END-USER LICENSE AGREEMENT
FOR Image Scanner Driver for Linux (UOS) and Image Capture software "fsane"
This End-User License Agreement ("EULA") is a legal agreement between the user of this software ("You") and PFU Limited ("PFU") for governing the use of PFU software known as Image Scanner Driver for Linux (UOS) and Image Capture software "fsane" ("Software") to be used with PFU fi series scanner product ("Product").
BY DOWNLOADING, INSTALLING, COPYING, OR USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA. IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, YOU ARE NOT PERMITTED TO USE THE SOFTWARE. IF YOU DOWNLOAD OR INSTALL THE SOFTWARE ON BEHALF OF YOUR EMPLOYER, YOU REPRESENT THAT YOU ARE AUTHORIZED TO ACCEPT THESE TERMS AND CONDITIONS ON ITS BEHALF (SUCH EMPLOYER BEING HEREINAFTER ALSO REFERRED TO AS "YOU"). YOU AGREE THAT YOU HAVE READ AND UNDERSTAND THIS EULA.
1. Grant of License
(1) Subject to the terms and conditions of this EULA, PFU hereby grants You the following non-exclusive and non-transferable world-wide license;
(a) to install and use the Software on unlimited number of computers for Your end use;
(b) to copy, distribute and grant the right to use the Software to Your customer;
(c) to install and use the Software to embed the Software into any software developed by You to work with the Product ( "Your Software" ) ; and
(d) to copy, distribute and grant the right to use the Software incorporated in Your Software to Your customer.
(2) You shall indemnify, hold harmless and defend PFU and its affiliates against any and all expenses and costs of defense (including, without limitation, attorneys' fees and expenses, damages, judgments and amounts paid in settlement) and any amount PFU and its affiliates become legally obligated to pay because of any claim or claims against it to the extent that such claim or claims arise out of or are based on any claim that Your Software infringes or misappropriates any kind of intellectual property rights of any third party.
(3) You shall not state the following description on Your Software or its advertising material,
(a) any description which may be seemed that PFU recommends to use Your Software, or
(b) any description which may be seemed that PFU warrants any content of Your Software or PFU warrants fitness between the PFU's Software and Your Software.
(4) You acknowledge and agree that the terms and conditions of this EULA also apply to any updates, upgrades, and supplements to the Software.
2. Backup Copy
You may make a reasonable number of backup copies of the Software solely for archival purposes.
3. Restrictions
(1) You may use the Software to the extent granted under this EULA.
(2) Except as permitted under this EULA, You are not permitted to use the Software for the services (including application service provider, but not limited to this) to provide the function of the Software to the third party.
(3) Except to the extent expressly permitted by applicable law, You shall not allow yourself and allow any third party to reverse engineer, reverse compile or reverse assemble the Software or otherwise attempt to create the program from the Software.
(4) You shall not use the Software by circumventing or canceling technical limitations preset in the Software.
(5) YOU ACKNOWLEDGE AND AGREE THAT THE SOFTWARE IS DESIGNED, DEVELOPED OR MANUFACTURED AS CONTEMPLATED FOR GENERAL USE, INCLUDING WITHOUT LIMITATION, GENERAL OFFICE USE, PERSONAL USE, HOUSEHOLD USE, AND ORDINARY INDUSTRIAL USE, BUT NOT DESIGNED, DEVELOPED AND MANUFACTURED FOR ANY USE THAT MAY GIVE RISE TO FATAL RISKS OR DANGERS OR FOR ANY USE THAT COULD LEAD TO DEATH, PERSONAL INJURY, SEVERE PHYSICAL DAMAGE, OR OTHER LOSS IN THE ABSENCE OF EXTREMELY HIGH SAFETY REQUIREMENTS BEING FOLLOWED (EACH OF SUCH USES BEING HEREINAFTER REFERRED TO AS A "HIGH SAFETY REQUIRED USE"). HIGH SAFETY REQUIRED USES SHALL INCLUDE WITHOUT LIMITATION, NUCLEAR REACTION CONTROL IN NUCLEAR FACILITIES, AIRCRAFT FLIGHT CONTROL, AIR TRAFFIC CONTROL, MASS TRANSPORT CONTROL, MEDICAL LIFE SUPPORT SYSTEMS, AND MISSILE LAUNCH CONTROL IN WEAPON SYSTEMS. PFU, ITS LICENSORS, SUPPLIERS AND AFFILIATES DISCLAIM ANY AND ALL LIABILITY FOR DAMAGES CAUSED BY USE OF THE SOFTWARE IN ANY HIGH SAFETY REQUIRED USE. YOU AGREE NOT TO USE THE SOFTWARE IN ANY HIGH SAFETY REQUIRED USE. PFU DISCLAIMS ANY AND ALL LIABILITY FOR DAMAGES CAUSED BY YOUR USE OF THE SOFTWARE IN ANY HIGH SAFETY REQUIRED USE.
