THIS LICENSE AGREEMENT. THE TERMS EXPRESSED IN THIS AGREEMENT ARE THE ONLY TERMS UNDER WHICH NORTEL NETWORKS WILL PERMIT YOU TO USE THE SOFTWARE. If you do not accept these terms and conditions, return the product, unused and in the original shipping container, within 30 days of purchase to obtain a credit for the full purchase price.
1.License Grant. Nortel Networks NA Inc. (“Nortel Networks”) grants the end user of the Software (“Licensee”) a personal, nonexclusive, nontransferable license: a) to use the Software either on a single computer or, if applicable, on a single authorized device identified by host ID, for which it was originally acquired; b) to copy the Software solely for backup purposes in support of authorized use of the Software; and c) to use and copy the associated user manual solely in support of authorized use of the Software by Licensee. This license applies to the Software only and does not extend to Nortel Networks Agent software or other Nortel Networks software products. Nortel Networks Agent software or other Nortel Networks software products are licensed for use under the terms of the applicable Nortel Networks NA Inc. Software License Agreement that accompanies such software and upon payment by the end user of the applicable license fees for such software.
2.Restrictions on use; reservation of rights. The Software and user manuals are protected under copyright laws. Nortel Networks and/or its licensors retain all title and ownership in both the Software and user manuals, including any revisions made by Nortel Networks or its licensors. The copyright notice must be reproduced and included with any copy of any portion of the Software or user manuals. Licensee may not modify, translate, decompile, disassemble, use for any competitive analysis, reverse engineer, distribute, or create derivative works from the Software or user manuals or any copy, in whole or in part. Except as expressly provided in this Agreement, Licensee may not copy or transfer the Software or user manuals, in whole or in part. The Software and user manuals embody Nortel Networks’ and its licensors’ confidential and proprietary intellectual property. Licensee shall not sublicense, assign, or otherwise disclose to any third party the Software, or any information about the operation, design, performance, or implementation of the Software and user manuals that is confidential to Nortel Networks and its licensors; however, Licensee may grant permission to its consultants, subcontractors, and agents to use the Software at Licensee’s facility, provided they have agreed to use the Software only in accordance with the terms of this license.
3.Limited warranty. Nortel Networks warrants each item of Software, as delivered by Nortel Networks and properly installed and operated on Nortel Networks hardware or other equipment it is originally licensed for, to function substantially as described in its accompanying user manual during its warranty period, which begins on the date Software is first shipped to Licensee. If any item of Software fails to so function during its warranty period, as the sole remedy Nortel Networks will at its discretion provide a suitable fix, patch, or workaround for the problem that may be included in a future Software release. Nortel Networks further warrants to Licensee that the media on which the Software is provided will be free from defects in materials and workmanship under normal use for a period of 90 days from the date Software is first shipped to Licensee. Nortel Networks will replace defective media at no charge if it is returned to Nortel Networks during the warranty period along with proof of the date of shipment. This warranty does not apply if the media has been damaged as a result of accident, misuse, or abuse. The Licensee assumes all responsibility for selection of the Software to achieve Licensee’s intended results and for the installation, use, and results obtained from the Software. Nortel Networks does not warrant a) that the functions contained in the software will meet the Licensee’s requirements, b) that the Software will operate in the hardware or software combinations that the Licensee may select, c) that the operation of the Software will be uninterrupted or error free, or d) that all defects in the operation of the Software will be corrected. Nortel Networks is not obligated to remedy any Software defect that cannot be reproduced with the latest Software release. These warranties do not apply to the Software if it has been (i) altered, except by Nortel Networks or in accordance with its instructions; (ii) used in conjunction with another vendor’s product, resulting in the defect; or (iii) damaged by improper environment, abuse, misuse, accident, or negligence. THE FOREGOING WARRANTIES AND LIMITATIONS ARE EXCLUSIVE REMEDIES AND ARE IN LIEU OF ALL OTHER WARRANTIES EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Licensee is responsible for the security of its own data and information and for maintaining adequate procedures apart from the Software to reconstruct lost or altered files, data, or programs.
4.Limitation of liability. IN NO EVENT WILL NORTEL NETWORKS OR ITS LICENSORS BE LIABLE FOR ANY COST OF SUBSTITUTE PROCUREMENT; SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES; OR ANY DAMAGES RESULTING FROM INACCURATE OR LOST DATA OR LOSS OF USE OR PROFITS ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCE OF THE SOFTWARE, EVEN
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