[mapguide-users] Mapguide Enterprise EULA
amorsell at spatialgis.com
Sat Jul 22 02:56:01 EDT 2006
> hi all,
> can someone direct me to or Send me the MAPGUIDE ENTERPISE End User
> License Agreement. I wanted to read thru it before signing up
Here is the US and Canda EULA.
SOFTWARE LICENSE AGREEMENT
(AUTODESK MAPGUIDE ENTERPRISE)
US - Canada
READ CAREFULLY: AUTODESK, INC. (“AUTODESK”) LICENSES THIS SOFTWARE TO YOU
ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS
SOFTWARE LICENSE AGREEMENT (“AGREEMENT”).
BY SELECTING THE “I ACCEPT” BUTTON AT THE END OF THIS AGREEMENT OR BY
COPYING, INSTALLING, UPLOADING, ACCESSING OR USING ALL OR ANY PORTION OF THE
SOFTWARE YOU AGREE TO ENTER INTO THIS AGREEMENT. A CONTRACT IS THEN FORMED
BETWEEN AUTODESK AND EITHER YOU PERSONALLY, IF YOU ACQUIRE THE SOFTWARE FOR
YOURSELF, OR THE COMPANY OR OTHER LEGAL ENTITY FOR WHICH YOU ARE ACQUIRING
IF YOU DO NOT AGREE OR DO NOT WISH TO BIND YOURSELF OR THE ENTITY YOU
REPRESENT: (A) DO NOT COPY, INSTALL, UPLOAD, ACCESS OR USE THE SOFTWARE; (B)
SELECT “I REJECT” AT THE END OF THIS AGREEMENT (WHICH WILL CANCEL THE
LOADING OF THE SOFTWARE); AND (C) WITHIN THIRTY (30) DAYS FROM THE DATE OF
ACQUISITION, RETURN THE SOFTWARE TO THE LOCATION WHERE YOU ACQUIRED IT FOR A
COPYING OR USE OF THIS SOFTWARE OR ANY ACCOMPANYING DOCUMENTATION EXCEPT AS
PERMITTED BY AGREEMENT IS UNAUTHORIZED AND CONSTITUTES A MATERIAL BREACH OF
THIS AGREEMENT AND AN INFRINGEMENT OF THE COPYRIGHT AND OTHER INTELLECTUAL
PROPERTY RIGHTS IN SUCH SOFTWARE AND DOCUMENTATION. IF YOU COPY OR USE ALL
OR ANY PORTION OF THIS SOFTWARE OR ITS USER DOCUMENTATION WITHOUT ENTERING
INTO THIS AGREEMENT OR OTHERWISE OBTAINING WRITTEN PERMISSION OF AUTODESK,
YOU ARE VIOLATING COPYRIGHT AND OTHER INTELLECTUAL PROPERTY LAW. YOU MAY BE
LIABLE TO AUTODESK AND ITS LICENSORS FOR DAMAGES, AND YOU MAY BE SUBJECT TO
1.1 “Access” means to use or benefit from using the functionality of the
1.2 “Computer” means a single electronic device with one or more CPUs that
accepts information in digital or similar form and manipulates the
information for a specific result based on a sequence of instructions.
1.3 “Core” means, in the case of two or more independent processors
manufactured on the same integrated circuit, each independent processor.
1.4 “CPU” means a central processing unit.
1.5 “Install” means to place a copy of Software onto a hard disk or other
storage medium through any means (including, but not limited to, use of an
installation utility application accompanying the Software).
1.6 “License Parameters” means the definition and limitation of the
applicable license scope in Section 2.2 hereof.
1.7 “Permitted Number” means a number relevant for the applicable License
Parameters that Autodesk may specify in the applicable User Documentation.
The Permitted Number is one (1) unless otherwise provided by Autodesk in
1.8 “Software” means the computer program in which this Agreement is
embedded or that is delivered prepackaged with this Agreement, which
software includes, without limitation, the following components: the
Autodesk MapGuide Enterprise server (the “Server Software”), the DWF Viewer
and Feature Data Objects providers.
