TimesOwn and TimesOwn Pro are marketed by Chequers Software Limited. (http://www.cheqsoft.com/timesown.html)
TimesOwn, TimesOwn Pro, and TimesOwn Zone are trade marks owned by Esteem Technology Limited.
Outlook and Windows are registered Trade Marks of Microsoft Corporation.
All other intellectual property is owned by Esteem Technology Limited.
© Copyright Esteem Technology Limited 2004-2005. All copyrightable aspects of TimesOwn, TimesOwn Pro and this Help manual are copyright. All rights are reserved.
The software license agreement agreed to on install of this software is:
CHEQSOFT SOFTWARE LICENCE AGREEMENT
WARNING: PERMISSION TO USE THIS SOFTWARE IS CONDITIONAL UPON YOU, (THE “LICENSEE”), AGREEING TO THE TERMS AND CONDITIONS SET OUT BELOW.
Chequers Software Limited (“Cheqsoft”) has the right to licence certain software and is willing to grant you a non-exclusive transferable non-exclusive licence to use such Software upon the terms of this Agreement.
This is a legal agreement between you, the user, and (“Cheqsoft”). By installing or using this software, you agree to be bound by the terms of this Agreement. If you do not agree to those terms, you must not install or use this software.
1.1 Upon payment of the required licence fee, you acquire a non-exclusive right to:
a. use the enclosed Software in accordance with the provisions of this licence on a single computer; and
b. make one copy of the Software for backup purposes.
2 YOUR OBLIGATIONS
2.1 You agree to:
a. not copy, reproduce, translate, adapt, vary or modify the Software without the express consent of Cheqsoft, except as expressly authorised by this licence;
b. purchase additional licences for each additional user that has access to the Software;
c. not provide or otherwise make available the Software in any form to any person other than your employees or other persons under your control without the written consent of Cheqsoft.
d. ensure that any persons who are permitted to use the Software are made aware of and agree to the terms and conditions of this licence and always use the Software in accordance with the terms of this licence.
3 NUMBER OF USERS
3.1 The TimesOwn software, documentation, and all related materials (“the Software”) enclosed in this package are copyright material. Once you have paid the required licence fee you may use the Software on any computer for which it is designed provided that:
a. Only one (1) person uses the software at any one time; and
b. The software is installed on no more than one (1) computer.
3.2 If you wish to allow multiple concurrent users to use the Software or to install the software on multiple computers, you must purchase additional licences for each user and installation. Installation on a network server for distribution to other computers or access by concurrent users is not allowed unless you purchase a separate licence for each concurrent user. You must ensure that the number of persons who are able to use the Software concurrently does not exceed the number of licences.
4.1 This Software is protected by New Zealand copyright laws and international treaties. All intellectual property rights including but not limited to patents, trademarks, copyrights and trade secrets related to the Software are the property of and remain vested in Esteem Technology Limited.
4.2 You shall not during, or any time after the expiry or termination of this licence, permit any act which infringes that copyright. Without limiting the generality of the foregoing, you specifically acknowledge that you may not copy the Software except as otherwise expressly authorised by this licence.
4.3 You shall indemnify Cheqsoft and / or Esteem Technology Limited fully against all liabilities, costs and expenses which Cheqsoft and / or Esteem Technology Limited may incur to a third party as a result of your breach of the terms of this licence.
5 COPYING LIMITATIONS
5.1 You may make one copy of the Software solely for backup or archival purposes provided you keep the original. You may not rent or lease the Software.
6.1 This licence extends to any enclosed or related documentation. The documentation may not be copied, modified or used in any way not contemplated or expressly authorised by this Licence.
7 REVERSE ENGINEERING
7.1 You must not modify, translate, reverse engineer, de-compile or disassemble the Software or any part thereof or otherwise attempt to derive source code or create derivative works there from. You must not remove, alter or destroy any trade mark, copyright markings or notices placed upon or contained within the Software.
8 TRANSFER OF OWNERSHIP
8.1 You may transfer the Software and all accompanying materials to another individual on a permanent basis if you retain no copies of the Software and the recipient agrees to the terms of this Licence. Any transfer must include the most recent update and all prior versions in your possession or control.
9.1 You acknowledge that the Software is not error free and further acknowledge that the existence of any such errors shall not constitute a breach of this licence.
9.2 Notwithstanding clause 9.1, Cheqsoft warrants that the Software media is free from defects in manufacture and that the Software will in all material respects perform in accordance with the documentation at the time of delivery to you.
9.3 Cheqsoft will replace any defective media at no charge, subject to notification of the said defect within 90 days of the date of the commencement of this licence.
10 EXCLUSIONS AND LIMITATIONS
10.1 Cheqsoft shall not be liable for any indirect or consequential damages arising out of a breach of this licence or arising out of the supply of a defective software.
10.2 You agree that you have exercised your independent judgement in acquiring the Software and acknowledge that you have not relied upon any representation made by Cheqsoft which has not been stated expressly in this Agreement or upon any descriptions or illustrations or specifications contained in any document including catalogues or publicity material produced by Cheqsoft.
