Software license agreement for NoCloud OS
For use on nuutok-branded systems
Please read this software license agreement (“License”) carefully before using the nuutok software (defined below). By using the nuutok software, you are agreeing to be bound by the terms of this license.
If you do not agree to the terms and conditions of this License, do not install and/or use the nuutok software and, if presented with the option to “agree” or “disagree” to the terms, click “disagree”. You may return the entire nuutok hardware/ software package within the return period to nuutok online store or authorized distributor where you obtained it for a refund, subject to nuutok’s return policy. You must return the entire hardware/software package in order to obtain a refund.
If you agree to be bound by all of the terms and conditions of this license, click “agree”. By clicking “agree” or by downloading, using or copying any part of this nuutok software, you are agreeing to be bound to all the terms and conditions of this license.
To the extent that this software may be used to reproduce, modify, publish or distribute materials, such use is licensed to you only for materials you are authorized or legally permitted to reproduce, modify, publish or distribute. If you are uncertain about your right to copy, modify, publish or distribute any material, you should contact your legal advisor.
A. The nuutok software, any third party software, documentation, interfaces, content, fonts and any data accompanying this License whether on disk, in read only memory, on any other media or in any other form (collectively the “nuutok Software”) are licensed, not sold, to you by nuutok Inc. (“nuutok”) for use only under the terms of this License. nuutok and/or nuutok’s licensors retain ownership of the nuutok Software itself and reserve all rights not expressly granted to you. You agree that the terms of this License will apply to any nuutok-branded application software product that may be preinstalled on your nuutok-branded hardware, unless such product is accompanied by a separate license, in which case you agree that the terms of that license will govern your use of that product.
B. nuutok, at its discretion, may make available future upgrades or updates to the nuutok Software for your nuutok-branded computer. Upgrades and updates, if any, may not necessarily include all existing software features or new features that nuutok releases for newer or other models of nuutok-branded computers. The terms of this License will govern any software upgrades or updates provided by nuutok that replace and/or supplement the original nuutok Software product, unless such upgrade or update is accompanied by a separate license in which case the terms of that license will govern.
2. Permitted License Uses and Restrictions.
A. nuutok Online Store License. If you obtained a license for the nuutok Software from the nuutok Online Store, then subject to the terms and conditions of this license and as permitted by the nuutok Online Store Usage Rules set forth in the Online Store Terms and Conditions, you are granted a limited, non-transferable, non-exclusive license:
(i) to download, install, use and run for personal or commercial use, one (1) copy of the nuutok Software directly on each nuutok-branded computer running NoCloud OS that you own or control; and,
(ii) to download, install, use and run for personal or commercial use, one (1) copy of the nuutok Software directly from each nuutok Conversion Kit (“nuutok Key”) that you own or control and to only one (1) non nuutok-branded computer that you own or control.
B. Volume or Maintenance License. If you obtained the nuutok Software under a volume or maintenance license program with nuutok, the terms of your volume or maintenance license will determine the number of copies of the nuutok Software you are permitted to download, install, use and run on nuutok-branded and/or non nuutok-branded computers you own or control. Except as agreed to in writing by nuutok, all other terms and conditions of this license shall apply to your use of the nuutok Software obtained under a volume or maintenance license.
C. System Requirements – nuutok ID. Please note that the nuutok Software is supported on only nuutok-branded hardware and non nuutok-branded hardware that meets specified system requirements as indicated by nuutok. In addition, use of and access to certain features of the nuutok Software and certain services may require you to apply for a unique user name and password combination, known as a nuutok ID.
D. Other Use Restrictions. The grants set forth in this License do not permit you to, and you agree not to, install, use or run the nuutok Software on non-nuutok-branded computer for which you do not own or control a nuutok Key, or to enable others to do so. Unless otherwise permitted by the terms of this License or as otherwise licensed by nuutok: (i) only one computer may run the nuutok Software at a time, and (ii) you may not make the nuutok Software available over a network where it could be run or used by multiple computers at the same time. You may not rent, lease, lend, sell, redistribute or sublicense the nuutok Software or exploit any services provided by the nuutok Software in any unauthorized way.
E. Backup Copy. You may make one copy of the nuutok Software in machine-readable form for backup purposes only; provided that the backup copy must include all copyright or other proprietary notices contained on the original.
F. Migration of Existing Software. If you transfer the nuutok Software from one non nuutok-branded computer to another non nuutok-branded computer, please remember that continued use of the original copy of the software is prohibited once a copy has been transferred to another computer, unless you already have a licensed copy of such software on both computers. Third party software and services may not be compatible with this nuutok Software and installation of this nuutok Software may affect the availability and usability of such third party software or services, as well as nuutok products and services.