1.9 “User Documentation” means the explanatory printed or electronic
materials that Autodesk or its authorized distributor incorporates in or
delivers in or on a package with the Software or sends to You on an invoice,
via email, facsimile or otherwise after You acquire or Install the Software,
including, but not limited to, license specifications, activation code,
license files, instructions on how to use the Software, and/or technical
1.10 “Users” means your full-time and part-time employees, temporary
employees, third-party contractors and consultants and third-party agents
and any other third parties that you authorize and enable to access or use
the Software in accordance with the terms of this Agreement.
1.11 “You” means you personally (i.e., the individual who reads and is
prompted to accept this Agreement) if you acquire the Software for yourself
or the company or other legal entity for whom you acquire the Software.
2. SOFTWARE LICENSE
2.1 License Grant. Autodesk grants You a non-sublicensable, non-exclusive,
non-transferable, limited license to use copies of the Software in the
jurisdiction in which you acquire the Software, in accordance with the
applicable User Documentation, within the scope of the License Parameters.
Autodesk’s license grant is conditioned on Your continuous compliance with
all license limitations and restrictions described in this Agreement. If
You violate any of these limitations or restrictions, the license grant will
automatically and immediately expire. The license descriptions in this
Section 2 define the scope of rights that Autodesk grants to You. Any usage
of the Software outside the scope of the applicable license grant
constitutes an infringement of Autodesk’s intellectual property rights as
well as a material breach of this Agreement.
2.2 License Parameters. Autodesk’s license grant is subject to one or more
of the License Parameters defined in this Section 2.2 as specified in the
User Documentation. Unless Autodesk expressly specifies or agrees otherwise
in the User Documentation, all Software shall be governed solely by a
license for Server Versions (see Section 2.2.1).
2.2.1 Server Version. If Autodesk identifies the Software as a “Server
Version” or if the User Documentation does not identify the Software by any
of the version designations set forth in Sections 2.2.2 through 2.2.5, You
may Install and Access copies of the Server Software on any number of Your
Computers, provided that the total number of CPUs and/or the total number of
Cores in all Computers on which the Server Software is installed does not
exceed the Permitted Number as specified in the User Documentation.
2.2.2 Educational Institutional Version. If Autodesk identifies the
Software as an “Educational Institutional Version” in the applicable User
Documentation, You may Install and Access copies of the Server Software on
any number of Your Computers, provided that the total number of CPUs and/or
the total number of Cores in all Computers on which the Server Software is
installed does not exceed the Permitted Number as specified in the User
Documentation, only for educational purposes (as further specified in the
applicable User Documentation) and for no other purpose. Without limiting
the foregoing, Educational Institutional Versions of the Software may not be
used for commercial, professional, or for-profit purposes. Additionally,
functional limitations apply, as set forth in Section 6.
2.2.3 Student Version. If Autodesk identifies the Software as a “Student
Version” in the applicable User Documentation, You may Install and Access
copies of the Server Software on any number of Your Computers, provided that
the total number of CPUs and/or the total number of Cores in all Computers
on which the Server Software is installed does not exceed the Permitted
Number as specified in the User Documentation, only for personal learning
purposes, and no other purpose. Unless otherwise provided by Autodesk in
the User Documentation, Student Versions of the Software may be used for a
period of one (1) year from the date of Installation. Without limiting the
foregoing, Student Versions of the Software may not be used for commercial,
professional or other for-profit purposes and may only be used by persons
who qualify as a permitted user of Student Versions (as further specified in
the applicable User Documentation for the jurisdiction in which the Software
is acquired). Additionally, functional limitations apply, as set forth in
2.2.4 Evaluation Version. If Autodesk identifies the Software as a
demonstration, evaluation, trial, or not for resale version (“Evaluation
Version”) in the applicable User Documentation, You may Install and Access
copies of the Server Software only for the purpose of commercial evaluation
and demonstration. Without limiting the foregoing, You may not use it for
competitive analysis, or commercial, professional, or for-profit purposes.
The Evaluation Version may only be Installed for a thirty (30) day
evaluation period, unless otherwise specified by Autodesk in writing.
