Netlink Installation and Operation Manual
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Installation and Operation
Appendix 1 – Software Agreement
LIFESAFETY POWER INC. SOFTWARE LICENSE AGREEMENT AND WARRANTY STATEMENT
NOTICE: PLEASE READ THIS DOCUMENT CAREFULLY. This Software License Agreement
(“AGREEMENT”) defines and governs use of LIFESAFETY POWER INC. Software and includes
WARRANTY DISCLAIMERS. Your acceptance of this AGREEMENT is an acknowledgement,
representation and warranty that you have the full right and authority to enter into, execute,
and perform obligations under this AGREEMENT, or that you have the authority to enter into
and execute this AGREEMENT as an Authorized Representative of a business entity or corpo-
rate entity and to bind that business entity or corporate entity to perform obligations under
this AGREEMENT by your acceptance, acknowledgment and representation.
TERMS AND CONDITIONS
1. Definitions.
(a) “Authorized Representative” refers to any person duly authorized by a business entity
or corporate entity (i.e. a “legal entity”) to enter into this AGREEMENT and to bind the
legal entity to the terms and conditions herein.
(b) “Recipient” refers to any individual or legal entity, entering into and executing this
AGREEMENT for purposes of use of LIFESAFETY POWER INC. Software, where “use”
is as defined by this AGREEMENT.
(c) “Documentation” refers to any related explanatory written materials or files including,
without limitation, any end-user manual, specifications or other written materials pro-
vided to Recipient for the Software.
(d) “Facility” refers to any facility where LIFESAFETY POWER INC. Equipment is located
and/or where the Software is installed or used under control of Recipient in conjunction
with such Equipment.
(e) “Software” refers to all the contents of files provided to Recipient by electronic down-
load, on physical media (including EEPROM or ROM chips etc.) and/or any other
method of distribution, disk(s), CD-ROM(s), DVD-ROM(s), or other media with which
this AGREEMENT is provided, including, without limitation, fonts, graphics, user-inter-
faces, Upgrades, updates, additions to, and any copies of the foregoing, provided to
Recipient by LIFESAFETY POWER INC.
(f) “Upgrades” refers to new versions, updates, and revisions of the Software provided to
Recipient by LIFESAFETY POWER INC.
(g) “Use” refers to actions taken exclusively by Recipient to copy for backup purposes,
download, install, access, and to enjoy and benefit from features and functionality of
the Software, subject to all restrictions set forth in this Agreement.
2. License and Restrictions.
(a) Grant of Rights. LIFESAFETY POWER INC. hereby grants Recipient a non-exclusive
license to have one (1) copy of the Software in Recipient’s possession and control
at one (1) facility of Recipient. Recipient may install the Software and may access
the Software by concurrent users over a network connection in accordance with
the Documentation. Recipient may also make one (1) additional copy for backup
or archival purposes at one (1) Recipient facility which may be a different Recipient
facility from where the other Software copy is installed and used. Recipient may also
Upgrade the Software subject to Upgrades that may be provided from time-to-time
by LIFESAFETY POWER INC. at its sole discretion. The Software, subsequent to any
Upgrade, shall be subject to the same terms, conditions and restrictions as provided
herein, and shall also be subject to any other applicable modifications or amend-
ments to this AGREEMENT that may accompany the Upgrade as provided for herein.
Recipient shall comply with all restrictions set forth in this AGREEMENT.
(b) Reservation of Rights. Copies of the Software created or transferred pursuant to this
Agreement are licensed, not sold, and Recipient receives no title to, or ownership of,
any copy or of the Software itself. The Software is protected by copyright laws, and
by international treaty provisions, and includes trade secrets of LIFESAFETY POWER
INC., and Recipient shall not disclose it to any third party except to the extent re-
quired by law. Furthermore, Recipient receives no intellectual property rights or any
other rights to the Software other than those specifically granted in Section 2(a). Any
rights not expressly granted in Section 2(a) are reserved by LIFESAFETY POWER
INC.
(c) Restrictions. Without limiting the generality of the foregoing, Recipient shall not: (i)
modify, create derivative works from, distribute, publicly display, publicly perform,
or sublicense the Software; (ii) use the Software for service bureau or time-sharing
purposes or in any other way allow third parties to exploit the Software; or (iii) re-
verse engineer, decompile, disassemble, or otherwise attempt to derive any of the
Software’s source code.
(d) No Distribution, No Modification, No Derivative Works. Recipient shall not network,
rent, lend, loan, distribute or create derivative works based upon the Software in
whole or in part; or electronically transmit the Software from one computer to an-
other or over a network. Recipient shall not modify, adapt, translate or create deriva-
tive works based upon the Software.