G. No Reverse Engineering; Limitations. You may not, and you agree not to or to enable others to :
(i) copy (except as expressly permitted by this License or by the Usage Rules if they are applicable to you); and,
(ii) decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, modify, create derivative works of the nuutok Software or any services provided by the nuutok Software or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by licensing terms governing use of the open source components that may be included with the nuutok Software).
H. nuutok Profile Manager.
1. Unless you are a nuutok Certified Retailer (“NCR”), and authorized to so by your respective clients, you may use Profile Manager solely for your company or organization. Profile Manager enables you to manage nuutok-branded and non nuutok-branded products that work with this service. You may not use Profile Manager to manage products that are not within your company or organization or, as an authorized NCR, your clients’ company or organization, or that are not managed for your own personal use. You may not provide a service to third parties that integrates with or leverages services or information provided by Profile Manager or uses Profile Manager in any way, unless your are an NCR and authorized in written to do so by nuutok.
2. You understand and agree that all information that you obtain through the use of Profile Manager may be used only for your own internal purposes within your company or organization, your respective clients’ company or organization or for your own noncommercial, personal use. When using Profile Manager to manage nuutok-branded and non nuutok-branded products, you are responsible for informing users that you will be able to interact with such products, including but not limited to configuring, supervising, and wiping such products remotely. As a condition to using Profile Manager, you represent and warrant to nuutok that you have all the necessary rights and consents to collect and use any information you obtain through the use of Profile Manager in this manner.
3. Unless your company or organization, or your respective clients’ company or organization is a member of the nuutok Developer Program, or you are a nuutok Developer Program licensee, you may not use Profile Manager for such purposes. To the extent that Profile Manager may be used by you to load content and other applications, it is licensed to you only for loading of content you are authorized or legally permitted to load. As a condition to using Profile Manager, you agree and you represent and warrant to nuutok that all such applications and content have been appropriately licensed for such uses and are being used in accordance with all applicable license terms.
4. In addition, you may use the Profile Manager feature of the nuutok Software to enable software updates for certain nuutok-branded software, provided that each such nuutok-branded client or server computer or device that you update is licensed to receive such software updates and that all such use of this feature is solely for internal use within your company or organization or, your respective clients’, for your own non-commercial, personal use, and is not otherwise prohibited by the license agreements accompanying the software you would like to make available in this manner.
I. Internet Reachability – Network Diagnostic Tests. Unless you disable the 2synch or 2enjoy functions of the nuutok software or you click « disagree » because you disagree with the terms of this License, the nuutok Software will perform network diagnostic tests to assist you in setting up, configuring and monitoring your nuutok Servers to determine if they are functioning properly and how they are accessible over the Internet. As part of performing these tests, you agree that nuutok will query your nuutok Servers and that your external IP address and the port numbers of running server services on your nuutok Servers will be accessed and displayed within the nuutok Software. This information will be sent to nuutok to provide you with network diagnostic test results and nuutok will retain your external IP address solely for quality assurance and capacity management purposes for your nuutok Servers. By installing or using the nuutok Software, you acknowledge and agree that nuutok has your permission to collect, transmit, maintain, process and use the information described above in accordance with these terms. If you do not agree to the foregoing, you may disable the 2synch and 2enjoy functions of the nuutok Software at any time or click “disagree” because you do not agree to the terms and conditions of this License.
J. Software Update Server. You may use the Software Update Server feature of the nuutok Software to host software updates to NoCloud OS and other nuutok and third party software on your nuutok Server for access by nuutok-branded and non nuutok-branded client computers, provided that each such client computer is licensed to receive such software updates and that all such use of this Software Update feature is solely for internal use within your company or organization, or your clients’, or for your own non-commercial, personal use, and is not otherwise prohibited by the license agreements accompanying the software you would like to make available in this manner.
K. Compliance with Laws. You agree to use the nuutok Software and any services in compliance with all applicable laws, including local laws of the country or region in which you reside or in which you download or use the nuutok Software and services.
A. If you obtained your license of the nuutok Software from the nuutok Online Store, it is not transferable. If you sell your non nuutok-branded hardware to a third party, you must remove the nuutok Software from the non nuutok-branded hardware before doing so.
B. All components of the nuutok Software are provided as part of a bundle and may not be separated from the bundle and distributed as standalone applications. Note that the nuutok Software provided with a particular nuutok-branded hardware product might not run on other models of nuutok-branded hardware.
