QUICKTIME 7 SITE LICENSE AGREEMENT
APPLE COMPUTER, INC.
Software Licensing Department
12545 Riata Vista Circle
MS 198 3-SWL
Austin, TX 78727
Licensee (Company Name): _______________________________________________ Individual to Contact: _______________________________________________ Street Address: _______________________________________________ City: ___________________________________ State: _______________________ Zip/Postal Code: _____________________ ________ Country: _____________ Telephone Number: ______________________________________________ Fax Number: ____ __________________________________________ E-Mail Address (Required): ________________________________________ Licensee's Site:__________________________________________________________ (provide name and address of Licensee's page/URL on the World Wide Web, if applicable)
Apple Computer, Inc. ("Apple") and Licensee agree the terms and conditions of this Agreement shall govern Licensee's use of the Apple Software.
The QuickTime 7 software, documentation and any fonts, whether in read only memory or on any media (the “QuickTime Software”) are licensed, not sold, to Licensee by Apple. Licensee may not distribute Public Preview versions of QuickTime 7..
2. No License to QuickTime 7 Pro
The QuickTime Software licensed under this Agreement does not include Apple’s QuickTime 7 Pro software, and this Agreement does not grant Licensee any rights to any copy of QuickTime 7 Pro. Licensee’s rights to any copy of QuickTime 7 Pro in its possession shall continue to be governed by the Software License that accompanies such copy. If Licensee wishes to upgrade any copies of QuickTime 7 installed pursuant to this Agreement to QuickTime 7 Pro, Licensee must purchase from Apple a QuickTime 7 Pro access code for each such copy.
3.Permitted Uses and Restrictions
Subject to the terms and conditions of this Agreement, Apple grants to Licensee a nontransferable, nonexclusive limited right to have an information systems professional perform a network installation or CD-ROM installation of the QuickTime Software on an unlimited number of computers, which licensee owns or leases, creating a representative company desktop enabling Licensee's authorized users (employees and/or contractors) to use the QuickTime Software, for business purposes only, without having to perform their own installation, provided that the terms set forth in the Software License that accompanies the QuickTime Software (the “End User License”), attached herein as Exhibit A, will govern each authorized user’s use of the QuickTime Software. As a condition of the rights granted herein, each installation of the QuickTime Software must result in the QuickTime Player icon residing on the desktop of each authorized user. Licensee is responsible for ensuring that the End User License is posted on Licensee's internal website and that each authorized user is aware of and complies with the terms of the End User License. Licensee may make one copy of the QuickTime Software in machine-readable form for backup purposes only. Any backup copy must include all copyright information contained on the QuickTime Software. Licensee may not decompile, reverse engineer, disassemble, modify, rent, lease, loan, distribute, or create derivative works from, the QuickTime Software. Licensee is solely responsible for all expenses incurred in the copying and installation of the QuickTime Software.
4.New Versions of Apple Software
Apple may authorize Licensee by notice to distribute any updated or extended version of the QuickTime Software pursuant to the terms of this Agreement. Apple reserves the right to license any new version of the QuickTime Software separately and subject to different terms and conditions. In the event that Apple makes a new version available, upon written request from Apple, Licensee agrees that within six (6) months of receipt of such request, Licensee will cease distribution of prior versions of the QuickTime Software and begin distribution of the new version and will post the terms of the End User License that accompanies the new version of the QuickTime Software on Licensee's internal website as specified in Section 3 above.
5. Effective Date; Term
5.1 Effective Date and Term. The Effective Date of this Agreement will be the date
of execution by Apple.
5.2 Right to Terminate. Licensee may terminate this Agreement at any time by
providing written notice to Apple. If any breach of this Agreement by Licensee continues for more than thirty (30) days after Licensee's receipt of Apple's written notice, Apple may terminate this Agreement by written notice to Licensee, whereupon this license and all rights granted to Licensee herein shall immediately cease. Apple may immediately upon written notice terminate this Agreement if Licensee becomes insolvent, has a receiver appointed, makes an assignment for the benefit of creditors, or becomes the subject of any proceeding under any bankruptcy, insolvency, or debtor’s relief law. No delay, omission or failure to exercise any right or remedy provided for in this Agreement shall be deemed a waiver thereof, nor shall it be deemed to be a waiver of any other or subsequent breach. The rights of the parties under this clause are in addition to any other rights and remedies provided by law or under this Agreement.
