemoteScan Corporation will not be liable in any way, whole or in part, for any expenses or loss of business incurred by the customer.

10. Governing Law. This Agreement will be governed by and construed in accordance with the substantive laws in force in the State of Montana.

11. General Provisions. If any part of this Agreement is found void and unenforceable, it will not affect the validity of the balance of this Agreement, which shall remain valid and enforceable according to its terms. This Agreement shall not prejudice the statutory rights of any party dealing as a consumer. This Agreement may only be modified by a writing signed by an authorized officer of RemoteScan Corporation. Updates may be licensed to you by RemoteScan Corporation with additional or different terms. This is the entire agreement between RemoteScan Corporation and you relating to the Software and it supersedes any prior representations, discussions, undertakings, communications or advertising relating to the Software.

12. Compliance with Licenses. If you are a business or organization, you agree that upon request from RemoteScan Corporation or RemoteScan Corporation's authorized representative, you will within thirty (30) days fully document and certify that use of any and all Software at the time of the request is in conformity with your valid licenses from RemoteScan.
If you have any questions regarding this Agreement or if you wish to request any information from RemoteScan Corporation at 305 South 4th Street East, Suite 200, Missoula, Montana 59801.
RemoteScan is a trademark of RemoteScan Corporation in the United States and/or other countries.