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Legal Documents
Liaison Software Corporation

(714) 543-9877
Hours: 7:00am to 4:00pm (Pacific Time)

Legal Trademarks

 

Messenger« and Liaison Messenger« are Registered Trademarks of Liaison Software Corporation in the United States and Canada.

Liaison Software Corporation, Liaison Messenger EDD, and Liaison Messenger i-PDF are trademarks or Service Marks of Liaison Software Corporation.

Liaison CRM and Liaison Messenger i-PDF are trademarks or Service Marks of Liaison Software Corporation.

ęCopyright 1993 - 2012 Liaison Software Corporation
All Rights Reserved

Software License Agreement

 

The Software or Firmware, referred to as “Program”, is licensed not sold. Liaison Software Corporation, or the applicable Liaison Software Country organization, grants you a license for the Program only in the country for which it was acquired. You obtain no rights other than those granted you under this license.

 

The term “Program” means the original and all whole or partial copies of it, including modified copies or portions merged into other programs. Liaison Software Corporation retains title to the Program. Liaison Software Corporation owns, or has licensed from the owner, copyrights in the Program.

 

You are responsible for the selection of the Program and for the installation of, use of, and results obtained from the Program.

 

1. License

Under this license, you may: 1) Use the Program on only one machine at any one time for the Single-user version of the program and on only one server at any one time for the multi-user version of the Program. When data and programs are on different servers, a multi-server or WAN (Wide Area Network) license is required. 2) Copy the Program for backup. 3) Transfer possession of the Program to another party.

 

If you transfer the Program, you must transfer a copy of this license, all other documentation, and at least one complete, unaltered copy of the Program to the other party. You must, at the same time, either transfer all of your other copies of the Program to the other party or destroy them. Your license is then terminated. The other party agrees to these terms and conditions by its first use of the Program.

 

You may not: 1) Use, copy, modify, merge, or transfer copies of the program except as provided in this license. 2) Reverse assemble or reverse compile the Program. 3) Sublicense, rent, lease, or assign the Program.

 

2. Limited Warranty

The Programs are not warranted and are licensed on an “AS IS” basis by Liaison Software Corporation. All Programs have a 30 day limited warranty on their media, which commences from the date of purchase.

 

THESE WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES (OR CONDITIONS), EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

 

SOME JURISIDICTIONS DO NOT ALLOW THE EXCLUSIONS OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

 

3. Limitations Of Remedies

Liaison Software Corporation entire liability and your exclusive remedy shall be: 1) The replacement of any diskette not meeting the “Limited Warranty” and which is returned to Liaison Software Corporation along with your original purchase receipt.

 

If Liaison Software Corporation is unable to deliver a replacement diskette, which is free from defects in materials or workmanship, you may terminate this Agreement by returning the programs, documentation, hardware and any other materials provided, within 90 days of purchase, and your money will be refunded.

IN NO EVENT WILL LIAISON SOFTWARE CORPORATION BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE LIAISON SOFTWARE CORPORATION PROGRAMS OR HARDWARE EVEN IF LIAISON SOFTWARE CORPORATION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR FOR ANY CLAIM BY ANY OTHER PARTY.

SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

4. General Provisions

You may terminate your license at any time. Liaison Software Corporation may terminate your license if you fail to comply with the terms and conditions of this license.  In either event, you must destroy all your copies of the Program. You may not sublicense, assign or transfer this license, programs, or the program documentation except as expressly provided for in this Agreement. Any attempt otherwise to sublicense, assign or transfer any of the rights, duties, or obligations hereunder is null and void.  You are responsible for payment of any taxes, resulting from this license. Neither party may bring an action, regardless of form, more than two years after the cause of action arose. If you acquired the Program in the United States, the laws of the state of California govern this license. If you acquired the Program in Canada, the laws of the Province of Ontario govern this license. Otherwise, this license is governed by the laws of the country in which you acquired the Program.

 

5. Intellectual Property Rights

a) RESELLER recognizes LIAISON's and/or the relevant manufacturer(s) right, title and interest in and to the rights to patents, design, utility models, software architecture and coding methodology, trademarks, trade names, know-how, trade secrets, copyright, photography rights and other industrial and intellectual property rights, hereafter collectively referred to as "Intellectual Property Rights", relating to the Products. b) Specifically, all right, title and interest in and to the Intellectual Property Rights relating to the Products shall at all times remain the property of LIAISON and/or the manufacturer(s) and RESELLER shall not use any Intellectual Property Rights in any manner except as permitted in this Agreement or by prior written authorization of LIAISON and/or the manufacturer(s). c) RESELLER shall not remove or alter any Intellectual Property Rights notice associated with the Products without the express written permission of LIAISON and/or the manufacturer(s). d) RESELLER agrees that it will not de-compile, reverse engineer, or otherwise in any manner attempt to derive or have derived the source code for the Products, except to the extent allowed under applicable law. e) RESELLER agrees that it will not use the provided Not For Resale products to develop a product, which may compete with Liaison Software Corporation or the products of Liaison Software Corporation. f) RESELLER agrees not to lend, borrow, resell, or reassign the provided products to any 3rd Party who may develop, produce or resell a competing product or who may compete with Liaison Software Corporation.

