MUTUALINK, INC. END-USER SOFTWARE LICENSE (EULA) FOR MASTER LICENSES
BY DOWNLOADING OR INSTALLING, OR USING MUTUALINK SOFTWARE YOU ARE AGREEING TO TERMS OF THIS LICENSE. IF YOU DO NOT AGREE WITH THE TERMS OF THIS LICENSE DO NOT DOWNLOAD OR USE THIS SOFTWARE, OR IF DOWNLOADED IMMEDIATELY REMOVE THE SOFTWARE FROM YOUR COMPUTING DEVICE.
THIS END-USER LICENSE MAY BE PART OF OR ISSUED PURSUANT TO A MASTER COMMERCIAL SOFTWARE LICENSE, APPLICATION, NETWORK SERVICES AGREEMENT, MASTER LICENSE AGREEMENT OR OTHER FORM OF CONTRACT WITH LICENSE TERMS ("MASTER LICENSE") BETWEEN MUTUALINK AND THE LICENSEE PARTY (THE "LICENSEE"), THE TERMS OF WHICH GOVERN THE PERMITTED USE AND OPERATION OF THE MUTUALINK SOFTWARE BY THE LICENSEE AND THOSE END-USERS OF LICENSEE WHO ARE PERMITTED TO USE INSTANCES OR COPIES OF THE MUTUALINK SOFTWARE AS SPECIFIED UNDER THE MASTER LICENSE. THE FAILURE OF THE LICENSEE TO COMPLY WITH THE MASTER LICENSE OR TIMELY PAY LICENSEE FEES AS SPECIFIED UNDER THE MASTER AGREEMENT MAY RESULT IN THE TERMINATION OF AN END-USER'S RIGHT TO USE THE SOFTWARE AND BEING DENIED ACCESS TO USE IT. MUTUALINK IS NOT REQUIRED TO PROVIDE ADVANCE NOTICE TO PERMITTED INDIVIDUAL END-USERS REGARDING TERMINATION OR DENIAL OF ACCESS.
ORGANIZATIONAL END-USERS/ AUTHORIZED END-USERS OF LICENSEE:
IF YOU ARE A PERMITTED USER OF MUTUALINK SOFTWARE BECAUSE YOU ARE PART OF AN ORGANIZATION THAT IS THE NAMED LICENSEE UNDER A MASTER LICENSE WITH RIGHTS TO USE THE MUTUALINK SOFTWARE, YOUR USE OF THE MUTUALINK SOFTWARE IS PERMITTED ONLY AS AN AUTHORIZED END-USER SUBJECT TO COMPLIANCE WITH THE TERMS OF THIS LICENSE AND THE TERMS OF ANY MASTER LICENSE. YOUR PERMITTED USE IS ALSO SUBJECT TO THE AUTHORIZATION, PERMISSION AND RULES OF USE ESTABLISHED BY THE LICENSEE. THE FAILURE TO ADHERE TO THE TERMS OF THIS LICENSE WILL RESULT IN THE IMMEDIATE TERMINATION OF THIS LICENSE AS WELL AS RESULT IN A VIOLATION OF THE MASTER LICENSE. YOUR USE OF THIS SOFTWARE IS STRICTLY LIMITED TO USE IN CONNECTION WITH THE AUTHORIZED INTERNAL BUSINESS OR GOVERNMENT FUNCTIONS OF THE LICENSEE.
WHAT THIS APPLIES TO:
THIS LICENSE APPLIES TO ALL MUTUALINK SOFTWARE DESIGNED AND INTENDED FOR OPERATION ON END-USER COMPUTING DEVICES, INCLUDING MOBILE WIRELESS COMPUTING AND COMMUNICATIONS DEVICES SUCH AS AND INCLUDING APPLE IOS®, IPHONE®, AND IPAD® DEVICES AND ANDROID™ BASED MOBILE PHONES AND TABLETS ("MOBILE PLATFORM VERSIONS") AND PERSONAL DESKTOP AND PORTABLE COMPUTER DEVICES RUNNING OPERATING PLATFORMS SUCH AS WINDOWS® AND LINUX VARIANTS. THE MUTUALINK SOFTWARE COVERED BY THIS LICENSE INCLUDES VERSIONS OF MUTUALINK'S @TEAM™, @COMMAND™, MUTUALINK INTEROPERABLE WORKSTATION, MUTUALINK EDGE™ AND OTHER SOFTWARE DESIGNED OR INTENDED FOR END-USER COMPUTING DEVICES.