Additionally, functional limitations apply, as set forth in Section 6.
2.2.5 License Term. Subject to the terms and conditions of this Agreement,
the license to use the Software is perpetual, unless the Software qualifies
as an Evaluation Version, a Student Version, or is designated as a
fixed-term license, a limited duration license or a rental license. In such
case, the term of the license shall be the term identified by Autodesk in
the applicable User Documentation (the “Designated Term”) or the term for
which You have paid, whichever is less. If Autodesk identifies the Software
as licensed for a fixed term, limited duration or rental and does not
specify a term, then the Designated Term shall expire ninety (90) days after
the date You first Install the Software. Use of this Software beyond the
applicable license term, or any attempt to defeat the time-control disabling
function in the Software is an unauthorized use and constitutes a material
violation of this Agreement and intellectual property law.
2.2.6 Other Components. The License Parameters described in this Section
2.2 also allow: (i) unlimited Access of the Software by Users via the
intranet/extranet and via the internet using either the separate DWF viewer
plug-in or the browser-based AJAX viewer; and (ii) You to Access the Feature
Data Objects providers to load data solely for use with the Software.
2.3 Upgrades. If Autodesk labels the Software in the User Documentation as
an upgrade or update (“New Version”) to software previously licensed to You
(“Previous Version”), You must destroy all copies of the Previous Version,
including any copies Installed on Your hard disk drive, and upon request by
Autodesk return any User Documentation to Autodesk or the authorized
distributor from whom You acquired the Previous Version within one hundred
twenty (120) days of Installing the New Version. Autodesk reserves the
right to require You to show satisfactory proof that the Previous Version
has been destroyed. Autodesk or an authorized third-party in connection with
the Software licensed to You hereunder may provide You additional software
that supplements or extends the Software. Such supplemental software shall
be subject to the terms and conditions of this Agreement except Section 5.1
(Limited Warranty), unless otherwise specified at the time of delivery.
Notwithstanding the foregoing, You may retain and need not destroy the
Previous Version and may use the Previous Version solely if necessary (1)
for the purposes of Installing the New Version hereby licensed and (2) for
archival (backup) purposes in order to Install the New Version licensed by
this Agreement if the initial installation fails.
2.4 Software Components. The Software is licensed to You as a single
product and its components may not be separated for distribution or use on a
Computer containing more than one (1) CPU and/or one (1) Core unless
expressly permitted by Autodesk in the applicable User Documentation.
Notwithstanding the foregoing, the DWF Viewer component of the Software may
be separated for distribution, and may be copied and distributed to Users
provided that it is accompanied with and made subject to the software
license agreement included with the DWF Viewer component.
3. BACKUP COPY AND PROHIBITED ACTIONS
3.1 Backup Copy. For all versions of the Software You have acquired other
than an Evaluation Version, You may make one (1) additional copy of each
validly licensed copy of the Server Software and You may Install such backup
copy on any of your Computer(s) to operate it concurrently with your primary
copy of the Server Software solely for backup purposes in the event of
Computer failures or maintenance. You and Your Users may Access the backup
copy of the Server Software for production purposes only in the event that
Your primary copy has failed or is under maintenance and is not in
production use. At no time may the total number of CPU(s) and/or Core(s) in
the Computer(s) on which You Access both the primary copy and backup copy of
the Server Software for production purposes exceed the Permitted Number.
Except as otherwise described in this Section 3.1, all terms and conditions
of this Agreement shall apply to Your Installation and Access of any backup
copy of the Software.
3.2 Prohibited Actions. Autodesk does not permit any of the following
actions and You acknowledge that such actions shall be prohibited:
3.2.1 Use. You may not Install, Access or otherwise copy or use the
Software or User Documentation except as expressly authorized by this
3.2.2 Reverse Engineering. You may not reverse engineer, decompile, or
disassemble the Software, provided that you may reverse engineer the
Software solely for the purpose of debugging any modifications made by You
as permitted by Section 3.2.6.