Technical Support and Maintenance Agreement

Upon payment of the annual maintenance and support services fee, Liaison Software Corporationę doing business as Liaison, (“Liaison”) will provide the following maintenance and support services to the registered user (“you”) for Liaison Messenger« software (the “Software”) during the Term:

 

MAINTENANCE AND SUPPORT BENEFITS.  All (a) updates for the installed and registered Software (including related documentation) commercially released by Liaison during the Term (updates consist of new releases of a particular software version which provide functional enhancements and error corrections which are indicated by a change in the numeric identifier in the digits to the right of the decimal such as from version .0 to version .0a). In addition, Liaison shall provide a discount on all version and product upgrades to the Software that are commercially released by Liaison during the Term (version upgrades consist of new releases with a higher version number such as from 2.x to 3.x.)

 

TELEPHONE AND FACSIMILE SUPPORT. Liaison shall provide unlimited telephone and facsimile support. The hours of support of operation are 7:00a.m. to 4:00 p.m. Pacific Standard Time, during normal business hours (Monday through Friday), excluding holidays. The registered user shall appoint up to two (2) individuals within its organization to serve as the primary contacts between Liaison and the registered user, and to receive support through the telephone support center. The registered user can increase the number of permissible contacts subject to payment to Liaison of additional fees. Phone support will be offered for the current release, plus one release back (e.g., releases 4.0 and 3.0).

 

Telephone and facsimile support does not include customization to templates, custom templates or filters made by the registered user or consultant employed by the registered user. Any necessary support to templates, custom templates or filters is billable by Liaison at the current hourly rate per hour. At the discretion of Liaison Software Corporation, Liaison may require prepayment before modifications are completed.

 

LIMITED WARRANTY. Liaison warrants that the support services will be performed in a professional workmanlike manner. EXCEPT FOR THE EXPRESS WARRANTY PROVIDED ABOVE, THE SUPPORT SERVICES ARE PROVIDED “AS IS” AND WITHOUT A WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND LIAISON SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTY, TERM OR CONDITION OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.

 

LIMITATION OF LIABILITY. Liaison’s entire liability to you or any other party for any loss or damage resulting from any claims, demands or actions arising out of this Agreement shall not exceed the annual maintenance and support fee paid to Liaison for the software, net of dealer or distributor margins, notwithstanding any failure of essential purpose of any limited remedy.

NO LIABILITY FOR CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL LIAISON OR ITS SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTIAL, CONSEQUENTIALS, SPECIAL OR EXEMPLARY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE OR THE PERFORMANCE OR FAILURE TO PERFORM SUPPORT SERVICES, EVEN IF LIAISON OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTIAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

 

TERM. Upon payment of the annual maintenance and support services fee, this document certifies that the registered user identified on the accompanying invoice is entitled to receive the maintenance and support services described herein for the one (1) year period specified on the invoice (the “Term”). The Term may be renewed for successive one (1) year periods. The registered user will be invoiced for annual renewals, and the Term will be appropriately renewed, unless Liaison receives written notification canceling the subscription 60 days prior to the expiration date of the Term. If the registered user does not pay such invoice by the expiration of the then-current Term, the registered user shall not be entitled to receive the maintenance described herein, and the Term will not be renewed or extended.

 

CONDITIONS. If you allow your maintenance and support plan to expire and desire to resume maintenance and support, you must pay a reinstatement fee for lapsed coverage of software maintenance and support in accordance with Liaison’s then current maintenance and support program. If you cancel your subscription to maintenance and support at any time during the Term of your subscription period, no refund, pro-rated or otherwise, will be given. This agreement is for one plan, per registered user, for all registered modules.  If the use of a specific licensed and registered module is discontinued, a letter must be sent on a company letterhead prior to the commencement of the next subscription period (signed by an officer of the company) indicating that the company is no longer using the module.

 

LAW. If you acquired the Software in the United States, this Agreement is governed by the laws of the State of California.  If you acquired this product in Australia, New Zealand, Canada, Hong Kong, Singapore or the United Kingdom, this agreement is governed by the laws of New South Wales, New Zealand, the province of Ontario, Hong Kong, Singapore or England, respectively.

Should you have any questions about this Agreement, you may contact Liaison Software Corporation by writing to 601 N. Parkcenter Dr, Suite 201, Santa Ana, CA 92705


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