(6) You shall comply with any and all applicable laws and regulations to use the Software.
(7) If You are a business, company, or organization, You acknowledge and agree that PFU has the right to audit Your compliance with this EULA, upon reasonable advanced notice.
(8) You acknowledge and agree that the Software is not designed to protect computers or computer networks against unauthorized access or computer viruses and that neither PFU nor any of its affiliated companies, suppliers or resellers is liable for any damage to the Software, or to Your computers or computer networks, caused by such unauthorized access or computer viruses. You shall take proper security measures to avoid such unauthorized access or computer viruses.
(9) Nothing in this EULA is intended to limit any non-waivable right to decompile the Software to which You may be entitled under applicable law. For example, if You are located in the European Union (EU), You may enjoy the right to decompile the Software -- if certain conditions are met as specified in such law -- if necessary in order to achieve interoperability between (i) the Software and (ii) other applicable software, on the condition that You have first asked PFU in writing to provide the information necessary to achieve such interoperability and PFU has not provided such information available. You are advised that information supplied by PFU or discovered through decompilation of the Software shall be used only for those purposes expressly permitted by applicable law, and You are advised to consult such law and obtain legal counsel (if necessary) to achieve this compliance.
4. Open Source Software
The Software contains the open source software developed by third party ("OSS") besides the software developed by PFU. The use of OSS is governed by the terms and conditions attached to each OSS prior to this EULA. You shall comply with the terms and conditions in the file named "/opt/pfufs/readme.txt" to use each OSS.
5. Reservation of Rights and Ownership
(1) You agree that no title to, or intellectual property rights in, including, without limitation, any trade secret, copyright, patent and trademark, or any other interest in any Software, is transferred hereunder to You, with the exception of the licenses granted to You in this EULA. You agree that You will not take or cause to be taken any action that would challenge the validity or enforceability of any of PFU's intellectual property rights to Software or any technology included therein.
(2) You shall not change or remove any copyright notices contained within the Software and its copy.
6. Assignment
You may not assign or otherwise transfer these terms or Your rights and obligations under this EULA, in whole or in part, without PFU's written consent.
7. Export Control
The Software is subject to U.S. export control laws and regulations and may also be subject to import and export laws of the jurisdiction in which it was obtained, if outside the U.S. You shall abide by all applicable export control laws, rules and regulations applicable to the Software. You agree that You will not export, re-export, or transfer the Software, in whole or in part, to any country, person, or entity subject to U.S. and any applicable export restrictions. You specifically agree not to export, re-export, or transfer the Software to: (i) any country to which is embargoed or restricted to export of goods or services, or to any national of such country, wherever located, who intends to transmit or transport the Software back to such country; (ii) any person or entity who You know or have reason to know will utilize the Software or portion thereof in the design, development, production or use of nuclear, chemical or biological materials, facilities, or weapons; or (iii) any person or entity who have been prohibited from participating in export transactions by any federal agency of the U.S. government or any applicable government.
8. Software Support
You may purchase support service for the Software separately, if applicable. Support for the Software is not provided by PFU or its affiliates unless You purchase support service for the Software. For purchase of support service for the Software, please contact Your supplier.
9. LIMITED WARRANTY
(1) THE SOFTWARE IS PROVIDED BY PFU "AS IS". PFU ON BEHALF OF ITSELF AND ITS AFFILIATES HEREBY DISCLAIM ALL WARRANTIES OF ANY NATURE, WHETHER EXPRESS, IMPLIED OR OTHERWISE AND WHETHER ARISING FROM TRADE OR CUSTOM, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE.
(2) In the event that You inform PFU that there is any discrepancy or defect in the Software with the specifications or functions described in the manual and/or the product information page for the Software on PFU website, PFU will provide corrective information for such discrepancy or defect for a period of ninety (90) days from the date You receipt of the Software.