10.3 You acknowledge that where any goods and services supplied by Cheqsoft pursuant to this Agreement are being acquired by you for the purpose of business or for the purpose of re-supply in trade, the provisions of the Consumer Guarantees Act 1993 shall not apply in relation to the supply of such goods and services.
10.4 In the event any statute implies terms into this Agreement which cannot be lawfully excluded, such terms will apply to this Agreement, save that the liability of Cheqsoft for breach of any such implied term will be limited, at the option of Cheqsoft, to any one or more of the following:
a. the replacement of goods to which the breach relates or the supply of equivalent goods;
b. the repair of such goods;
c. the payment of the cost of replacing the goods or of acquiring equivalent goods; or
d. the payment of the cost of having the goods repaired.
11 TERM OF LICENCE
11.1 This licence commences upon payment of the licence fee and is granted for the license period purchased. It may be terminated if you:
a. breach any term of this Agreement;
b. being a corporation, become the subject of insolvency proceedings;
c. being a firm or partnership, are dissolved; or
d. destroy the Software for any reason.
11.2 Upon termination, you must destroy any remaining copies of the Software or otherwise return or dispose of such material in the manner directed by Cheqsoft.
11.3 Termination pursuant to this clause shall not affect any rights or remedies which Cheqsoft may have otherwise under this licence or at law.
12.1 Except as provided for in section 8 (Transfer of Ownership), you must not assign or transfer any of your rights, duties, or obligations under this Agreement without the prior written consent of Cheqsoft.
13.1 You acknowledge and agree that the information you provide, including any limited information that uniquely identifies your computer, may be passed by you to Cheqsoft for the purpose of licensing your software as a part of the licensing procedure and that this information may be held by Cheqsoft and passed back to you in encrypted form.
14 GOVERNING LAW
14.1 This licence shall be governed by and construed according to the laws of New Zealand.
15 FURTHER ASSISTANCE
15.1 To obtain support for the Software, please consult the documentation provided with the software. For further assistance, please contact Cheqsoft:
Chequers Software Limited
T-Up The Technology Entrepreneur Centre
32 Salamanca Road
Attention: David Hingston
Office Hours: 9:00am - 5:00pm Monday - Friday NZST
Phone: 64 4 479 2070
Facsimile: 64 4 479 1060
Web site: http://www.cheqsoft.com
CHEQSOFT DATA SUBSCRIPTION LICENCE
WARNING: PERMISSION TO USE CHEQSOFT DATA IS CONDITIONAL UPON YOU, (THE “LICENSEE”), AGREEING TO THE TERMS AND CONDITIONS SET OUT BELOW.
Chequers Software Limited (“Cheqsoft”) has the right to license certain data identified in the Schedule to this Licence (“the Data”) and has agreed to grant you a non-transferable non-exclusive licence to use such Data on the terms of this Agreement. This is a legal agreement between you, the user, and Cheqsoft. By installing or using Cheqsoft data, you agree to be bound by the terms of this Agreement. If you do not agree to those terms, you must not install or use any data supplied by Cheqsoft.
1.1 Upon payment of the required data subscription fee, you acquire a non-exclusive, personal, non-transferable licence:
a. To use the Data for your personal use only; and
b. To make one copy of the Data for backup purposes.
1.2 The Licence is restricted solely to you. Neither those rights, nor all or any part of the Data may be assigned, transferred or sublicensed. If additional users wish to obtain access to the Data, you must purchase an additional licence for each additional user.
1.3 You agree that by granting the Licence, Cheqsoft is not granting any permission or authorisation to you, other than to do the acts specified in clause 1.1.
2 YOUR OBLIGATIONS
2.1 Other than as expressly provided in this Agreement, you agree not to:
a. use, store, download, sell, transmit, redistribute, reproduce, adapt or otherwise deal with the Data in any form (whether machine readable or not) or for any purpose;
b. load, store or access the Data on more than a single computer;
c. format or merge the whole or a substantial part of the Data so that it ceases to be readily identifiable as that of Cheqsoft;
d. create data which is, in any material respect, the same as or similar to the whole, or any substantial part of, the Data.
3 NUMBER OF USERS
3.1 The TimesOwn data, documentation, and all related materials (“the Data”) are copyright material. Once you have paid the required data subscription fee you may use the Data on any computer for which it is designed. A single licence permits a single instance of the Data to be installed on a single computer for use by one user at a time. However, if you own a notebook computer and a desktop computer you may install the Data on both machines provided that you are the only user of both machines.
4.1 Subscription fees for this Licence are payable annually. In consideration of the Licence, the Licensee agrees to pay the Supplier such fees as are specified by Cheqsoft in Cheqsoft’s invoice.
