Quadric Software

End User License Agreement

Quadric License Agreement

PLEASE READ THIS AGREEMENT CAREFULLY. BY COPYING, INSTALLING, OR USING ALL OR ANY PORTION OF THIS SOFTWARE, YOU (HEREINAFTER “CUSTOMER”) ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, THE PROVISIONS ON LICENSE RESTRICTIONS IN SECTION 4, LIMITED WARRANTY IN SECTIONS 6 AND 7, LIMITATION OF LIABILITY IN SECTION 8, AND SPECIFIC PROVISIONS AND EXCEPTIONS IN SECTION 16. CUSTOMER AGREES THAT THIS AGREEMENT IS LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY CUSTOMER. THIS AGREEMENT IS ENFORCEABLE AGAINST CUSTOMER. IF CUSTOMER DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT, CUSTOMER MAY NOT USE THE SOFTWARE.

Customer may have another written agreement directly with Quadric (e.g., a volume license agreement) that supplements or supersedes all or portions of this agreement. The Software is LICENSED, NOT SOLD, only in accordance with the terms of this agreement. Use of some Quadric and some non-Quadric materials and services included in or accessed through the Software may be subject to additional terms and conditions. 

The Software may cause Customer’s Computer to AUTOMATICALLY CONNECT TO THE INTERNET. The Software may also require activation or registration. Additional information on activation, Internet connectivity, and privacy is available in Sections 12 and 13.

1. Definitions.

1.1 “Quadric” means Quadric Software, Inc., a Vermont corporation, 3619 Roosevelt Hwy, Ste 6, Colchester, VT, 05446, USA.

1.2 “Compatible Computer” means a Computer with the recommended operating system and hardware configuration as stated in the Documentation.

1.3 “Computer” means a virtual or physical device that accepts information in digital or similar form and manipulates it for a specific result based on a sequence of instructions, including without limitation desktop computers, laptops, tablets, mobile devices, telecommunication devices, Internet-connected devices, and hardware products capable of operating a wide variety of productivity, entertainment, or other software applications.

1.4 “Customer” means you and any legal entity that obtained the Software and on whose behalf it is used; for example, and as applicable, your employer.

1.5 “Internal Network” means a private, proprietary network resource accessible only by employees and individual contractors (i.e., temporary employees) of a specific corporation or similar business entity. Internal Network does not include portions of the Internet or any other network community open to the public, such as membership or subscription driven groups, associations, and similar organizations.

1.6 “Output File” means an output file Customer creates with the Software.

1.7 “Permitted Number” means the number  indicated under a valid license granted by Quadric.

1.8 “Software” means (a) all of the information with which this agreement is provided, including but not limited to: (i) all software files and other computer information; (ii) any proprietary scripting logic embedded within exported file formats or used in an Quadric Online Service; (iii) sample and stock photographs, images, sounds, clip art and other artistic works bundled with Quadric software or made available by Quadric on Quadric’s website for use with the Quadric software and not obtained from Quadric through a separate service (unless otherwise noted within that service) or from another party (“Content Files”); (iv) related explanatory written materials and files (“Documentation”); and (v) fonts; and (b) any modified versions and copies of, and upgrades, updates, and additions to, such information, provided to Customer by Quadric at any time, to the extent not provided under separate terms (collectively, “Updates”).

2. Software License; Membership.

2.1 Software License. This Section 2.1 applies to Customers who have purchased a license to the Software but have not purchased a membership-based license or service as described in Section 2.2.

2.1.1 License Grant. Subject to Customer’s continuous compliance with this Agreement and payment of the applicable license fees, Quadric grants Customer a non-exclusive and limited license to install and use the Software (a) in the territory or region where Customer obtains the Software from Quadric or Quadric’s authorized reseller or as otherwise stated in the Documentation (“Territory”), (b) during the term of such license (“License Term”), (c) within the scope of the License Type and on the Permitted Number of Customer’s Compatible Computers as specified in the Documentation, and (d) in a manner consistent with the terms of this Agreement and applicable Documentation. Unless otherwise defined in this Agreement, in the applicable Documentation, or at the time of purchase, License Term shall be perpetual. Upon the expiration or termination of the License Term, some or all of the Software may cease to operate without prior notice. Upon expiration or termination of the License Term, Customer may not use the Software unless Customer has renewed the license. The license granted herein is supplemented by specific provisions in Section 16 as related to the use of certain applicable products and components that may be included in the Software such as font software, Acrobat, After Effects, Quadric Presenter, Contribute, Flash Player, Flash Builder, Digital Publishing Suite, and Quadric Runtimes.