3.2.3 Transfers. You may not distribute, rent, loan, lease, sell,
sublicense, or otherwise transfer all or any portion of the Software or User
Documentation, or any rights granted in this Agreement, to any other person
without the prior written consent of Autodesk except as permitted by Section
3.2.4 Hosting or Third Party Use. Unless You have entered into a separate
hosting services agreement with Autodesk permitting such use, You may not,
in exchange for a fee or other charge or in exchange for monetary value,
however calculated or determined, use the Software in a service bureau or as
an application service provider to do any of the following: (i) host the
Software via the Internet or Intranet; (ii) create data or information that
will be used in conjunction with the Software; or (iii) provide access to or
storage or maintenance for data or information that will be used in
conjunction with the Software,
3.2.5 Notices. You may not remove, alter, or obscure any proprietary
notices, labels, or marks from the Software or User Documentation.
3.2.6 Modifications. You may not modify, translate, adapt, arrange, or
create derivative works based on the Software or User Documentation for any
purpose, provided that You may modify the Software for Your own internal use
3.2.7 Circumvention. You may not utilize any equipment, device, software,
or other means designed to circumvent or remove any form of copy protection
used by Autodesk in connection with the Software, or use the Software
together with any, authorization code, serial number, or other copy
protection device not supplied by Autodesk directly or through an authorized
3.2.8 Export. You may not export the Software or User Documentation in
violation of this Agreement, U.S. or other applicable export control laws.
3.2.9 Use Outside of Territory. You may not use the Software, including
without limitation a Network Version, or User Documentation outside of the
country in which you acquired the Software.
3.2.10 Exceptions from Prohibitions. The prohibitions contained in this
Section 3.2 shall apply to the extent that applicable law (including laws
implementing EC Directive 91/250 on the legal protection of computer
programs) allows such prohibition to be enforced. You will bear the burden
of proof in demonstrating that applicable law does not allow enforcement of
any such prohibition.
4. ALL RIGHTS RESERVED
Except as expressly provided otherwise in this Agreement, title, ownership
and all rights and interest including, without limitation, copyrights, in
and to the Software and User Documentation and any authorized copies made by
You remain with Autodesk and its licensors. The structure, organization, and
code of the Software are valuable trade secrets of Autodesk and its
licensors and You shall keep such trade secrets confidential. The Software
and User Documentation are licensed, not sold.
5. LIMITED WARRANTY AND DISCLAIMERS
5.1 Limited Warranty. Autodesk warrants that, as of the date on which the
Software is delivered by Autodesk and for ninety (90) days thereafter, the
Software will provide the features and functions generally described in the
User Documentation and that the media on which the Software is furnished, if
any, will be free from defects in materials and workmanship. Autodesk's
entire liability and Your exclusive remedy under the limited warranty
provided in this Section 5.1 will be, at Autodesk's option, to attempt to
correct or work around errors, to replace the defective media on which the
Software is furnished, if any, or to refund the license fees and terminate
this Agreement. Such refund is subject to the return of the defective media,
if any, and User Documentation, with a copy of Your receipt to Your local
Autodesk office or the authorized distributor from whom You obtained the
Software within ninety (90) days from the date of Your receipt of the
5.2 Disclaimer. EXCEPT FOR THE EXPRESS LIMITED WARRANTIES PROVIDED IN
SECTION 5.1 HEREOF, AUTODESK MAKES AND YOU RECEIVE NO EXPRESS WARRANTIES.
ANY STATEMENTS OR REPRESENTATIONS ABOUT THE SOFTWARE AND ITS FUNCTIONALITY
IN THE USER DOCUMENTATION OR ANY COMMUNICATION WITH YOU CONSTITUTE TECHNICAL
INFORMATION AND NOT AN EXPRESS WARRANTY OR GUARANTEE. IN ADDITION, AUTODESK
SPECIFICALLY DISCLAIMS ANY OTHER WARRANTY INCLUDING, WITHOUT LIMITATION, THE
IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, AUTODESK DOES NOT WARRANT
THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE.