C. Any copy of the nuutok Software that may be provided by nuutok for promotional, evaluation, diagnostic or restorative purposes may be used only for such purposes and may not be resold or transferred.
4. Consent to Use of Data.
A. Diagnostic and Usage Data. Unless you disable the 2synch or 2enjoy functions of the nuutok Software or click “disagree” because you do not agree to the terms and conditions of this License, you agree to allow diagnostic and usage collection and that nuutok and its subsidiaries and agents will collect, maintain, process and use diagnostic, technical, usage and related information, including but not limited to unique system or hardware identifiers, information about your computer, system and application software, and peripherals, that is gathered periodically to ensure quality assurance, provide and improve nuutok’s products and services, facilitate the provision of software updates, product support and other services to you (if any) related to the nuutok Software, and to verify compliance with the terms of this License. nuutok will use this information for the purposes described above If you do not agree to the foregoing, you may disable the 2synch and 2enjoy functions of the nuutok Software at any time or uncheck the box at the bottom of this License page before you accept this License.
A. nuutok may provide access to services by or through the nuutok Software for you to use. Use of these services may require a nuutok ID, may require you to accept additional terms and may be subject to additional fees. If you elect to use such services in conjunction with the nuutok Software, your usage of such services will be subject to those additional terms and conditions (e.g., if you access features or functionality of 2gosafe through the use of nuutok Server, the 2gosafe agreement applies), but this License will continue to apply to your use of the nuutok Software licensed hereunder.
B. You agree that the services contain proprietary content, information and material that is owned by nuutok and its licensors, and is protected by applicable intellectual property and other laws, and that you will not use such proprietary content, information or materials in any way whatsoever except for permitted use of the services or in any manner that is inconsistent with the terms of this License or that infringes any intellectual property rights of a third party or nuutok. Except to the extent expressly permitted in the applicable terms for the services, you agree not to reproduce, modify, rent, lease, lend, sell, distribute, or create derivative works based on the services, in any manner, and you shall not exploit the services in any unauthorized way whatsoever, including but not limited to, using the services to transmit any malware, or by trespass or burdening network capacity.
C. In addition, services that may be accessed, linked to or displayed through the nuutok Software may not be available in all languages or in all countries. nuutok makes no representation that any such services would be appropriate or available for use in any particular location. nuutok reserves the right to change, suspend, remove, or disable access to any services at any time. In no event will nuutok be liable for the removal of or disabling of access to any such services or for any updates, maintenance, warranty, technical or other support for such services. nuutok may also impose limits or other restrictions on the use of or access to the services, in any case without notice or liability. You acknowledge and agree that nuutok reserves the right to revoke or remove your access to any services provided by or through the nuutok Software at any time in its sole discretion.
This License is effective until terminated. Your rights under this License will terminate automatically or otherwise cease to be effective without notice from nuutok if you fail to comply with any term(s) of this License. Upon the termination of this License, you shall cease all use of the nuutok Software and destroy all copies, full or partial, of the nuutok Software. Sections 4, 5, 6, 7, 8, 9, 10, 12 and 13 of this License shall survive any such termination.
7. Disclaimer of Warranties.
A. If you are a customer who is a consumer (someone who uses the nuutok Software outside of your trade, business or profession), you may have legal rights in your country of residence which would prohibit the following limitations from applying to you, and where prohibited they will not apply to you. To find out more about rights, you should contact a local consumer advice organization.
B. You expressly acknowledge and agree that, to the extent permitted by applicable law, use of the nuutok Software and any services performed by or accessed through the nuutok Software is at your sole risk and that the entire risk as to satisfactory quality, performance, accuracy and effort is with you.
C. To the maximum extent permitted by applicable law, the nuutok Software and services are provided “as is” and “as available”, with all faults and without warranty of any kind, and nuutok and nuutok’s licensors (collectively referred to as “nuutok” for the purposes of sections 7 and 8) hereby disclaim all warranties and conditions with respect to the nuutok Software and services, either express, implied or statutory, including, but not limited to, the implied warranties and/or conditions of merchantability, satisfactory quality, fitness for a particular purpose, accuracy, quiet enjoyment, and non-infringement of third party rights.