2.1.2 License Types.

2.1.2.1 Non-Serialized Software. The Software, or portions of the Software, that are provided without a serial number during the License Term may only be installed and used on any number of Compatible Computers as part of an organizational deployment plan during the License Term for demonstration, evaluation, and training purposes only, and only if any Output Files or other materials produced through such use are used only for internal, non-commercial, and non-production purposes. THE NON-SERIALIZED SOFTWARE IS PROVIDED “AS‑IS”. ACCESS TO AND USE OF ANY OUTPUT FILES CREATED WITH SUCH NON-SERIALIZED SOFTWARE IS ENTIRELY AT CUSTOMER’S OWN RISK.

2.1.2.2 Evaluation Software. The Software, or portions of the Software, that are provided with a serial number designated for “evaluation purposes” or other similar designation (such as Software or a serial number supplied as “EVAL” under a separate agreement) (“Evaluation Software”) may only be installed and used on Permitted Number of Compatible Computers during the License Term for demonstration, evaluation, and training purposes only, and only if any Output Files or other materials produced through such use are used only for internal, non-commercial, and non-production purposes. THE EVALUATION SOFTWARE IS PROVIDED “AS IS”. ACCESS TO AND USE OF ANY OUTPUT FILES CREATED WITH SUCH EVALUATION SOFTWARE IS ENTIRELY AT CUSTOMER’S OWN RISK.

2.1.2.3 Subscription Edition. For the Software available on a subscription-basis (“Subscription Edition”), Customer may install and use the Subscription Edition only on the Permitted Number of Compatible Computer during the License Term. Subject to the Permitted Number of Compatible Computers for the Subscription Edition, Quadric may allow Customer to install and use the most recent prior version of the Subscription Edition and the current version of the Subscription Edition on the same Computer during the License Term. Customer agrees that Quadric may change the type of Software (such as specific components, versions, platforms, languages, etc.) included in the Subscription Edition at any time and shall not be liable to Customer whatsoever for such change. Ongoing access to a Subscription Edition requires: (a) a recurring Internet connection to activate, renew, and validate the license, (b) Quadric or its authorized reseller’s receipt of recurring subscription payments, and (c) Customer’s agreement to subscription terms and other additional terms and conditions that are available at portal.quadricsoftware.com or at the time of purchase. If Quadric does not receive the recurring subscription payment or cannot validate the license periodically, then the Software may become inactive without additional notice until Quadric receives the payment or validates the license.

2.1.3 Portable or Home Computer Use. Subject to the restrictions set forth in Section 2.1.4, the primary user of the Computer on which the Software is installed under Section 2.1 (“Primary User”) may install a second copy of the Software for his or her exclusive use on either a portable Computer or a Computer located at his or her home, provided that the Software on the portable or home Computer is not used at the same time as the Software on the primary Computer.

2.1.4 Restrictions on Secondary Use by Volume Licensees. If the Software was obtained under an Quadric volume license program or agreement (such as Quadric Volume Licensing) by any licensee other than an educational volume licensee, then the second copy of the Software made under Section 2.1.3 must be used solely for the benefit and business of that volume licensee.

2.1.7 Server Use.

2.1.7.1 As permitted in a separate purchasing document or Documentation and subject to license restrictions stated in this Agreement, Customer may install the Software on a Server only for the purpose of allowing an individual from a Computer within the same Internal Network (“Network User”) to access and use the Software. The Network User who has access to such Software on the Server is referred to as “Server Software User”. 

2.1.7.2 For clarification and without limitation, the foregoing does not permit Customer to install or access (either directly or through commands, data, or instructions) the Software: (a) from or to a Computer not part of Customer’s Internal Network; (b) for enabling web hosted workgroups or web hosted services available to the public; (c) by any individual or entity to use, download, copy, or otherwise benefit from the functionality of the Software unless licensed to do so by Quadric; (d) as a component of a system, workflow or service accessible by more than the Permitted Number of Computers; or (e) for operations not initiated by an individual user (e.g., automated server processing).

