DELIVERABLES. The term "SOFTWARE" shall mean the computer programs, associated data files, and support material including, but not limited to, documentation, manuals, specifications, and training materials related thereto.
EDUSOFT shall deliver SOFTWARE at no charge to USER for the sole purpose of evaluating the capabilities and compatibility of the SOFTWARE. EDUSOFT shall provide full support during the evaluation period. USER's right to use the SOFTWARE is nontransferrable and nonexclusive and shall be limited solely to USER's evaluation at USER's location and address specified above or as otherwise stated in this Agreement. USER must pay shipping and handling import duties if applicable.
OWNERSHIP AND CONFIDENTIALITY. EDUSOFT retains title and full ownership rights to SOFTWARE and SOFTWARE is asserted to be EDUSOFT's proprietary information and trade secret. USER shall make no copies of SOFTWARE. SOFTWARE and any other written material provided by EDUSOFT shall be held in confidence by USER, using at least the same care USER provides for USER's own proprietary information. This information may be disclosed only to employees of USER involved in the evaluation. USER shall appropriately notify each employee to whom any such disclosure is made that such disclosure is made in confidence and shall be kept in confidence by the employee. USER shall take whatever steps are necessary to assure that each employee keeps such confidence.
The obligations of USER shall not apply to any information which it can be demonstrated:
has become part of the public domain other than by acts or omissions of USER;
has been made known to USER by third parties which have a valid legal right to make such disclosure and are not under a confidentiality obligation to EDUSOFT; or
was in the possession of USER prior to disclosure by EDUSOFT and was not acquired directly or indirectly from EDUSOFT.
This obligation of confidentiality shall remain in effect regardless of the termination of this Agreement until SOFTWARE becomes part of the public domain.
RESTRICTIONS. USER shall not (i) permit any third party to use SOFTWARE; (ii) modify or change SOFTWARE; or (iii) decompile, disassemble or otherwise reverse engineer SOFTWARE.
USER acknowledges that if problems are encountered with any host software (e.g., Sybyl or InsightII) during evaluation, USER will notify EDUSOFT of the problems and attempt to isolate HINT-related, Molconn-Z-related and/or HASL-related problems from problems that are wholly related to the host software by recreating the problem with the original environment. The producers and distributors of host software programs (Tripos, Inc., Accelrys, etc.) have no responsibility for the EDUSOFT software or potential problems caused by HINT, Molconn-Z and/or HASL installation, nor do they endorse said software.
SOFTWARE may not be used to create data (e.g., LogP, topological indices, etc.) that is stored in a database for later (i.e., after evaluation) use.
DISCLAIMERS. SOFTWARE is provided for evaluation purposes only. Accordingly, EDUSOFT does not warrant that SOFTWARE will meet USER's requirements or that its use will be uninterrupted or error free. THE SOFTWARE LICENSED HEREUNDER IS LICENSED "AS IS" AND EDUSOFT MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. The entire risk as to the quality and performance of SOFTWARE is with Licensee (USER). EDUSOFT SHALL HAVE NO LIABILITY WITH RESPECT TO ITS OBLIGATIONS UNDER THIS TRIAL LICENSE AGREEMENT OR OTHERWISE FOR DIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
COMPLETION OF EVALUATION. Upon completion of the evaluation, USER shall: (1) acquire from EDUSOFT a license to continue using SOFTWARE; or (2) destroy all copies of SOFTWARE and all data derived from software trial, including backup copies, and return any documentation and software distribution media supplied by EDUSOFT and notify EDUSOFT in writing that such actions have been completed.
EXPORT. USER will not export from the United States or reexport from anywhere any part of the SOFTWARE.
USER:
_____________________________________________________
(Authorized Signature for USER)
Printed Name: ___________________________________________________
Title: __________________________________________________________
Date: ___________________________________________________________
EDUSOFT:
______________________________________________________
(Authorized Signature for EDUSOFT)
Printed Name: __________________________________________________
Title: _________________________________________________________
Date: __________________________________________________________
The following system information is to be Completed by USER to enable license key creation:
___ SGI/Irix System (Molconn-Z, HintLogP, Toolkits, HASL):
___ Intel/Linux (Molconn-Z, HintLogP and Toolkits only):
___ Sun/Solaris (Molconn-Z, HintLogP and Toolkits only):
__ Macintosh/OS X (Molconn-Z, HintLogP and Toolkits only):
___ Intel/Windows2000 (Molconn-Z, HintLogP and Toolkits only):
Modeling Host Software/Media:
User Contact/Shipping Instructions:
Send (Fax or Mail) the Completed License
Agreement to:
Dr. David N. Haney
5455 Westknoll Drive
La Jolla, CA 92037
Sybyl is a product of Tripos, Inc., St. Louis, MO;
Daylight Toolkit is a product of Daylight CIS, Inc., Irvine, CA.