D. nuutok does not warrant against interference with your enjoyment of the nuutok Software and services, that the functions contained in, or services performed or provided by, the nuutok Software will meet your requirements, that the operation of the nuutok Software or services will be uninterrupted or error-free, that any services will continue to be made available, that the nuutok Software or services will be compatible or work with any third party software, applications or third party services or any other nuutok products or services, or that defects in the nuutok Software or services will be corrected. Installation of this nuutok Software and use of the services may affect the usability of third party software, applications or third party services as well as other nuutok products or services.
E. You further acknowledge that the nuutok Software and services are not intended or suitable for use in situations or environments where the failure or time delays of, or errors or inaccuracies in the content, data or information provided by, the nuutok Software or services could lead to death, personal injury, or severe physical or environmental damage, including without limitation the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, life support or weapons systems.
F. No oral or written information or advice given by nuutok or an nuutok authorized representative shall create a warranty. Should the nuutok Software or services prove defective, you assume the entire cost of all necessary servicing, repair or correction. Some jurisdictions do not allow the exclusion of implied warranties or limitations on applicable statutory rights of a consumer, so the above exclusion and limitations may not apply to you.
8. Limitation of liability.
To the extent not prohibited by applicable law, in no event shall nuutok be liable for personal injury, or any incidental, special, indirect or consequential damages whatsoever, including, without limitation, damages for loss of profits, corruption or loss of data, failure to transmit or receive any data or information, business interruption or any other commercial damages or losses, arising out of or related to your use or inability to use the nuutok Software or services or any third party software or applications in conjunction with the nuutok Software or services, however caused, regardless of the theory of liability (contract, tort or otherwise) and even if nuutok has been advised of the possibility of such damages. Some jurisdictions do not allow the exclusion or limitation of liability for personal injury, or of incidental or consequential damages, so this limitation may not apply to you. In no event shall nuutok’s total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of twenty-five dollars ($25.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.
9. Digital certificates.
The nuutok Software contains functionality that allows it to accept digital certificates either issued by you, by nuutok or by third parties. You are solely responsible for deciding whether or not to rely on a certificate whether issued by you, nuutok or a third party. Your use of digital certificates is at your sole risk. To the maximum extent permitted by applicable law, nuutok makes no warranties or representations, express or implied, as to merchantability or fitness for any particular purpose, accuracy, security, or non-infringement of third party rights with respect to digital certificates. You agree that
(a) you will not falsify or misuse any certificate;
(b) you will use digital certificates for legal purposes only and only as expressly permitted by this license and in accordance with any applicable certificate policy, certificate practice statement or other certificate authority business practice disclosures;
(c) you are solely responsible for preventing any unauthorized user from making use of your digital certificates or otherwise having access to any certificate or private key stored on your computer; and
(d) you will revoke any of your certificates that you have reason to believe has been compromised.
10. Export Control.
You may not use or otherwise export or reexport the nuutok Software except as authorized by Canada and United States law and the laws of the jurisdiction in which the nuutok Software was obtained. In particular, but without limitation, the nuutok Software may not be exported or re-exported
(a) into any Canada or U.S. embargoed countries; or,
(b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List or any other restricted party lists.
By using the nuutok Software, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use the nuutok Software for any purposes prohibited by Canada and United States law, including, without limitation, the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons.
11. Controlling Law and Severability.
This License will be governed by and construed in accordance with the laws of the Province of Quebec (Canada), excluding its conflict of law principles. This License shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
12. Complete Agreement; Governing Language.
This License constitutes the entire agreement between you and nuutok relating to the use of the nuutok Software and supersedes all prior or contemporaneous understandings regarding such subject matter. No amendment to or modification of this License will be binding unless in writing and signed by nuutok. Any translation of this License is done for local requirements and in the event of a dispute between the English and any non-English versions, the English version of this License shall govern, to the extent not prohibited by local law in your jurisdiction.
13. Third Party Acknowledgements.
A. Certain components of the nuutok Software, and third party open source programs included with the nuutok Software, may be made available by nuutok on its website. Acknowledgements, licensing terms and disclaimers for such components are contained in the electronic documentation for the nuutok Software. Please refer to the electronic documentation since you may have additional rights in the Open Source Components. You expressly acknowledge that if failure or damage to nuutok hardware results from modification of the Open Source Components of the nuutok Software, such failure or damage is excluded from the terms of the nuutok hardware warranty.
B. Certain software libraries and other third party software included with the nuutok Software may be licensed under the terms of the GNU General Public License (GPL) or the GNU Library/Lesser General Public License (LGPL), as the case may be. Such GPL/LGPL software is distributed in the hope that it will be useful, but without any warranty, without even the implied warranty of merchantability or fitness for a particular purpose.
Published December 15th, 2016