2.2 Membership. This Section 2.2 applies to Customers who have purchased a membership-based license or service such as the A3 subscription (collectively, “Membership”).

2.2.1 Quadric Online Services Related to the Membership. Subject to Customer’s continuous compliance with this Agreement and payment of the applicable membership fees, if any, Quadric grants Customer a non-exclusive, Territory-wide and limited right to access and use the Software and related Quadric Online Service (as further described in Section 16.4.1) as part of the Membership, subject to the terms stated in this Agreement and the Additional Terms of Use (as the term is defined in Section 14.1.3 below).

2.2.2 Software License Related to the Membership. Subject to Customer’s continuous compliance with this Agreement and payment of the applicable membership fees, if any, Quadric grants Customer a non-exclusive and limited license to install and use the Software: (a) in the Territory, (b) during the period that the Membership is current and active (“Membership Term”) and (c) in a manner consistent with the terms of this Agreement and applicable Documentation. Upon the expiration or termination of the Membership Term, (x) some or all of the Software may cease to operate without prior notice and (y) Customer may not use the Software unless Customer has renewed the membership. All terms related to the specific Software as stated in this Agreement shall remain effective and continue to apply to Customer and its use of such Software.

2.2.3 Restrictions. Customer agrees to the following additional terms and restrictions related to the Membership: (a) Quadric may change the type of Software (such as specific products, components, versions, platforms, languages, etc.) included in the Membership at any time and shall not be liable to Customer whatsoever for such change; (b) Customer may be required to connect to the Internet and log in at any time during the Membership Term; (c) Software may automatically connect to the Internet to verify Customer’s Membership without notice at any time; and (d) Customer may not enable or allow others to use the Software as Customer.

2.3 Documentation Copies. Customer may make copies of the Documentation for its own internal use in connection with use of the Software in accordance with this agreement, but no more than the amount reasonably necessary.

3. Intellectual Property Ownership.

The Software and any authorized copies that Customer makes are the intellectual property of and are owned by Quadric and its suppliers. The structure, organization, and source code of the Software are the valuable trade secrets and confidential information of Quadric and its suppliers. The Software is protected by law, including but not limited to the copyright laws of the United States and other countries, and by international treaty provisions. Except as expressly stated herein, this agreement does not grant Customer any intellectual property rights in the Software. All rights not expressly granted are reserved by Quadric and its suppliers.

4. Restrictions and Requirements.

4.1 Proprietary Notices. Any permitted copy of the Software (including without limitation Documentation) that Customer makes must contain the same copyright and other proprietary notices that appear on or in the Software.

4.2 Use Obligations. Customer agrees that it will not use the Software other than as permitted by this agreement and that it will not use the Software in a manner inconsistent with its design or Documentation.

4.3 No Modifications. Customer may not modify, port, adapt, or translate the Software.

4.4 No Reverse Engineering. Customer will not reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Software.

4.5 No Unbundling. The Software may include various applications and components, may allow access to different Quadric Online Services, may support multiple platforms and languages, and may be provided to Customer on multiple media or in multiple copies. Nonetheless, the Software is designed and provided to Customer as a single product to be used as a single product on Computers as permitted herein. Unless otherwise permitted in the Documentation, Customer is not required to install all component parts of the Software, but Customer may not unbundle the component parts of the Software for use on different Computers.

4.6 No Transfer.

4.6.1 CUSTOMER WILL NOT RENT, LEASE, SELL, SUBLICENSE, ASSIGN, OR TRANSFER ITS RIGHTS IN THE SOFTWARE (INCLUDING WITHOUT LIMITATION, SOFTWARE OBTAINED THROUGH A WEB DOWNLOAD), OR AUTHORIZE ANY PORTION OF THE SOFTWARE TO BE COPIED ONTO ANOTHER INDIVIDUAL OR LEGAL ENTITY’S COMPUTER EXCEPT AS MAY BE EXPRESSLY PERMITTED HEREIN.