IMPORTANT NOTE REGARDING COPYRIGHT MATERIALS:
THE MUTUALINK SOFTWARE HAS FUNCTIONS THAT ENABLE THE SHARING AND REPRODUCTION OF DIGITAL MATERIALS, AND IT IS LICENSED ONLY FOR SENDING AND REPRODUCTION OF NON-COPYRIGHTED MATERIALS, MATERIALS IN WHICH THE LICENSEE HAS OWNERSHIP, OR MATERIALS AUTHORIZED FOR USE BYA THIRD PARTY OWNER OF SUCH MATERIALS.
2. PERMITTED LICENSE USES AND RESTRICTIONS.
A. Subject to the terms and conditions of this License and any Master License in effect, you are granted a limited non-transferable license to install, operate and use the Mutualink Software in object code form only on mobile computing devices and computing devices that are authorized by the Master Licensee. You may not distribute or make the Mutualink Software available over a network where it could be used by multiple devices at the same time. You may not rent, lease, lend, sell, transfer, redistribute or sublicense Mutualink Software.
B. You agree to use the Mutualink Software in compliance with all applicable laws, including local laws of the country or region in which you reside or in which you download or use the Mutualink Software. The push to talk (PTT), mapping location (Mapping), video sharing (Video), text (Text), and file sharing (File) functionality of the Mutualink Software requires broadband internet access and may not be available in all areas of use or operation. Further, you understand that the performance of Mutualink Software requires adequate broadband internet connectivity to enable the transmission and receipt of data and communications content, and individual wireless carriers may use or implement various broadband data restriction, throttling, rationing, congestion mitigation or denial schemes and methods to limit broadband data utilization and throughput which may compromise or interfere with the use or operation of the Mutualink Software.
C. By using the Mutualink Software, you agree that Mutualink and the Master Licensee may use and store your application and virtual private networking (VPN) access credentials and other information that you provide, including unique account identifiers, passwords, identifying information for the purpose of authenticating and validating your user identity, your access privileges, and other related matters.
D. You may not and you agree not to copy decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, modify, or create derivative works of the Mutualink Software or any services provided by the Mutualink Software, or any part thereof, or to enable or assist others to do the same. Any attempt to do so is a violation of the rights of Mutualink and its licensors. If you breach this restriction, you may be subject to prosecution and damages. This applies whether or not you are acting in your official government or business capacity, to the extent permitted by law.
3. LIMITED CONSENT TO USE OF DATA FOR SUPPORT, SERVICES DELIVERY AND UPGRADES/ORGANIZATIONAL LICENSEE RIGHTS VERSUS AUTHORIZED END-USERS. You agree that Mutualink and its authorized agents may collect and use diagnostic, technical, usage and related information, including but not limited to information about your mobile device, operating system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support, network services and other services to you (if any) related to the Mutualink Software, and to verify compliance with the terms of this License and the Master License. Mutualink may also use this information, as long as it is collected anonymously in a form that does not personally identify you, to improve our products or to provide services or technologies to you. You understand that your identity and use of the Mutualink Software is not personal in nature and is related to the internal business or government function of the Master Licensee, and Mutualink has the right, without any liability to you, to monitor, record, log any and all data generated by your use of the Mutualink Software as permitted by the Master License and as otherwise instructed by the Master Licensee for its business or governmental purposes. ALL INFORMATION AND COMMUNICATIONS CREATED, TRANSMITTED OR RECEIVED THROUGH MUTUALINK SOFTWARE BY AN AUTHORIZED END-USER OF ANY MASTER LICENSEE IS DEEMED BUSINESS OR GOVERNMENT INFORMATION OWNED BY THE MASTER LICENSEE AND INDIVIDUAL AUTHORIZED END-USERS HAVE NO EXPECTATION OF PRIVACY EXCEPT AS MY BE PROVIDED BY APPLICABLE LAW OR YOUR MASTER LICENSEE. YOU AGREE MUTUALINK IS NOT LIABLE TO YOU IF MUTUALINK COLLECTS INFORMATION AT THE REQUEST OF MASTER LICENSEE AND THE COLLECTION OR USE OF SUCH INFORMATION ON BEHALF OF OR FOR THE MASTER LICENSEE VIOLATES ANY AGREEMENT, UNDERSTANDING OR DUTY BETWEEN YOU AND YOUR MASTER LICENSEE.