6.1 Functionality Limitations. COMPUTER-AIDED DESIGN SOFTWARE AND OTHER
TECHNICAL SOFTWARE ARE TOOLS INTENDED TO BE USED BY TRAINED PROFESSIONALS
ONLY. THEY ARE NOT SUBSTITUTES FOR YOUR PROFESSIONAL JUDGMENT.
COMPUTER-AIDED DESIGN SOFTWARE AND OTHER TECHNICAL SOFTWARE ARE INTENDED TO
ASSIST WITH PRODUCT DESIGN AND ARE NOT SUBSTITUTES FOR INDEPENDENT TESTING
OF PRODUCT STRESS, SAFETY AND UTILITY. DUE TO THE LARGE VARIETY OF POTENTIAL
APPLICATIONS FOR THE SOFTWARE, THE SOFTWARE HAS NOT BEEN TESTED IN ALL
SITUATIONS UNDER WHICH IT MAY BE USED. AUTODESK SHALL NOT BE LIABLE IN ANY
MANNER WHATSOEVER FOR THE RESULTS OBTAINED THROUGH THE USE OF THE SOFTWARE.
PERSONS USING THE SOFTWARE ARE RESPONSIBLE FOR THE SUPERVISION, MANAGEMENT
AND CONTROL OF THE SOFTWARE. THIS RESPONSIBILITY INCLUDES, BUT IS NOT
LIMITED TO, THE DETERMINATION OF APPROPRIATE USES FOR THE SOFTWARE AND THE
SELECTION OF THE SOFTWARE AND OTHER PROGRAMS TO ACHIEVE INTENDED RESULTS.
PERSONS USING THE SOFTWARE ARE ALSO RESPONSIBLE FOR ESTABLISHING THE
ADEQUACY OF INDEPENDENT PROCEDURES FOR TESTING THE RELIABILITY AND ACCURACY
OF ANY PROGRAM OUTPUT, INCLUDING ALL ITEMS DESIGNED BY USING THE SOFTWARE.
6.2 Activation Code Required.
A. INSTALLATION, ACCESS, TRANSFERS AND CONTINUED USE OF THE SOFTWARE MAY
REQUIRE AN ACTIVATION CODE. YOU MUST REGISTER YOUR ACQUISITION OF THE
SOFTWARE WITH AUTODESK BEFORE AN ACTIVATION CODE IS ISSUED TO YOU. AUTODESK
SHALL USE YOUR REGISTRATION DETAILS IN CONFORMANCE WITH ITS APPLICABLE
AUTODESK’S WEBSITE OR ON REQUEST.
B. THE ACTIVATION SECURITY MECHANISMS MAY DISABLE THE SOFTWARE IF YOU TRY TO
TRANSFER IT TO ANOTHER COMPUTER, IF YOU TAMPER WITH THE DATE SETTING
MECHANISMS ON YOUR COMPUTER, IF YOU USE THE SOFTWARE PAST AN APPLICABLE
EVALUATION PERIOD OR LIMITED TERM, OR IF YOU UNDERTAKE CERTAIN OTHER ACTIONS
THAT MAY OFFSET THE SECURITY MODE. MORE INFORMATION IS CONTAINED IN THE
APPLICABLE USER DOCUMENTATION OR AVAILABLE FROM AUTODESK ON REQUEST.
6.3 Educational Institutional and Student Versions. WORK PRODUCT AND OTHER
DATA CREATED WITH EDUCATIONAL INSTITUTIONAL VERSIONS AND STUDENT VERSIONS OF
THE SOFTWARE CONTAINS CERTAIN NOTICES AND LIMITATIONS THAT MAKE THE DATA
UNUSABLE OUTSIDE THE EDUCATIONAL USE AREA. IF YOU COMBINE OR LINK DATA
CREATED WITH EDUCATIONAL INSTITUTIONAL VERSIONS OR STUDENT VERSIONS OF THE
SOFTWARE WITH DATA OTHERWISE CREATED, THEN SUCH OTHER DATA MAY ALSO BE
AFFECTED BY THESE LIMITATIONS.