5.1 Term: This Agreement shall take effect upon the date of supply of the Data and shall continue for an initial term of year. This Agreement may be renewed upon the expiry of the initial term for further annual periods by payment of Cheqsoft’s then-current subscription fees in accordance with Cheqsoft’s invoice.
a. You may terminate this Agreement by giving written notice at any time provided that use of the Data has permanently ceased and all materials made available by Cheqsoft are delivered up to Cheqsoft in accordance with clause 5.3. Termination under this subclause does not entitle you to any refund of all or any moneys paid by it to Cheqsoft or to the payment of any other amount.
b. Cheqsoft may terminate this Agreement upon one week’s written notice either if you breach any provision of this Agreement or if you permanently discontinue the use of the Data.
c. Cheqsoft may terminate this Agreement immediately without the need for the giving of notice if you become, or are in jeopardy of becoming, the subject of any form of insolvency administration.
d. Any termination of the Licence shall not affect any accrued rights or liabilities of any party, including rights to injunctive relief.
5.3 Discontinuance of Licences: If the Licence terminates or expires, the Licensee shall, unless the parties otherwise agree at that time:
a. cease using the Data; and
b. erase all of the Data and related material (including all media on which the Data is stored) and provide Cheqsoft with certification, within seven days after termination or expiration, that all copies of the Data have been erased from all forms of storage. This requirement applies to all copies in any form, partial or complete, and whether or not modified or merged into other materials and whether or not merged with the data of the Licensee.
5.4 Survival: This section 5, and sections 6, 7, 8, and 10 survive the termination of this Agreement.
6 INTELLECTUAL PROPERTY
6.1 By virtue of this Agreement, the Licensee acquires only the right to use the Data during the term of this Agreement and does not acquire any rights of ownership in the Data.
6.2 The Licensee shall ensure that all reproductions and adaptations of the Data by or on behalf of the Licensee include any proprietary notice, displayed as required by Cheqsoft.
6.3 The Licensee assigns to Cheqsoft all present and future intellectual property rights, in all modifications to the Data which are made or permitted to be made by the Licensee.
7.1 The Data has been acquired from documents from various sources and therefore is recorded and stored at different levels of reliability. You agree that the software may contain material errors. You also acknowledge that the Data may become erroneous over time. You shall ensure that Cheqsoft shall be in no way liable for any loss, damage or injury suffered by you or by any other person consequent upon use of or reliance on the Data or upon the existence of any errors in the Data.
7.2 Notwithstanding anything contained in this Agreement, you shall ensure Cheqsoft has no liability for any claim which would not have been made but for the modification, combination, operation or use of the Data with computer programs or data not furnished by Cheqsoft.
7.3 The Licensee acknowledges that the Data has not been prepared to meet the requirements of the Licensee or of any other person and that it is therefore the responsibility of the Licensee to ensure that the Data meets its own individual requirements.
7.4 No warranty, condition, undertaking or term, whether express or implied, statutory or otherwise, as to the condition, quality, performance, merchantability or fitness for purpose of the Data is given or assumed by Cheqsoft and all such warranties, conditions, undertakings and terms are hereby excluded except to the extent that it is unlawful to do so.
8 LIMITATION OF LIABILITY
8.1 You agree that in no event shall Cheqsoft be liable for damages, including indirect, special, incidental or consequential damages (including loss of existing or anticipated revenue) in connection with or arising out of use of the Data, or otherwise in connection with this Agreement, even if Cheqsoft has been advised of the possibility of such damages.
8.2 In addition to the preceding subclause, the Licensee agrees that the liability of Cheqsoft for all claims, in aggregate, which it may have against Cheqsoft relevant to the Data (whether for breach of this Agreement, for negligence or otherwise), shall be limited to the amount paid by the Licensee to Cheqsoft during the first 12 months’ duration of this Agreement.
9 DATA UPDATES
9.1 Cheqsoft shall provide the Licensee with any updates to the Data (“Updated Data”) which Cheqsoft makes generally available to its licensees during the term of this Agreement. The Updated Data may include more accurate or up-to-date data, or more complete data. Immediately upon its provision, the Updated Data shall form part of the Data.
9.2 Cheqsoft shall be under no obligation to supply Updated Data other than as stated in clause 9.1.
10 GENERAL TERMS
10.1 Governing Law: This Agreement shall be construed and governed in all respects by the law for the time being in force in New Zealand. The Courts of New Zealand shall have non-exclusive jurisdiction in relation to disputes arising under or in relation to this Agreement.
10.2 Severability: In the event that any provision of this Agreement is held to be invalid or unenforceable, then (at Cheqsoft’s election at any time) either the remaining provisions of this Agreement will remain in full force and effect, or the provision shall be read down to the extent reasonable to make it valid and enforceable.
10.3 Waiver: The waiver by either party of any default or breach of this Agreement shall not constitute a waiver of any other or subsequent default or breach.
10.4 Entire agreement: This Agreement constitutes the complete agreement between the parties and supersedes all previous agreements or representations written or oral, with respect to the Data and Licence. This Agreement may not be modified or amended except in writing signed by a duly authorised representative of each party.
10.5 Headings: Headings are for convenience of reference only and shall not affect the construction or interpretation of this Agreement.
Item 1: Date of Agreement - the date the license was purchased.
Item 2: Name and Address of Licensee - as provided by the Licensee and detailed in the Help menu, About sub menu, Tab Licensee.
Item 3: Description of Data (see clause 1.1, “Data”) The TimesOwn Time Zone data files and the Registry TimesOwn Zones data.