END-USER LICENSE AGREEMENT FOR VAIO SOFTWARE
YOU SHOULD CAREFULLY READ THE FOLLOWING AGREEMENT BEFORE USING THE SOFTWARE RELATED TO THIS VAIO COMPUTER. USING THAT SOFTWARE INDICATES YOUR ACCEPTANCE OF THIS AGREEMENT.
IMPORTANT-READ CAREFULLY: This End-User License Agreement (“LICENSE”) is a legal agreement between you and VAIO CORPORATION (“VAIO”) relating to the (i) software and third party software included in this VAIO computer sold to you by VAIO or its supplier (“PRODUCT”), and (ii) software which is made available for downloading and use from a website designated by VAIO (“VAIO SITE”), including software updates/upgrades, in connection with the use of the PRODUCT (such (i) and (ii) are collectively referred to as “SOFTWARE”, which shall include all associated media, printed materials and any online or electronic materials provided in connection therewith). Notwithstanding the foregoing, (a) software of VAIO’s third party licensors having a separate end user license agreement shall be covered by such a separate end user license agreement, and (b) EXCLUDED SOFTWARE (as defined below) shall be expressly excluded from the SOFTWARE (such (a) and (b) are collectively referred to as “NON-VAIO SOFTWARE”). By installing, copying, downloading or otherwise using the SOFTWARE, you agree to be bound by the terms of this LICENSE. If you do not agree to the terms of this LICENSE, VAIO is unwilling to license the SOFTWARE to you. In such event, you may not use or copy the SOFTWARE, and you should promptly contact VAIO for instructions on return of the entire PRODUCT and included SOFTWARE for a refund of the purchase price of the PRODUCT.
The SOFTWARE is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The SOFTWARE is licensed, not sold.
GRANT OF LICENSE
This LICENSE grants you the following non-exclusive rights:
You may install and use one copy of the SOFTWARE on your computer. Unless otherwise specified in the documentation provided with the SOFTWARE or on the VAIO SITE, you may install and use such SOFTWARE on only one computer at a time.
You may use the SOFTWARE for personal use only.
You may make one back-up copy of the SOFTWARE solely for recovery purposes.
Certain components of the SOFTWARE may be covered by so-called “open-source” software licenses (“EXCLUDED SOFTWARE”), which means any software licenses approved as open source licenses by the Open Source Initiative or any substantially similar licenses, including but not limited to any license that, as a condition of distribution of the software licensed under such license, requires that the distributor make the software available in source code format. The EXCLUDED SOFTWARE (including but not limited to open source code listed at http://vaio.com/opensource/ as amended from time to time) included in the SOFTWARE may be governed by terms and conditions governing the use of such EXCLUDED SOFTWARE. To the extent required by the licenses covering the EXCLUDED SOFTWARE, the terms of such licenses will apply in lieu of the terms of this LICENSE. To the extent the terms of the licenses applicable to the EXCLUDED SOFTWARE prohibit any of the restrictions in this LICENSE with respect to such EXCLUDED SOFTWARE, such restrictions will not apply to such EXCLUDED SOFTWARE. To the extent the terms of the licenses applicable to the EXCLUDED SOFTWARE require VAIO to make an offer to provide source code in connection with the SOFTWARE, such offer is hereby made. Please visit http://vaio.com/opensource/ for a list of applicable the EXCLUDED SOFTWARE, and the applicable terms and conditions governing the use of such EXCLUDED SOFTWARE. Such terms and conditions may be changed by the applicable third party at any time without liability to you.
DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS
You may not modify, reverse engineer, decompile, or disassemble the SOFTWARE in whole or in part.
The SOFTWARE is licensed as a single product. Its component parts may not be separated for use any computer other than the PRODUCT unless expressly authorized by VAIO.
You may not use the SOFTWARE over a network or distribute the SOFTWARE to other computers over a network except as specifically described in documentation provided with the SOFTWARE.
You may not bypass, modify, defeat or circumvent any of the functions or protections of the SOFTWARE or any mechanisms operatively linked to the SOFTWARE.
You may not remove, alter, cover or deface any trademarks or notices on the SOFTWARE.
The SOFTWARE may create data files automatically for use with the SOFTWARE. Any such data files will be deemed as part of the SOFTWARE.
You may not rent or lease the SOFTWARE.