5.3 Effect of Termination or Expiration. Upon termination or expiration, all licenses
to the QuickTime Software will terminate and Licensee will discontinue all use of the QuickTime Software, including without limitation any further copying or distribution of the QuickTime Software and shall return to Apple or destroy or delete (with certification of destruction or deletion) all copies of QuickTime Software. The provisions of Sections 1, 2, 5.2, 5.3, 7, 8, 9, 10, 11, 12, 13, and 14 will survive termination or expiration of this Agreement.
6. Distribution Reports
During the term of this Agreement, Licensee agrees to prepare and provide to Apple an annual Distribution Report stating the number of copies of the QuickTime Software distributed during the previous calendar year. Licensee shall submit the Distribution Report electronically to sw.license@http://m.wendangku.net/doc/1ae17f2310a6f524ccbf8543.html within thirty (30) days of the close of each calendar year and shall maintain such records for one (1) year after the last copy of the QuickTime Software has been distributed.
7. Disclaimer of Warranty on Apple Software.
Licensee agrees that use of the QuickTime Software is at Licensee’s risk. The QuickTime Software is provided “AS IS” and without warranty of any kind and Apple and Apple's licensor(s) (for the purposes of Sections 7 and 8), Apple and Apple's licensor(s) shall be collectively referred to as "Apple") EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, REGARDING THE QUICKTIME SOFTWARE OR ITS USE AND OPERATION ALONE OR IN COMBINATION WITH LICENSEE PROGRAMS. Neither Licensee, nor its employees or contractors have any right to make any other represenation, warranty or promise with respect to the QuickTime Software. 8. Limitation of Liability
IN NO EVENT WILL APPLE BE LIABLE FOR SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATED TO THE USE, SALE OR DISTRIBUTION OF QUICKTIME SOFTWARE BY LICENSEE OR ANY THIRD PARTY, WHETHER UNDER THEORY OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF APPLE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL APPLE’S LIABILITY UNDER THIS AGREEMENT EXCEED THE AMOUNT OF $500.
9. No Indemnification by Apple
Apple has no obligation to indemnify, defend or hold Licensee harmless from and against any claim that the QuickTime Software infringes any third party patent, copyright, trademark or other intellectual property right. Licensee will promptly notify Apple of any such claim.
10. Indemnification by Licensee
Licensee will indemnify, defend and hold Apple harmless from any and all claims, damages, losses, liabilities, costs and expenses (including reasonable fees of attorneys and other professionals) arising out of or in connection with Licensee's and its employees’ installation and use of the QuickTime Software, except that Licensee’s indemnification obligation will not apply to claims, damages, losses, liabilities, costs or expenses (including reasonable fees of attorneys and other professionals) arising solely out of a claim that the QuickTime Software by itself infringes any third party patent, copyright, trademark or other intellectual property right. Apple will promptly notify Licensee of any claims for which Licensee is obligated to indemnify Apple under this
paragraph and will provide reasonable cooperation and assistance in connection with such claims.
You may not use or otherwise export or reexport the QuickTime Software except as authorized by United States law and the laws of the jurisdiction in which the QuickTime Software was obtained. In particular, but without limitation, the QuickTime Software may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. By using the QuickTime Software, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use the QuickTime Software for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of nuclear, missiles, or chemical or biological weapons.
This Agreement will be binding on the assigns, heirs and successors (whether through merger or otherwise) of the parties, except that it may not be assigned by Licensee by any means, including without limitation, by operation of law or merger. Any attempted assignment of this Agreement in violation of this section will be void.
13. Government End Users
The QuickTime Software and related documentation are "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting 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. §227.7202-1through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.
14. Governing Law
This Agreement will be governed by and construed in accordance with the laws of the State of California as applied to agreements entered into and to be performed entirely within California between California residents. Any litigation or other dispute resolution between the parties relating to this Agreement will take place in the Northern District of California. The parties consent to the personal jurisdiction of, and venue in, the state and federal courts within that District.
15. Complete Understanding
This Agreement, including all Exhibits attached, constitutes the entire Agreement between the parties concerning the use and distribution of the QuickTime Software licensed hereunder. Any waiver or amendment of any provision of this Agreement will be effective only if in writing and signed by authorized representatives of both parties.
Understood and Agreed to by the duly authorized representatives of the parties: LICENSEE: APPLE:
By: ___________________________ By: ___________________________ (signature) (signature)
Printed Name: _____________________ Printed Name: _____________________ Title: ___________________________ Title: Administrator__________________ Date: ___________________________ Date: _____________________________
END USER LICENSE AGREEMENT
Apple Computer, Inc.
