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PC TOOLS SOFTWARE END USER LICENSE AGREEMENT

The PC Tools Simple Backup software and documentation ("Software") accompanying this end user license agreement ("Agreement") is owned by PC Tools S.à.r.l. ("PC Tools") or its licensors. PC Tools** is willing to grant you, or, in the case that you represent a corporation or other entity, that entity ( "You") a limited, personal, non-exclusive, non-transferable license to use the Software, subject to Your acceptance and agreement to be bound by the terms of this Agreement.

BY CLICKING ON THE "I ACCEPT" BUTTON BELOW (OR BY OTHERWISE INSTALLING OR USING ANY SOFTWARE), YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT AS IT RELATES TO THAT SOFTWARE AS OF THE DATE ON WHICH YOU FIRST CLICK THE "ACCEPT" BUTTON, OR OTHERWISE FIRST INSTALL OR USE THE SOFTWARE (SUCH DATE, THE "EFFECTIVE DATE"). IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, PC TOOLS IS UNWILLING TO GRANT YOU A LICENSE TO THE SOFTWARE. YOU SHOULD CLICK ON THE "I DO NOT ACCEPT" BUTTON BELOW TO DISCONTINUE THE INSTALLATION PROCESS, AND PROMPTLY RETURN THE SOFTWARE TO THE PLACE FROM WHICH YOU OBTAINED IT FOR A REFUND.

  1. License Grant and Restrictions.
    1. 1.1 General. The Software is licensed, not sold, under the terms of this Agreement and PC Tools reserves all other rights in the Software not expressly granted to you. The rights granted herein are limited to PC Tools' and its licensors' intellectual property rights and do not include any patents or intellectual property rights. You own the media on which the Software is recorded, but PC Tools and its licensors own the Software itself and all intellectual property in the Software. The terms of this Agreement will govern any software upgrades provided by PC Tools that replace or supplement the Software, unless such upgrade is accompanied by a separate license in which case the terms of that license will govern.
    2. 1.2 Single Use License. If you purchased a single use license, then subject to the terms and conditions of this Agreement, PC Tools grants to You a personal, limited, non-exclusive, non-transferable license to install, use and run one copy of the Software on no more than one computer, workstation, laptop, or other device ("Workstation"), solely in executable form and solely to create back-ups of hard drives directly connected to the Workstation. A single use license for the Software may not be shared or used concurrently on a different Workstation.
    3. 1.3 Multiple Use License. If you purchased a multiple use license, then subject to the terms and conditions of this Agreement, PC Tools grants to You a personal, limited, non-exclusive, non-transferable license to install, use and run the Software on that number of Workstations described in the product documentation, solely in executable form and solely to create back-ups of hard drives directly connected to the Workstations. A multiple use license may be used concurrently on multiple Workstations up to the maximum number of Workstations allowed by the license You purchased.
    4. 1.4 Replacement Workstations. The license rights granted under this Agreement are limited to the Workstation(s) upon which You first install the Software. In the event that You replace or upgrade Your Workstation, You may transfer the Software to the replacement Workstation. After such a transfer, You must completely remove the Software from the Workstation being replaced. If You wish to expand the number of installations of the Software You may purchase additional licenses from PC Tools. Any additional licenses will be subject to the terms of this Agreement.
    5. 1.5 Restrictions. Except as expressly permitted under this Agreement, You will not, and will not allow any third party to: (a) copy the Software or the documentation accompanying the Software ("Documentation") (except for one copy for backup and disaster recovery purposes or as described in the Documentation); (b) modify, translate, adapt, alter, or create derivative works from the Software; (c) merge the Software with any other software or documentation; (d) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Software; (e) distribute, sublicense, rent, lease or loan the Software to any third party; or (f) use the Software for the business needs of another person or entity, including without limitation, providing outsourcing, service bureau, software as a service, commercial hosting, application service provider or on-line services to third parties. You may not remove, alter or obscure any proprietary notice that appears on the Software or on any copies made in accordance with this Agreement.
  2. Your Right to Copy Materials. The Software may be used to copy materials located on Your Workstation for backup purposes. You, not PC Tools, are responsible for determining whether you have the right to copy such materials and Your license to use the Software does not extend to copying copyrighted materials which you are not permitted to copy.