4. TERMINATION. Your rights under this License will terminate automatically without notice from Mutualink upon the expiration, suspension or termination of the Master License. It may also be terminated if you fail to comply with any term(s) of this License or the Master License. Upon the termination of this License or in the event your authorization to use Mutualink Software is revoked by the Master Licensee, you shall cease all use of the Mutualink Software, delete the Mutualink Software from your mobile or computing device, and destroy all copies, full or partial, of the Mutualink Software that you may have. Sections 3, 4, 5, 6, 9 and 10 shall survive any such termination. You understand that the Mutualink Software may contain license keys or other mechanisms that may disable the use or functioning of the Mutualink Software upon termination.
5. DISCLAIMER OF WARRANTIES. The Mutualink Software is intended solely for trade, business and governmental use and not for consumer use. Your use of the Mutualink Software is licensed solely for the internal trade, business and governmental use of the Master Licensee through whom you are authorized as an end-user and not for your personal or consumer use. If you use the Mutualink Software for personal or consumer use, even if Mutualink is apprised of your intended or actual use, or is permitted by the rules, regulations, requirements or convenience of your Master Licensee, even if the Mutualink Software is installed and used on your personal mobile or computing device, you agree that such use does not change the characterization and purpose of the Mutualink Software. Accordingly, Mutualink makes no warranties to you as an individual or consumer and All WARRANTIES OF WHATSOEVER KIND OR NATURE, WHETHER EXPRESS OR IMPLIED, ARE EXPRESSLY DISCLAIMED.
WITHOUT LIMITING THE FOREGOING AND IN ADDITION THERETO WITH RESPECT TO THE USE OF THE MUTUALINK SOFTWARE FOR TRADE, BUSINESS AND GOVERNMENTAL, YOU EXPRESSLY ACKNOWLEDGE AND AGREE, AS A CONDITION TO YOUR PERMITTED USE, THAT USE OF THE MUTUALINK SOFTWARE IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH THE MASTER LICENSEE THROUGH WHOM YOU ARE AUTHORIZED AS AND END-USER. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE MUTUALINK SOFTWARE IS PROVIDED "AS IS, WHERE IS" WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, EXCEPT FOR THOSE LIMITED WARRANTIES EXPRESSLY PROVIDED IN THE MASTER LICENSE.
MUTUALINK DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE MUTUALINK SOFTWARE WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE MUTUALINK SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT THE MUTUALINK SOFTWARE IS OR WILL BE ALWAYS COMPATIBLE WITH VARIOUS OTHER APPLICATIONS OPERATING ON OR CHANGES MADE TO THE OPERATING SYSTEM OF YOUR COMPUTING DEVICE. YOU AGREE AND UNDERSTAND THAT THE MUTUALINK SOFTWARE IS ONLY DESIGNED AND INTENDED TO OPERATE ON THE VERSION OF THE OPERATING SYSTEM AND DEVICES SPECIFIED, AND INSTALLATION AND USE ON OTHER DEVICES OR VERSIONS OF OPERATING SYSTEMS MAY NOT FUNCTION AS INTENDED OR AT ALL. YOU FURTHER ACCEPT THE INHERENT RISKS OF USE OF THE MUTUALINK SOFTWARE WITH ALL POSSIBLE FAULTS AND CONDITIONS WHICH MAY IMPAIR ITS OPERATION THAT MAY ARISE, INCLUDING FAILURE OR INTERRUPTION OF COMMUNICATIONS TRANSMISSIONS, ERRONEOUS, INACCURATE, INTERRUPTED OR LOSS OF OR OF ACCESS TO GEO-POSITIONING DATA AND LOCATION INFORMATION, DELAYS IN LACK OF WIRELESS DATA OR COMMUNICATIONS COVERAGE, THIRD PARTY DENIAL OF SERVICE ATTACKS AND OTHER CYBER ATTACKS, THIRD PARTY ORIGINATED MALICIOUS EXECUTABLES, VIRUSES AND TROJAN SOFTWARE, INTERRUPTIONS FROM UNINTENTIONAL OR INTENTIONAL ELECTRONIC INTERFERENCE OR JAMMING OF COMMUNICATIONS, THIRD PARTY CARRIER THROTTLING OF COMMUNICATIONS OR DATA CAPACITY OR DENIAL OF ACCESS DUE TO OVER USE, CONGESTION OR OTHER CONDITIONS, THIRD PARTY SURREPTITIOUS MONITORING OR EAVESDROPPING, UNLAWFUL OR UNAUTHORIZED COPING OR REPRODUCTION OF INFORMATION SENT BY OR THROUGH MUTUALINK