(3) IN ANY CASE, PFU'S AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THE SOFTWARE SHALL BE LIMITED TO THE PURCHASE PRICE ORIGINALLY PAID BY YOU FOR THE PRODUCT.
(4) THIS SECTION 9 IS THE PFU'S SOLE WARRANTY AND LIABILITY FOR THE SOFTWARE.
(5) THE LIMITATIONS AND EXCLUSIONS IN SECTION 9-(1), (2), (3) AND (4) DO NOT APPLY TO ANY DAMAGES CAUSED BY PFU'S INTENTIONAL OR GROSSLY NEGLIGENT ACTS. IN ADDITION, THE FOREGOING LIMITATIONS AND EXCLUSIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW IN THE JURISDICTION AS SPECIFIED IN SECTION 14.
(6) Even if a part of the Software has been developed by a third party, the third party developer shall have no liability in connection with the use, performance or non-conformance of the Software.
10.Confidentiality
You shall hold the Software, materials and information related to the Software ( collectively, "Confidential Information" ) provided by PFU, including but not limited to ID and/or password for downloading the Software, and information that You set up based on the information provided by PFU in confidence and shall protect the Confidential Information from unauthorized use, publication or dissemination with the same degree of care normally used to protect its own confidential information. You shall not disclose Confidential Information to any third party except to the Subcontractor.
11. Termination
(1) PFU may terminate this EULA immediately if You fail to comply with the terms and conditions of this EULA. In the case of this termination, PFU shall not have any responsibility or liability due to such termination.
(2) Upon the termination of this EULA, You shall discontinue all use of the Software and materials, information related to the Software, and destroy all copies, summaries or extracts thereof, if any, which have been made by You.
(3) In case that You are granted to distribute the Software and Your Software to End User under this EULA, End User may continue to use the Software and Your Software distributed by no later than the termination of this EULA, provided however, if the Software and Your Software have been distributed in violation of the terms and conditions of this EULA, You shall assume responsibility to discontinue End User's use of the Software and Your Software immediately.
12. U.S. Government End Users
This Section 12 applies to all acquisitions of the Software by or for the federal government, or by any prime contractor or subcontractor (at any tier) under any contract, grant, cooperative agreement or other activity with the federal government. By accepting delivery of the Software, the government hereby agrees that the Software qualifies as "commercial" computer software within the meaning of the acquisition regulation(s) applicable to this procurement. The terms and conditions of EULA shall pertain to the government's use and disclosure of the Software, and shall supersede any conflicting contractual terms or conditions. If this EULA fails to meet the government's needs or is inconsistent in any respect with Federal law, the government agrees to return the Software, unused. The following additional statement applies only to acquisitions governed by DFARS Subpart 227.4 (October 1988): "Restricted Rights - Use, duplication and disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 (OCT. 1988)."
13. Miscellaneous Provisions
(1) This EULA sets forth the entire agreement and understanding between You and PFU relating to the Software, and it supersedes all prior or contemporaneous oral or written communications, proposals and representations with respect to the Software. It may not be modified or changed in any way without the express written consent of the parties hereto.
(2) If any provision of this EULA is held to be invalid or unenforceable for any reason by any tribunal of competent jurisdiction to be invalid, illegal or unenforceable, the other provisions shall continue in full force and effect.
(3) The failure of either Party to enforce, in any one or more instances, any of the terms and conditions of this EULA shall not be construed as a waiver of the future performance of any such term or condition. Waiver of any term of condition of this EULA shall only be deemed to have been made if expressed in writing by the Party granting such waiver.
(4) You agree that any difference or dispute between You and PFU concerning the interpretation or validity of this EULA or the rights and liabilities of the parties shall be settled by arbitration in Tokyo, Japan in accordance with the Rules of Procedure of the Japan Commercial Arbitration Association. You also agree that the arbitrator may grant injunction or other relief in the dispute or controversy, provided that PFU may seek immediate injunction and other equitable relief enjoining any breach or threatened breach of this EULA in any court or competent jurisdiction without breach of this Sub-Section 13.(4). The award rendered by the arbitration shall be final and binding upon the parties. Judgment upon such award may be entered in any court having jurisdiction thereof.
14. Governing Law and Jurisdiction
This EULA will be governed by and construed in accordance with the substantive laws of Japan, without regard to conflict of laws principles. This EULA will not be governed by the conflict of law rules of any jurisdiction or by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
PFU Shenzhen Limited
May 2024