  3. System Requirements.
    1. 3.1 Direct-Attached Backup Devices. The minimum system requirements for the Software are: Windows XP using an NTFS file system, a CD-ROM drive, 200MB available hard disk space, a PC Tools Drive or an external USB hard drive, and a USB port. You acknowledge that the performance of the Software may be affected by the performance of Your Workstation, and that use of a USB 2.0 port is strongly recommended. You are solely responsible for ensuring that Your Workstation meets the minimum system requirements listed above, and You further acknowledge that failure to use a USB 2.0 connection may result in a low data transfer rate by the Software.
    2. 3.2 Network-Attached Backup Devices. The minimum system requirements for the Software are: Windows XP using an NTFS file system, a CD-ROM drive, 200MB available hard disk space, an Ethernet network port, an external hard drive with Ethernet network port that provides Windows shares visible on the network. You acknowledge that the performance of the Software may be affected by the performance of the external hard drive. You are solely responsible for ensuring that Your Workstation, backup device, and network meet the minimum system requirements listed above.
  4. Term and Termination. This Agreement begins on the Effective Date and, unless terminated earlier as set forth in this Agreement, continues indefinitely. This Agreement will automatically terminate if You breach a material term of this Agreement. Upon termination of this Agreement, You agree to immediately cease all use of the Software, destroy all copies of the Software, and, upon the request of PC Tools, certify in writing Your compliance with the terms and conditions of this Section 4. Sections 4, 5, 6, 7 and 10 of this Agreement shall survive termination of this Agreement.
  5. Warranty and Disclaimer.
    1. 5.1 Warranty. PC Tools warrants that the Software will perform substantially in accordance with the Documentation for a 90-day period from the Effective Date. Your sole and exclusive remedy is for PC Tools to repair or replace the Software. Any error correction provided to You will not extend the period of the warranty. PC Tools will have no obligation under this Section 5.1 or otherwise with respect to any alleged breach of this Agreement based on or resulting from: (a) any unauthorized use, reproduction, or distribution of the Software by You; (b) any use of the Software in combination with other products, equipment, software, business methods, or data not supplied by PC Tools; (c) any errors or defects caused by third party hardware or software; or (d) any accident, abuse, misapplication, misuse, abnormal use, or third-party virus.
    2. 5.2 Disclaimer of Warranty. PC TOOLS DOES NOT WARRANT THAT: (A) THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT FUNCTIONS CONTAINED IN THE SOFTWARE WILL OPERATE IN COMBINATIONS OF SOFTWARE OR HARDWARE THAT MAY BE SELECTED FOR USE BY YOU; (B) THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; OR (C) ANY RESULTS, OUTPUT, OR DATA PROVIDED THROUGH OR GENERATED BY THE SOFTWARE WILL BE ACCURATE, UP-TO-DATE, COMPLETE OR RELIABLE. EXCEPT AS EXPRESSLY STATED IN THIS SECTION 5, TO THE MAXIMUM EXTENT PERMITTED BY LAW, PC TOOLS SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, ORAL OR WRITTEN, ARISING BY LAW OR OTHERWISE, RELATING TO THIS AGREEMENT AND THE SOFTWARE AND ANY SERVICES PROVIDED TO YOU, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS.
  6. Limitation of Liability. THE LIABILITY OF PC TOOLS UNDER THIS AGREEMENT, REGARDLESS OF THE BASIS OF LIABILITY OR THE FORM OF ACTION, WILL NOT EXCEED THE FEES PAID TO PC TOOLS FOR THE SOFTWARE CAUSING THE LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PC TOOLS SHALL HAVE NO LIABILITY FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, WHETHER FOR BREACH OF CONTRACT, NEGLIGENCE OR OTHERWISE, AND REGARDLESS OF WHETHER PC TOOLS HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES, INCLUDING WITHOUT LIMITATION, THE USE OR INABILITY TO USE THE SOFTWARE, OR ANY RESULTS OBTAINED FROM OR THROUGH THE SOFTWARE. PC TOOLS SHALL NOT BE LIABLE FOR DATA LOSS OR ANY NETWORK-RELATED PROBLEMS ATTRIBUTABLE TO THE SOFTWARE. THESE LIMITATIONS WILL APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
  7. Consent to Use Data. In an effort to monitor and improve the performance of the Software PC Tools will have the right to extract, compile, synthesize, and analyze anonymous, non-personal information about the configuration of the Workstation being backed up by the Software and the performance of the Software with the Workstation ("Data"). To the extent that any Data is collected by PC Tools, such Data will be solely owned by PC Tools and may be used by PC Tools for any lawful business purpose in an aggregated form without specifically identifying the source of the Data.