SOFTWARE BY RECIPIENTS, MESSAGE OR COMMUNICATION DEGRADATION THROUGH PACKET LOSS, TRANSMISSION DELAYS, MISROUTING OR REROUTING OF COMMUNICATIONS, FAILURE OR DAMAGE OR DESTRUCTION TO HARDWARE DEVICES OR EQUIPMENT NECESSARY FOR THE ROUTING, DELIVERY, ACCESSING, AUTHENTICATING OR PROCESSING OF COMMUNICATIONS OR COMMUNICATIONS USERS, SUCH AS, BUT NOT LIMITED TO SERVERS, ROUTERS AND STORAGE DEVICES USED IN CONNECTION WITH THE DELIVERY OF NETWORK, SECURITY, APPLICATION RELATED SERVICES. WITHOUT LIMITING THE FOREGOING, ALL PUBIC SAFETY, EMERGENCY, HEALTH AND SAFETY, AND CRITICAL SERVICE PERSONNEL KNOWINGLY ACCEPT ALL RISKS INHERENT WITH WIRELESS COMMUNICATIONS AND RELATED APPLICATION SOFTWARE AND UNDERSTAND THAT THE POTENTIAL RISK OF INJURY OR DEATH MAY OCCUR DUE TO A LOSS OF COMMUNICATIONS, AND NO USER SHOULD RELY ON A SINGLE METHOD, SERVICE AND/OR DEVICE FOR COMMUNICATIONS.
6. LIMITATION OF LIABILITY. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL MUTUALINK BE LIABLE TO YOU FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR INJURIES, DAMAGES TO PROPERTY OR OTHER PERSONS, LOSS OF EMPLOYMENT OR WAGES, LOSS OF REPUTATION, SLANDER, LIBEL, EMBARRASSMENT, MENTAL OR EMOTIONAL DISTRESS, UNINTENDED ORR ACCIDENTAL COPYRIGHT INFRINGEMENT BY YOU USING MUTUALINK SOFTWARE FUNCTIONS, OR ANY OTHER MATTER, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE MUTUALINK SOFTWARE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF MUTUALINK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event shall Mutualink be liable to you as an end-user of Mutualink Software that is furnished by or through the Master Licensee or as a result of any other unauthorized means even if network or other services are provided to you by mistake. SOLE AND EXCLUSIVE PRIVITY OF CONTRACT AND ALL RELATED OBLIGATIONS AND/OR DUTIES, IF ANY, LAY SOLELY BETWEEN MUTUALINK AND THE MASTER LICENSEE OF THE ORGANIZATION THROUGH WHOM THE END-USER HAS BEEN AUTHORIZED.
7. EXPORT CONTROL. You may not use or otherwise export or re-export the Mutualink Software except as authorized by United States law and the laws of the jurisdiction in which the Mutualink Software was obtained. In particular, but without limitation, the Mutualink 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 Mutualink Software, you represent and warrant that you are not located in any such country or on any such list. You agree that you will not use these products for purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of missiles, and nuclear, chemical or biological weapons.
8. GOVERNMENT END USERS. The Mutualink 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. Â§227.7202-1 through 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, or as otherwise specified under a Master License between Mutualink and the government entity so being licensed. Unpublished-rights are reserved under the copyright laws of the United States.
9. CONTROLLING LAW AND SEVERABILITY. Except as otherwise provided under the Master License, this License will be governed by and construed in accordance with the laws of the State of Connecticut, excluding its conflict of law principles.
10. THIRD PARTY NOTICES. Portions of the Mutualink Software utilize or include third party software and other copyrighted material. Acknowledgements, licensing terms and disclaimers for such material are contained in the notice files accompanying the Mutualink Software, and your use of such material is governed by their respective terms.
FURTHER INFORMATION: All inquiries or questions regarding this License and the terms of the Master License should be directed to your Master Licensee. Any cases of actual or potential infringement of Mutualink's intellectual property rights or that of its third-party licensors, or actual or potential violations of this License or the Master License should be sent to the following address:
1269 South Broad Street
Wallingford, Connecticut 06492
Attention: Legal Department
Facsimile: (203) 774-1034