Eyeball Networks Evaluation License Agreement

The Software is licensed, not sold. This agreement gives you certain rights to use the Software.  Eyeball reserves all other rights.  By using the Software, you accept these terms.  If you do not accept them, do not use the Software.  If you comply with these license terms, you have the rights below.

1. Grant of license rights.

You may install and run Server Software on a single computer.  You may distribute copies of Engine Software to users who are employees of your company.  You may not exceed 50 Software users.

2. Restrictions on use.

You may use the Software for evaluation purposes only.  You may not charge fees for use of the Software, or otherwise exploit the Software commercially.  If you conduct any performance tests on the Software, you may not publish the results to any person outside your company without the express permission of Eyeball.

You may not reverse engineer the Software, and you may not disassemble or de-compile the Software, or attempt in any way to recover the source code of the Software.

Your rights under this Agreement are not assignable.  Except as expressly set out in this Agreement, you may not grant any sub-license rights in the Software, or assign, transfer, re-sell, rent, lease, or lend any license or right granted under this Agreement.

3. Internet-based services.

Eyeball may provide Internet-based services with the Software.  Eyeball may change or cancel them at any time.  You may not use these services in any way that could harm them, impair anyone else’s use of them, or to gain unauthorized access to any service, data, account or network by any means.

4. Term and termination.

You may terminate this agreement at any time.  Eyeball may terminate this agreement by written notice to you if you commit a material breach of this agreement.  On termination of this Agreement you must delete all copies of the Software from your computer systems and make no further use of the Software.

5. Intellectual property rights of Eyeball.

You acknowledge that Eyeball and its licensors own all patent rights, copyright, moral rights, and other intellectual property rights in the Software.  Nothing in this Agreement shall constitute a grant of any such rights to you.  In addition, nothing in this Agreement grants you any right to use any trademark of Eyeball.

You will not at any time develop, or assist or solicit any other person to develop, any software, product, or service that is competitive with the Software.

You will not at any time directly or indirectly challenge, dispute, or assert any position contrary to any of Eyeball’s intellectual property rights in the Software, or take any action that may adversely impair any of Eyeball’s intellectual property rights in the Software.

If you suggest any new features or functionality that Eyeball subsequently incorporates into the Software, such new features or functionality shall be the sole and exclusive property of Eyeball.

Your obligations under this section 5 survive any termination of this agreement.

6. Exclusion of damages and warranties.

The Software is licensed “as is”.  You bear the risk of using it.  Eyeball gives no express warranties, guarantees, or conditions.  Eyeball excludes any implied warranties of merchantability, fitness for a particular purpose, and non-infringement.   Eyeball has no obligation to provide you with any support services, or to remedy any defects in the Software.

In no event shall Eyeball or any of its suppliers be liable for any damages of any sort, including without limitation indirect, incidental, special, or consequential damages, or damages for loss of profits, data, or use, whether incurred by you or by any person whom you permit to use any Software, and whether in an action in contract or tort (including negligence), arising out of or in any way related to the use of or inability to use the Products, even in the event of fault, tort (including negligence), strict liability, or breach of contract, and even if Eyeball has been advised of the possibility of such damages.

7. General Provisions.

This agreement, and the terms for updates, Internet-based services and support services that you use, are the entire agreement for the Software and support services.

Section 5, and any other provisions expressly stated to apply following the termination of this agreement, shall survive following any termination of this agreement.

This agreement shall be governed by the laws of the State of California.  You agree to submit to the non-exclusive jurisdiction of a state or federal court sitting in San Francisco, California.

Eyeball  Inc.

www.eyeball.com

730 – 1201 West Pender Street

Vancouver, Canada