You may permanently transfer all of your rights under this LICENSE only if you retain no copies, transfer all of the SOFTWARE (including all copies, component parts, the media and printed materials, all versions and any upgrades of the SOFTWARE and this LICENSE), and the recipient agrees to the terms of this LICENSE.
The software, network services or other products other than the SOFTWARE upon which the SOFTWARE’s performance depends might be interrupted or discontinued at the discretion of the suppliers (software suppliers, service providers, or VAIO). VAIO and its suppliers do not warrant that the software, network services or other products will continue to be available, or will operate without interruption or modification.
You agree to keep information contained in the SOFTWARE which is not publicly known confidential to yourself, and not to disclose such information to others without VAIO’s prior written approval.
Without prejudice to any other rights, VAIO may terminate this LICENSE immediately if you fail to comply with the terms and conditions of this LICENSE. In such event, you must destroy and/or erase all copies of the SOFTWARE and all of its component parts. This provision shall survive after the termination of the LICENSE.
All title and copyright in and to the SOFTWARE (including but not limited to any images, photographs, animation, video, audio, music, text and “applets”, incorporated into the SOFTWARE), and any copies of the SOFTWARE, are owned by VAIO or their suppliers. All rights not specifically granted under this LICENSE are reserved by VAIO.
USE OF SOFTWARE WITH COPYRIGHTED MATERIALS
The SOFTWARE may be capable of being used by you to store, process and use content created by you and third parties. Such content may be protected by copyright, other intellectual property laws, and/or agreements. You agree to use the SOFTWARE only in compliance with all such laws and agreements that apply to such content. You agree that VAIO may take appropriate measures to protect copyright of content stored, processed or used by the SOFTWARE. Such measures include, but are not limited to, counting the frequency of your backup and restoration through certain SOFTWARE features, refusal to accept your request to enable restoration of data through certain SOFTWARE features and termination of this LICENSE in the event of your use of the SOFTWARE in violation of this LICENSE or applicable laws, rules or regulations.
HIGH RISK ACTIVITIES
The SOFTWARE is not fault-tolerant and is not designed, manufactured or intended for use or resale as on-line control equipment in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, or weapons systems, in which the failure of the SOFTWARE could lead to death, personal injury, or severe physical or environmental damage (“High Risk Activities”). VAIO and each of their suppliers specifically disclaim any express or implied warranty of fitness for High Risk Activities.
EXCLUSION OF WARRANTY ON SOFTWARE
You expressly acknowledge and agree that use of the SOFTWARE is at your sole risk. The SOFTWARE is provided “AS IS” and without warranty of any kind and VAIO and their licensors (in this section, VAIO and their licensors shall be collectively referred to as “VAIO”), EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. VAIO DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE SOFTWARE WILL BE ERROR FREE. VAIO DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SOFTWARE IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY VAIO OR A VAIO AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS LIMITED WARRANTY. SHOULD THE SOFTWARE PROVE DEFECTIVE YOU (AND NOT VAIO OR A VAIO AUTHORIZED REPRESENTATIVE) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. THE EXCLUSION OF WARRANTIES ABOVE APPLIES TO YOU TO THE MAXIMUM EXTENT PERMITTED UNDER THE APPLICABLE LAWS AND REGULATIONS AND SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY
VAIO, (IN THIS SECTION, VAIO AND THEIR RESPECTIVE LICENSORS SHALL BE COLLECTIVELY REFERRED TO AS “VAIO”) SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR BREACH OF ANY EXPRESS OR IMPLIED WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY RELATED TO THE SOFTWARE, OR PRODUCT. SUCH DAMAGES INCLUDE, BUT ARE NOT LIMITED TO, LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF USE OF THE SOFTWARE, PRODUCT OR ANY ASSOCIATED HARDWARE, DOWN TIME AND USER’S TIME, EVEN IF VAIO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, VAIO’S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS LICENSE SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID ALLOCABLE TO THE ASSOCIATED PRODUCT. THE LIMITATION OF LIABILITY ABOVE APPLIES TO YOU TO THE MAXIMUM EXTENT PERMITTED UNDER THE APPLICABLE LAWS AND REGULATIONS AND SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU.
