Franz Binary Freeware License Agreement
9/16/2002
ATTENTION: READ CAREFULLY: By using, copying, or distributing the
accompanying software you indicate your acceptance of the following
Franz Binary Freeware License Agreement ("Agreement").
1. LICENSE. Franz Inc. ("Franz") hereby grants you (each licensee is
addressed as "you") a non-exclusive, transferable license to use
its software product and accompanying documentation (the program's
object code and documentation are collectively referred to as the
"Software") on the following terms and only for non-commercial
purposes (see Section 2 below). You may:
a. use the Software on any computer in your possession;
b. make copies of the Software; and
c. distribute the Software (subject to the requirements of Section
3 below) only in the form originally furnished by Franz with no
modifications or additions whatsoever. If you have the slightest
doubt that your copy of the Software is not original, you must
contact Franz for an original copy.
2. LIMITATIONS ON LICENSE. The license granted in Section 1 is subject
to the following restrictions:
a. The Software is to be used only for non-commercial purposes
unless you obtain Franz's prior written consent. Prohibited
commercial purposes include, but are not limited to:
(i) Selling, licensing or renting the Software to third parties
for a fee (by payment of money or otherwise, whether direct or
indirect);
(ii) Using the Software to provide services or products to others
for which you are compensated in any manner (by payment of money
or otherwise, whether direct or indirect), including, without
limitation, providing support or maintenance for the Software;
(iii) Using the Software to develop a similar application on any
platform for commercial distribution; or
(iv) Using the Software in any manner that is generally
competitive with a Franz product as defined by Franz.
b. However, media costs associated with the distribution of the
Software may be recovered. You shall use your best efforts to
promptly notify Franz upon learning of any violation of the above
commercial restrictions.
c. On each copy of the Software you must conspicuously and
appropriately reproduce Franz's copyright notices (see Software for
examples of such notices) and disclaimer of warranty; keep intact
this Agreement and all notices that refer to this Agreement or any
absence of warranty (whether written or interactively displayed);
and give any other recipients of the Software a copy of this
Agreement.
d. You may not modify, combine other commercial applications with,
or otherwise prepare derivative works of the Software.
e. In order to preserve the value of the Franz name and/or any
trademarks, service marks, trade dress adopted and/or used by Franz
from time to time, you shall not make use of any of them for any
reason (e.g., with respect to an Additional File, in advertising,
marketing your own products, press releases, or other publicity)
except solely as may be expressly authorized by this Agreement or
by the prior written consent of Franz.
f. Franz, in its sole and absolute discretion, may have included a
portion of the source code or online documentation of the
Software. Except for any such portions, you shall not REVERSE
ENGINEER, DECOMPILE, DISASSEMBLE, OR OTHERWISE REDUCE ANY PORTION
OF THE SOFTWARE TO ANY HUMAN PERCEIVABLE FORM, except to the extent
this restriction is prohibited by applicable law.
3. DISTRIBUTION: As used in this Agreement, the term "distribute" (and
its variants) includes making the Software available (either
intentionally or unintentionally) to third parties for copying or
use, including providing timeshare access. Each time you distribute
the Software, the recipient must expressly agree to comply with
these terms and conditions. The recipient automatically receives
this license to use, copy, or distribute the Software subject to
these terms and conditions. You may not impose any further
restrictions on the recipients' exercise of the rights granted
herein. You are not responsible for enforcing compliance with this
Agreement by recipients.
4. TITLE. Title, ownership rights, and intellectual property rights in
and to the Software, and each copy thereof (including all
copyrights therein), shall remain in Franz. The Software is
protected by the copyright laws of the United States and
international copyright treaties.
5. NO FRANZ OBLIGATION. You are solely responsible for all of your
costs and expenses incurred in connection with the distribution of
the Software, and Franz shall have no liability, obligation or
responsibility therefor. Franz shall have no obligation to provide
maintenance, support, upgrades or new releases to you or to any
distributee of the Software.
6. NO WARRANTY. THE SOFTWARE IS LICENSED FREE OF CHARGE, AND THERE IS
NO WARRANTY FOR THE SOFTWARE. FRANZ PROVIDES THE SOFTWARE "AS IS,"
AND FRANZ, ITS DISTRIBUTORS AND SUPPLIERS, AND ALL OTHER PERSONS
WHO HAVE BEEN INVOLVED IN THE CREATION, PRODUCTION, OR DELIVERY OF
THE SOFTWARE, DISCLAIM ALL CONDITIONS AND WARRANTIES OF ANY KIND,
EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT
NOT LIMITED TO, ANY CONDITIONS OR IMPLIED WARRANTIES OF
MERCHANTABILITY, SATISFACTORY QUALITY, AND FITNESS FOR A PARTICULAR
PURPOSE. THE ENTIRE RISK AS TO THE RESULTS, QUALITY AND PERFORMANCE
OF THE SOFTWARE IS WITH YOU AND YOUR DISTRIBUTEES. SHOULD THE
SOFTWARE PROVE DEFECTIVE, YOU AND YOUR DISTRIBUTEES (AND NOT FRANZ)
ASSUME THE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.