7. LIMITATION OF LIABILITY
IN NO EVENT SHALL AUTODESK OR ITS LICENSORS HAVE ANY LIABILITY FOR ANY
INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, LOSS OF PROFITS,
REVENUE, DATA, OR COST OF COVER. IN ADDITION, IN NO EVENT SHALL THE
LIABILITY OF AUTODESK OR ITS LICENSORS FOR ANY DAMAGES ARISING OUT OF OR IN
CONNECTION WITH THE SOFTWARE OR THIS AGREEMENT EXCEED THE AMOUNT PAID OR
PAYABLE BY YOU FOR THE SOFTWARE PRINCIPALLY RESPONSIBLE FOR SUCH DAMAGES.
THE LIMITATIONS OF LIABILITY IN THIS SECTION 7 SHALL APPLY TO ANY DAMAGES,
HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER DERIVED
FROM CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR
OTHERWISE, EVEN IF AUTODESK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES AND REGARDLESS OF WHETHER THE LIMITED REMEDIES AVAILABLE HEREUNDER
FAIL OF THEIR ESSENTIAL PURPOSE.
8. U.S. GOVERNMENT RESTRICTED RIGHTS
The Software and User 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 and 48 C.F.R. §§227.7202-1 through 227.7202-4, as applicable,
the Software and User Documentation are being provided to U.S. Government
end users (1) only as a Commercial Item, and (2) with only those rights as
are granted to all other end users pursuant to the terms and conditions of
this Agreement. Manufacturer is Autodesk, Inc., 111 McInnis Parkway, San
Rafael, California 94903, USA.
9.1. No Assignment; Insolvency. This Agreement and any rights hereunder are
non-assignable and any purported assignment shall be void. The Agreement and
the licenses granted hereunder shall terminate without further notice or
action by Autodesk if You become bankrupt or insolvent, make an arrangement
with Your creditors or go into liquidation.
9.2. Choice of Law. This Agreement and any disputes arising out of or in
connection with this Agreement shall be governed by California law without
reference to conflict-of-laws principles and excluding the UN Convention on
Contracts for the International Sale of Goods.
9.3 Entire Agreement. This Agreement and the applicable User Documentation
constitute the entire agreement between us and supersede any other previous
or contemporaneous communications, agreements, representations, or
advertising with respect to the Software and User Documentation. Any
modifications to this Agreement shall be invalid, unless made in a duly
9.4 Severability. If and to the extent any provision of this Agreement is
held illegal, invalid, or unenforceable in whole or in part under applicable
law, such provision or such portion thereof shall be ineffective as to the
jurisdiction in which it is illegal, invalid, or unenforceable to the extent
of its illegality, invalidity, or unenforceability and shall be deemed
modified to the extent necessary to conform to applicable law so as to give
the maximum effect to the intent of the parties. The illegality, invalidity,
or unenforceability of such provision in that jurisdiction shall not in any
way affect the legality, validity, or enforceability of any other provision
of this Agreement in any other jurisdiction.
9.5 Audits. To ensure compliance with this Agreement, You agree that upon
reasonable notice, Autodesk or Autodesk’s authorized representative shall
have the right in inspect and audit Your Installation, Access and use of the
Software. Any such inspection or audit shall be conducted during regular
business hours at Your facilities or electronically. If such inspections or
audits disclose that You have Installed, Accessed or permitted Access to the
Software on Computer(s) in a manner that is not permitted under this
Agreement, then Autodesk may terminate this Agreement immediately and You
are liable to pay for any unpaid license fees as well as the reasonable
costs of the audit. Nothing in this section shall be deemed to limit any
legal or equitable remedies available to Autodesk for violation of this
Agreement or applicable law.
9.6 Language. The English language version of this Agreement is legally
binding in case of any inconsistencies between the English version and any
9.7 Canadian License. If You purchased the license for this Software in
Canada, You agree to the following: The parties hereto confirm that it is
their wish that this Agreement, as well as other documents relating hereto,
including Notices, have been and shall be written in the English language
only. Les parties ci-dessus confirment leur désir que cet accord ainsi que
tous les documents, y compris tous avis qui s'y rattachent, soient rédigés
en langue anglaise.
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