Software License Agreement
PLEASE READ THE TERMS OF THIS SOFTWARE LICENSE AGREEMENT ("LICENSE") WHICH IS EITHER ENCLOSED IN THE SOFTWARE PACKAGE AND/OR PRESENTED ELECTRONICALLY WHEN ACCESSING THE SOFTWARE. BY CLICKING THE "AGREE/ACCEPT" BUTTON, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, CLICK "DISAGREE/DECLINE" AND (IF APPLICABLE) RETURN THE APPLE SOFTWARE TO THE PLACE WHERE YOU OBTAINED IT FOR A REFUND. 1. General.The software, documentation and any fonts accompanying this License whether on disk, in read only memory, on any other media or in any other form (collectively the "Apple Software") are licensed, not sold, to you by Apple Computer, Inc. ("Apple") for use only under the terms of this License, and Apple reserves all rights not expressly granted to you. The rights granted herein are limited to Apple's and its licensors' intellectual property rights in the Apple Software and do not include any other patents or intellectual property rights. You own the media on which the Apple Software is recorded but Apple and/or Apple's licensor(s) retain ownership of the Apple Software itself. The rights granted under the terms of this License include any software upgrades that replace and/or supplement the original Apple Software product, unless such upgrade contains a separate license.
2. Permitted License Uses and Restrictions. This License allows you to install and use one copy of the Apple Software on a single computer at a time. This License does not allow the Apple Software to exist on more than one computer at a time, and you may not make the Apple Software available over a network where it could be used by multiple computers at the same time. You may make one copy of the Apple Software in machine-readable form for backup purposes only; provided that the backup copy must include all copyright or other proprietary notices contained on the original. Except as and only to the extent expressly permitted in this License or by applicable law, you may not copy, decompile, reverse engineer, disassemble, modify, or create derivative works of the Apple Software or any part thereof. THE APPLE SOFTWARE IS NOT INTENDED FOR USE IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL SYSTEMS, LIFE SUPPORT MACHINES OR OTHER EQUIPMENT IN WHICH THE FAILURE OF THE APPLE SOFTWARE COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.
3. Transfer. You may not rent, lease, lend or sublicense the Apple Software. You may, however, make a one-time permanent transfer of all of your license rights to the Apple Software to another party, provided that: (a) the transfer must include all of the Apple Software, including all its component parts, original media, printed materials and this License; (b) you do not retain any copies of the Apple Software, full or partial, including copies stored on a computer or other storage device; and (c) the party receiving the Apple Software reads and agrees to accept the terms and conditions of this License.
NFR Copies: Notwithstanding other sections of this License, Apple Software labeled or otherwise provided to you on a promotional basis may only be used for demonstration, testing and evaluation purposes and may not be resold or transferred.
4. Termination.This License is effective until terminated. Your rights under this License will terminate automatically without notice from Apple if you fail to comply with any term(s) of this License. Upon the termination of this License, you shall cease all use of the Apple Software and destroy all copies, full or partial, of the Apple Software.
5. Limited Warranty on Media.Apple warrants the media on which the Apple Software is recorded and delivered by Apple to be free from defects in materials and workmanship under normal use for a period of ninety (90) days from the date of original retail purchase. Your exclusive remedy under this Section shall be, at Apple’s option, a refund of the purchase price of the product containing the Apple Software or replacement of the Apple Software that is returned to Apple or an Apple authorized representative with a copy of the receipt. THIS LIMITED WARRANTY AND ANY IMPLIED WARRANTIES ON THE MEDIA INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, OF SATISFACTORY QUALITY, AND OF FITNESS FOR A PARTICULAR PURPOSE, ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF ORIGINAL RETAIL PURCHASE. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. THE LIMITED WARRANTY SET FORTH HEREIN IS THE ONLY WARRANTY MADE TO YOU AND IS PROVIDED IN LIEU OF ANY OTHER WARRANTIES (IF ANY) CREATED BY ANY DOCUMENTATION OR PACKAGING. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY BY JURISDICTION.