FRANZ MAKES NO WARRANTY OF NONINFRINGEMENT OF THE INTELLECTUAL
PROPERTY RIGHTS OF THIRD PARTIES.
7. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL
THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL FRANZ, ITS DISTRIBUTORS
AND SUPPLIERS, OR ANY OTHER PERSON WHO HAS BEEN INVOLVED IN THE
CREATION, PRODUCTION, OR DELIVERY OF THE SOFTWARE BE LIABLE TO YOU
OR ANY OTHER PERSON FOR ANY GENERAL, DIRECT, INDIRECT, SPECIAL,
INCIDENTAL, CONSEQUENTIAL, OR OTHER DAMAGES OF ANY CHARACTER
ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE
SOFTWARE, INCLUDING BUT NOT LIMITED TO PERSONAL INJURY, LOSS OF
PROFITS, LOSS OF DATA, OUTPUT FROM THE SOFTWARE OR DATA BEING
RENDERED INACCURATE, FAILURE OF THE SOFTWARE TO OPERATE WITH ANY
OTHER PROGRAMS, DAMAGES FOR LOSS OF GOODWILL, BUSINESS
INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER
DAMAGES OR LOSSES OF WHATEVER NATURE, EVEN IF FRANZ HAS BEEN
INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.
8. INDEMNIFICATION. You and your distributees shall defend, indemnify
and hold harmless Franz, its distributors and suppliers, and all
other persons who have been involved in the creation, production,
or delivery of the Software, from any claim, demand, liability,
damage award, suit, judgment, or other legal action (including
reasonable attorney's fees) arising out of your use, distribution,
modification, or duplication of the Software.
9. TERMINATION. The license granted hereunder is effective until
terminated by Franz. You may terminate it at any time by destroying
the Software. This license will terminate automatically if you fail
to comply with the limitations described above. On termination, you
must destroy all copies of the Software. The termination of your
license will not result in the termination of the licenses of any
distributees who have received rights to the Software through you
so long as they are in compliance with the provisions of this
Agreement.
10. EXPORT CONTROLS. None of the Software or underlying information or
technology may be downloaded or otherwise exported or re-exported
into (or to a national or resident of) any country in violation of
the laws and administrative regulations of the United States
relating to the control of exports of commodities and technical
data. By downloading or using the Software, you are agreeing to
the foregoing and you are representing and warranting that you are
not located in, under the control of, or a national or resident of
any such country.
11. U. S. GOVERNMENT USE. The Software and any accompanying
documentation are deemed to be "commercial computer software" and
"commercial computer software documentation," respectively,
pursuant to DFAR Section 227.7202 and FAR Section 12.212, as
applicable. Any use, modification, reproduction, release,
performing, displaying or disclosing of the Software and
accompanying documentation by the U.S. Government shall be
governed solely by the terms of this Agreement and shall be
prohibited except to the extent expressly permitted by the terms
of this Agreement. Contractor/manufacturer is Franz Inc., 555
12th St., Suite 1450, Oakland, CA 94607.
12. MISCELLANEOUS. This Agreement represents the complete agreement
concerning this license between the parties and supersedes all
prior agreements and representations between them. It may not be
amended. If any provision of this Agreement is held to be
unenforceable for any reason, this Agreement shall terminate. This
Agreement shall be governed by and construed under California law
as such law applies to agreements between California residents
entered into and to be performed within California, except as
governed by U.S. federal law. The application of the United
Nations Convention on Contracts for the International Sale of
Goods is expressly excluded. Address all correspondence regarding
this license to:
Franz Inc.
Attn: Legal Department
555 12th St., Suite 1450
Oakland, CA 94607
510-452-2000
510-452-0182 (fax)
Copyright and Trademark Notices:
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The Software is Copyright (c) Franz Inc. 1986-2002. All rights
reserved. The documentation and all computer files are also Copyright
(c) Franz Inc. 1986-2002. All rights reserved. These rights include
but are not limited to any foreign language translations of the manual
or the software, and all derivative works of both. The trademarks
Allegro CL and Allegro Common Lisp are the property of Franz Inc. All
other trademarks are the property of their respective owners.