User guide

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Appendix C. Vector NTI
®
Express Designer Software
and Support Product License Agreement
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VECTOR NTI
®
EXPRESS DESIGNER SOFTWARE
END USER LICENSE AGREEMENT
This is a legal agreement between you, the person or entity receiving software products and/or software support (“Licensee”),
and Life Technologies Corporation, having offices at 5791 Van Allen Way, Carlsbad California 92008 USA (“Licensor”). This
agreement is part of a package that includes one or more software products and certain electronic and/or written materials.
This agreement covers your licensing of such software and/or purchase of support.
You must agree to the terms in this End User License Agreement (“EULA”) in order to access the software and/or receive
support.
BY CLICKING YOUR ACCEPTANCE OF THIS EULA, OR BY INSTALLING OR USING THE SOFTWARE (defined below) OR ANY
OTHER COMPONENT OF THE PACKAGE, YOU ACKNOWLEDGE THAT YOU HAVE READ ALL OF THE TERMS AND
CONDITIONS OF THIS EULA, UNDERSTAND THEM, AND AGREE TO BE LEGALLY BOUND BY THEM. If you do not agree to
the terms of this EULA, you may not install or use the Software, and may return it to Licensor for a refund or product credit.
In addition to the restrictions imposed under this EULA, any other usage restrictions contained in the Order (defined below),
Software installation instructions or release notes, and Support policies (defined below) shall apply to your use of the
Software and receipt of Support.
As used in this EULA: “Authorized Users” means, collectively, the personnel authorized by you to use the Software for your benefit,
provided you have both purchased a License (as defined below) and paid the corresponding license fees. Unless otherwise expressly
allowed by this EULA, Authorized Users may include only your employees and agents having a need to know, and Authorized Users
may not be entities or persons in the business of licensing or otherwise providing products or services competitive with the Software.
“Designated Site” means your facilities or offices located at the postal address provided to Licensor for your billing and invoicing
purposes, unless otherwise indicated in a license key provided to you. “Software” means the software product(s) accompanying this
EULA and the content therein; including the associated user manuals, user documentation and application program interfaces, and
License Numbers and Registration Key(s) provided, and any patches, updates, upgrades, improvements, enhancements, fixes and
revised versions of any of the foregoing that may be provided to you from time to time, and any combination of the foregoing. “License
Number” means the code provided to you by Licensor to enable you to obtain a Registration Key. “Registration Key” means the key
provided by Licensor with which you activate your copy of the Software. “Order” means that part of a written or electronic document
that identifies (1) the Software to be licensed to you, (2) the Authorized Scope (defined below), (3) any Support purchases, (4) the
purchase price, and (5) location for delivery, and in each case as expressly agreed upon by Licensor. “Affiliate” means any entity
Controlling, Controlled by, or under common Control with the referenced entity, where the term “Control” means the possession, direct
or indirect, of the power to direct or cause the direction of the management and policies of an entity, whether through the ownership of
voting securities, by contract, or otherwise.
1. Y
OUR PAYMENT OBLIGATIONS. You agree to pay all amounts due or incurred by you, including any late payment fees, as are
specified in this EULA, in the Order, and/or any associated invoice. All fees and amounts due Licensor are exclusive of all taxes, duties
shipping fees, and similar amounts. If any authority imposes a duty, tax or similar amount (other than taxes based on Licensor’s
income), you agree to pay, or to promptly reimburse Licensor for, all such amounts. Unless otherwise indicated, all invoices are
payable thirty (30) days from the date of invoice. Overdue amounts are subject to a late payment charge, at the lower rate of (i) one and
one-half percent (1.5%) per month, or (ii) the maximum rate under applicable law. You agree to promptly pay or reimburse Licensor for all
costs and expenses, including all reasonable attorneys’ fees, related to breach of your obligations under this EULA and/or Licensor’s
enforcement of this EULA. All shipments by Licensor or its designee are FCA point of shipment (Incoterms 2000).
2. A
CCEPTANCE. Except with respect to Software provided under a Trial or Demonstration License (each defined below), you will be
deemed to have accepted the Software unless you provide written notice of rejection within ten (10) days after receipt of the Software or
the corresponding License Number and Registration Key, if any (whichever event occurs first). Any such notice must state the reason
for rejection, and you may only reject the Software if it fails to materially comply with its accompanying documentation. If you reject the
Software, Licensor’s sole obligation and liability, and your sole and exclusive remedy, shall be for Licensor to use commercially
reasonable efforts to deliver to you a replacement for the nonconforming Software, and if Licensor is not able to deliver a replacement
for the Software, then Licensor will refund any license fees paid by you for the Software, and in the event of any such refund, the EULA
shall terminate. Software provided under a Trial or Demonstration license shall be deemed accepted upon receipt.
3. G
RANT OF SOFTWARE LICENSE. Subject to the terms and conditions of this EULA, Licensor grants to you a non-exclusive, non-
transferable license (“License”) for Authorized Users to use the Software and Support for your internal operations and internal data
16 Vector NTI
®
Express Designer Installation and Licensing Guide