  8. Transfer and Assignment. You may not assign, delegate or otherwise transfer the Software, this Agreement or any of Your rights or obligations under this Agreement without the prior written consent of PC Tools, and then only if (a) You transfer all Software and do not retain a copy and (b) the transferee reads and agrees to be bound by this Agreement. This restriction on transfer and assignment applies to Software that is bundled with an external hard drive or other backup device. Assignment of this Agreement will not release You from any prior outstanding obligation under this Agreement or allow You or Your assignee to expand the number of installations of the Software authorized under this Agreement. This Agreement is freely assignable by PC Tools and will inure to the benefit of PC Tools' successors and assigns. Any transfer or assignment in violation of this Section 8 is null and void.
  9. United States Government Restricted Rights. For the purposes of United States government procurement, the Software is comprised of "Commercial Computer Software" and "Commercial Computer Software Documentation," as such terms are used in 48 C.F.R. 12.212 or 48 C.F.R. 227.7202, as applicable. Consistent with 48 C.F.R. 12.212 or 48 C.F.R. 227.7202-1 through 4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are licensed to any U.S. Government customers: (a) only as Commercial Items; and (b) with only those rights as are granted to all other customers pursuant to the terms of this Agreement.
  10. Additional Terms. If any provision of this Agreement is found to be unenforceable, such term will be considered severable from the remaining terms, which will continue to be valid and enforceable. You acknowledge that the Software and related technical data and services (collectively "Controlled Technology") may be subject to the import and export laws of the United States, specifically the U.S. Export Administration Regulations (EAR), and the laws of any country where Controlled Technology is imported or re-exported. You agree to comply with all relevant laws and will not export any Controlled Technology in contravention to U.S. law nor to any prohibited country, entity, or person for which an export license or other governmental approval is required. All PC Tools product is prohibited for export or re-export to Cuba, North Korea, Iran, Syria and Sudan and to any country subject to relevant trade sanctions. USE OR FACILITATION OF PC TOOLS PRODUCT IN CONNECTION WITH ANY ACTIVITY INCLUDING, BUT NOT LIMITED TO, THE DESIGN, DEVELOPMENT, FABRICATION, TRAINING, OR TESTING OF CHEMICAL, BIOLOGICAL, OR NUCLEAR MATERIALS, OR MISSILES, DRONES, OR SPACE LAUNCH VEHICLES CAPABLE OF DELIVERING WEAPONS OF MASS DESTRUCTION IS PROHIBITED, IN ACCORDANCE WITH U.S. LAW. Any amendments or modifications of this Agreement will be binding upon the parties only if made in writing and signed by authorized representatives of both parties. Under no circumstances will the preprinted terms of any purchase order apply to this Agreement. No failure or delay on the part of either of the parties in exercising any right will operate as a waiver, nor will any single or partial exercise by the either of the parties of any right preclude any other or further exercise thereof or the exercise of any other right. All notices, consents and approvals under this Agreement must be delivered in writing by personal delivery, electronic facsimile or certified mail, postage pre-paid, to the other party via its registered agent or at such other address as may be later designated by such party. This Agreement will be governed by the laws of the State of California without regard to conflicts of law principles. No agency, partnership, or joint venture is created by this Agreement. The parties are and remain at all times independent contractors and not agents or employees of the other party.
    ** If you are a resident of Oceania at the time you either first purchased or first installed the Software (whichever occurred first), then the licensor of the Software is an Australian Company, PC Tools S.à.r.l. Ltd ACN 108 759 208 and the parties to this Agreement will be you and that entity. Any reference to 'PC Tools' in this Agreement shall then be read accordingly. For the purposes of this Agreement "Oceania" means American Samoa, Antarctica, Australia and its outside territories, including Heard Island & McDonald Islands, Cocos (Keeling) Islands, Christmas Island, Ashmore & Carter Islands, and Coral Sea Islands, Cook Islands, Fiji, French Polynesia, Guam, Kiribati, Marshall Islands, Federated States of Micronesia, Nauru, New Caledonia, New Zealand, Niue, Norfolk Island, Northern Mariana Islands, Palau, Papua New Guinea, Pitcairn Islands, Samoa, Solomon Islands, Tokelau, Tonga, Tuvalu, Vanuatu and Wallis and Futuna Islands.