(e) No Reverse Engineering. Recipient shall not engage in, or induce a third party to
engage in, reverse engineering of the Software. “Reverse Engineering” means i) the
disassembly, decompilation, decryption, simulation, debugging or code tracing of
microcode; and/or ii) the disassembly, decompilation, decryption, simulation, de-
bugging or coded tracing of object code or executable code, specifically including,
but not limited to, any LIFESAFETY POWER INC. supplied or developed libraries or
microcode. Regarding any of LIFESAFETY POWER INC.’s software and/or firmware
"Reverse Engineering" shall also mean iii) the act of producing computer program
"source code" that, when compiled, will generate computer programs that provide
the same, or similar functions as the Software, by means of translating the object
code, which may be provided by LIFESAFETY POWER INC. under this Agreement,
(including object code in ROM memory chips as well as object code provided on
computer-readable magnetic media or object code provided by downloading, from
the computer binary instructions into equivalent programming language instruc-
tions, in assembly language or other computer programming language). This term is
also intended to include the development of software that incorporates the methods,
techniques, styles and approaches of the Software, while performing similar func-
tions.
(f) No Exportation. Recipient shall not ship, transfer or export the Software into any
country or use the Software 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 oth-
erwise located within, an embargoed nation (including without limitation Iran, Syria,
Sudan, Cuba, and North Korea) 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.
(g) Assignment & Successors. The rights and obligations under this AGREEMENT may
not be assigned, without the express prior written consent of all the Parties, pro-
vided, however, consent to assignment of the rights and obligations hereunder as
part of the sale of a Recipient’s entire business relevant to this AGREEMENT shall not
be required. Furthermore, either party may assign this AGREEMENT to the surviving
party in a merger of that party into another entity. Except to the extent forbidden
above, this AGREEMENT will be binding upon and inure to the benefit of the respec-
tive successors and assigns of the parties.
(h) Third Party Interoperability. The Software may interoperate with and allow you to use
software applications, information and data not developed or offered by LIFESAFETY
POWER INC. ("Third Party Information"). Your use of any Third Party Information is
governed by the terms and conditions made available to you by the party from whom
you obtained such information. Unless otherwise agreed by LIFESAFETY POWER
INC. in writing, Third Party Information is not the responsibility of LIFESAFETY
POWER INC. YOUR USE OF THIRD PARTY INFORMATION IS AT YOUR OWN RISK.
LIFESAFETY POWER INC. MAKES NO WARRANTIES, CONDITIONS, INDEMNITIES,
REPRESENTATIONS OR TERMS, EXPRESS OR IMPLIED, WHETHER BY STATUTE,
COMMON LAW, CUSTOM, USAGE OR OTHERWISE AS TO ANY MATTERS, INCLUD-
ING BUT NOT LIMITED TO NON-INFRINGEMENT OF THIRD PARTY RIGHTS, TITLE,
INTEGRATION, INTEROPERABILITY, ACCURACY, SECURITY, AVAILABILITY, SATIS-
FACTORY QUALITY, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PUR-
POSE WITH RESPECT TO THIRD PARTY INFORMATION.
(i) Notices. Recipient shall not remove or alter any copyright, trademark or other propri-
etary notice that appears on or in the Software.
(j) Software License Compliance Audit. LIFESAFETY POWER INC. may audit Recipient’s
use of the Software on thirty (30) days’ advanced written notice. Recipient agrees
to cooperate with the audit, including by providing access to any books, comput-
ers, records, or other information that relate or may relate to use of the Software.
Such audit will not unreasonably interfere with Recipient’s business activities. In the
event that an audit reveals unauthorized use of the Software, Recipient shall reim-
burse LIFESAFETY POWER INC. for the reasonable cost of the audit, in addition to
such other rights and remedies as LIFESAFETY POWER INC. may have. LIFESAFETY
POWER INC. will not conduct an audit more than once per year.
(k) Trademarks. No rights whatsoever to use any trademarks, registered or unregistered,
are granted by any provision of this AGREEMENT.
3. Upgrades.
(a) Upgrades. LIFESAFETY POWER INC. may provide Recipient with copies of Upgrades
without additional charge, from time-to-time. Upon delivery to Recipient, Upgrades
will become part of the Software and will be subject to all provisions of this AGREE-
MENT.
(b) Upgrades and Software License Agreement Terms. LIFESAFETY POWER INC. may
require additional terms that are additional to this AGREEMENT or that modify or
amend this AGREEMENT upon Recipient’s installation and use of Upgrades. Any
such additional terms, modified or amended terms will require Recipient’s execution
of a new Agreement which will subsequently replace and supersede this AGREE-
MENT. Recipient may reject such additional terms, modified or amended terms by
not downloading or installing the associated Upgrade(s).
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