6. Disclaimer of Warranties.YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE APPLE SOFTWARE IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. EXCEPT FOR THE LIMITED WARRANTY ON MEDIA SET FORTH ABOVE AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE APPLE SOFTWARE IS PROVIDED "AS IS", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND APPLE AND APPLE'S LICENSORS (COLLECTIVELY REFERRED TO AS "APPLE" FOR THE PURPOSES OF SECTIONS 6 AND 7) HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE APPLE SOFTWARE, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. APPLE DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE APPLE SOFTWARE, THAT THE FUNCTIONS CONTAINED IN THE APPLE SOFTWARE WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE APPLE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE APPLE SOFTWARE WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY APPLE OR AN APPLE AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SHOULD THE APPLE SOFTWARE PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR
LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU. QuickTime Player automatically produces search results that reference sites and information located worldwide throughout the Internet. Because Apple has no control over such sites and information, Apple makes no guarantees as to such sites and information, including: (i) the accuracy, currency, content, or quality of any such sites and information, or (ii) whether an Apple search completed through the QuickTime Player may locate unintended or objectionable content. Because some of the content on the Internet consists of material that is adult-oriented or otherwise objectionable to some people or viewers under the age of 18, the results of any search or entering of a particular URL using the QuickTime Player may automatically and unintentionally generate links or references to objectionable material. By using the QuickTime Player, you acknowledge that Apple makes no representations or warranties with regard to the appropriateness of the content viewed through the QuickTime Player, whether on a pre-installed channel button or as a result of your search. Apple does not guarantee the sequence, accuracy, completeness or timeliness of the content played through the QuickTime Player. Apple, its officers, affiliates and subsidiaries shall not, directly or indirectly, be liable, in any way, to you or any other person for the content you receive using the QuickTime Player or for any inaccuracies, errors in or omissions from the content.
7. Limitation of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL APPLE BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE APPLE SOFTWARE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF APPLE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall Apple's total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of fifty dollars ($50.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.
8. Export Law Assurances. You may not use or otherwise export or reexport the Apple Software except as authorized by United States law and the laws of the jurisdiction in which the Apple Software was obtained. In particular, but without limitation, the Apple Software may not be exported or re-exported (a) into (or to a national or resident of) any U.S. embargoed countries (currently Cuba, Iran, Iraq, Libya, North Korea, Sudan and Syria) or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. By using the Apple Software, you represent and warrant that you are not located in, under control of, or a national or resident of any such country or on any such list.
9. Government End Users.The Apple Software and related documentation are "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting 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. §227.7202-1through 227.7202-4, as applicable, the Commercial Computer Software and Commercial
Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.
10. Controlling Law and Severability. This License will be governed by and construed in accordance with the laws of the State of California, as applied to agreements entered into and to be performed entirely within California between California residents. This License shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of this License shall continue in full force and effect. 11. Complete Agreement; Governing Language.This License constitutes the entire agreement between the parties with respect to the use of the Apple Software licensed hereunder and supersedes all prior or contemporaneous understandings regarding such subject matter. No amendment to or modification of this License will be binding unless in writing and signed by Apple. Any translation of this License is done for local requirements and in the event of a dispute between the English and any non-English versions, the English version of this License shall govern.
12. MPEG-2 Notice.To the extent that the Apple Software contains MPEG-2 functionality, the following provision applies: ANY USE OF THIS PRODUCT OTHER THAN CONSUMER PERSONAL USE IN ANY MANNER THAT COMPLIES WITH THE MPEG-2 STANDARD FOR ENCODING VIDEO INFORMATION FOR PACKAGED MEDIA IS EXPRESSLY PROHIBITED WITHOUT A LICENSE UNDER APPLICABLE PATENTS IN THE MPEG-2 PATENT PORTFOLIO, WHICH LICENSE IS AVAILABLE FROM MPEG LA, L.L.C, 250 STEELE STREET, SUITE 300, DENVER, COLORADO 80206.
13. Use of MPEG-4.This product is licensed under the MPEG-4 Systems Patent Portfolio License for encoding in compliance with the MPEG-4 Systems Standard, except that an additional license and payment of royalties are necessary for encoding in connection with (i) data stored or replicated in physical media which is paid for on a title by title basis and/or (ii) data which is paid for on a title by title basis and is transmitted to an end user for permanent storage and/or use. Such additional license may be obtained from MPEG LA, LLC. See http://m.wendangku.net/doc/1ae17f2310a6f524ccbf8543.html for additional details.
Additional use licenses and fees are required for use of information encoded in compliance with the MPEG-4 Visual Standard other than the personal and non-commercial use of a consumer (i) in connection with information which has been encoded in compliance with the MPEG-4 Visual Standard by a consumer engaged in a personal and non-commercial activity, and/or (ii) in connection with MPEG-4 encoded video under license from a video provider. Additional information including that relating to promotional, internal and commercial uses and licensing may be obtained from MPEG LA, LLC. See http://m.wendangku.net/doc/1ae17f2310a6f524ccbf8543.html.