SOFTWARE DATA COLLECTION AND MONITORING
AUTOMATIC UPDATE FEATURE
From time to time, VAIO or third parties may automatically update or otherwise modify the SOFTWARE, including, but not limited to, for purposes of enhancement of security functions, error correction and improvement of functions, at such time as you interact with VAIO’s or third parties’ servers, or otherwise. Such updates or modifications may delete or change the nature of features or other aspects of the SOFTWARE, including functions you may rely upon. You hereby agree that such activities may occur at VAIO’s sole discretion and that VAIO may condition continued use of the SOFTWARE upon your complete installation or acceptance of such update or modifications. Any updates/modifications shall be deemed to be, and shall constitute part of, the SOFTWARE for purposes of this LICENSE. By acceptance of this LICENSE, you consent to such updates/modifications.
MODIFICATION OF LICENSE
VAIO RESERVES THE RIGHT TO AMEND THE SPECIFIC TERMS OF THE LICENSE REGARDING THE SOFTWARE AT ITS SOLE DISCRETION BY NOTICE TO YOU AT THE E-MAIL ADDRESS YOU HAVE PROVIDED TO VAIO AS PART OF YOUR REGISTRATION, OR ANY OTHER LEGALLY RECOGNIZABLE FORM OF NOTICE. If you do not agree to the terms to be amended, which shall be notified to you by VAIO before they take effect, you must return the entire PRODUCT, any other materials bundled in the package at the time of the purchase, together with any software you obtained from VAIO SITE for refund pursuant to the terms in the first paragraph of this LICENSE, titled “IMPORTANT-READ CAREFULLY”. Your continued use of the SOFTWARE after notice shall be deemed agreement to be bound by such amendment.
PROHIBITION ON EXPORT.
THE SOFTWARE AND ANY UNDERLYING TECHNOLOGY MAY NOT BE EXPORTED OUTSIDE THE UNITED STATES OR TO ANY FOREIGN ENTITY OR “FOREIGN PERSON” AS DEFINED BY U.S. GOVERNMENT REGULATIONS, INCLUDING, WITHOUT LIMITATION, ANYONE WHO IS NOT A CITIZEN, NATIONAL, OR LAWFUL (PERMANENT) RESIDENT OF THE UNITED STATES. BY USING THE SOFTWARE, YOU ARE AGREEING TO THE FOREGOING AND YOU ARE WARRANTING THAT YOU ARE NOT A “FOREIGN PERSON” OR UNDER THE CONTROL OF A FOREIGN PERSON.
U.S. GOVERNMENT RESTRICTED RIGHTS
SOFTWARE is provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the United States Government is subject to restriction as set forth in subparagraph (c) (1) and (2) of the Commercial Computer Software-Restricted Rights at 48 CFR 52.227-19, as applicable. Manufacturer is VAIO Corporation 5432 Toyoshina Azumino-shi Nagano, 399-8282 JAPAN.
The provisions of this LICENSE are severable. In the event any provision, term, condition, or covenant contained in this LICENSE (or portion thereof) is held to be invalid or otherwise unenforceable by a court of competent jurisdiction, such provision (or part thereof) shall be enforced to the extent possible consistent with the stated intention of the parties, or, if incapable of such enforcement, shall be deemed to be deleted from this LICENSE, while the remaining provisions of this LICENSE will remain in full force and effect.
GOVERNING LAW AND JURISDICTION
Any dispute arising out of this LICENSE shall be governed in all respects by laws of Japan without reference to any choice or conflict of laws principles and subject to the exclusive venue of the Tokyo District Court in Japan and the parties hereby consent to the venue and jurisdiction of such courts.
In addition to the section specified thereof, in the event that this LICENSE is terminated, the following sections shall survive: COPYRIGHT, MODIFICATION OF LICENSE, EXCLUSION OF WARRANTY ON SOFTWARE, LIMITATION OF LIABILITY, SOFTWARE DATA COLLECTION AND MONITORING, SEVERABILITY, GOVERNING LAW AND JURISDICTION and this provision.
THIRD PARTY BENEFICIARY
For all purposes of this LICENSE and third party licensors of any of the SOFTWARE shall be expressly deemed an intended third party beneficiary of this LICENSE and shall have the right to enforce the terms and conditions of this LICENSE.
Should you have any questions concerning this LICENSE or this limited warranty, you may contact VAIO by writing to VAIO at VAIO Corporation 5432 Toyoshina Azumino-shi, Nagano 399-8282 JAPAN.
(c) 2015 VAIO Corporation