4.6.2 Except with Pre-release Software (as defined in Section 13.2), Evaluation Software, not-for-resale copies of the Software, or Software obtained through an Quadric volume license program and further subject to Section 4.6.3, Customer may permanently transfer all its rights to use the Software to another individual or legal entity provided that: (a) Customer also transfers (i) this agreement, (ii) the serial number(s), the Software affixed to media provided by Quadric or its authorized distributor, and all other software or hardware bundled, packaged, or pre-installed with the Software, including all copies, Updates, and Prior Versions (as defined in Section 5, below), and (iii) all copies of font software to such individual or entity; (b) Customer retains no Updates, Prior Versions, or copies, including backups and copies stored on a Computer; and (c) the receiving party accepts the terms and conditions of this agreement and any other terms and conditions under which Customer purchased a valid license to the Software. 

4.6.3 If the Software requires recurring activation or registration and Quadric grants Customer’s request to be exempted from the requirement of such recurring activation or registration, then in addition to the restrictions set forth in the Activation Terms (as defined in Section 12.3), then the right to permanently transfer as stated in Section 4.6.2 shall terminate immediately upon the grant of such request.

5. Updates.

If the Software is an Update to a prior version of Quadric software (the “Prior Version”), then Customer’s use of this Update is conditional upon its retention of the Prior Version. Therefore, if Customer validly transfers this Update pursuant to Section 4.6, the Customer must transfer the Prior Version along with it. If Customer wishes to use this Update in addition to the Prior Version, then Customer may only do so on the same Computer on which it has installed and is using the Prior Version. Any obligations that Quadric may have to support Prior Versions during the License Term may end upon the availability of this Update. No other use of the Update is permitted. Additional Updates may be licensed to Customer by Quadric with additional or different terms.

6. Limited Warranty.

Except as otherwise stated in a separate agreement between Quadric and a Software licensee, Quadric warrants to the individual or entity that first purchases a license for the Software for use pursuant to the terms of this agreement that the Software will perform substantially in accordance with the corresponding user manual for the Software for the shorter period of (a) the ninety (90) day period or (b) License Term following receipt of the Software (“Warranty Period”) when used on the Compatible Computer. Non-substantial variation of performance from the user manual does not establish a warranty right. This limited warranty does not apply to the following, which are made available AS-IS and without warranty from Quadric : (i) patches; (ii) font software; (iii) Pre-release Software, trial, starter, evaluation, product sampler, Evaluation Software, and not-for-resale copies of the Software; (iv) websites, Quadric Online Services; and Third Party Online Services; (v) Certified Document Services (see Section 13); and (vi) any software made available by Quadric for free via web download from an Quadric website. All warranty claims must be made, along with proof of purchase, to the Quadric Customer Support Department within such Warranty Period. Additional information on warranty claims is available via email at info@quadricsoftware.com. The entire liability of Quadric and its affiliates related to such warranty claim and Customer’s sole and exclusive remedy under any warranty will be limited to either, at Quadric’s option, support of the Software based on the warranty claim, replacement of the Software, or, if support or replacement is not practicable at Quadric’s determination, refund of the license or latest Membership fee Customer paid for the Software (if any). THE LIMITED WARRANTY SET FORTH IN THIS SECTION GIVES CUSTOMER SPECIFIC LEGAL RIGHTS. CUSTOMER MAY HAVE ADDITIONAL RIGHTS UNDER LAW WHICH MAY VARY FROM JURISDICTION TO JURISDICTION. Quadric DOES NOT SEEK TO LIMIT CUSTOMER’S WARRANTY RIGHTS TO ANY EXTENT NOT PERMITTED BY LAW. Please see Section 16 for jurisdiction-specific provisions or contact the Quadric Customer Support Department.

7. Disclaimer.

THE LIMITED WARRANTY IN SECTION 6 AND ANY STATUTORY WARRANTY AND REMEDY THAT CANNOT BE EXCLUDED OR LIMITED UNDER LAW ARE THE ONLY WARRANTIES AND EXCLUSIVE REMEDIES APPLICABLE TO THE SOFTWARE. OTHER THAN THOSE OFFERED AND STATUTORY WARRANTIES AND REMEDIES, QUADRIC, ITS AFFILIATES, SUPPLIERS, AND CERTIFICATE AUTHORITIES (DEFINED BELOW) DISCLAIM ALL WARRANTIES, CONDITIONS, REPRESENTATIONS, AND TERMS, EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE, OR OTHERWISE AS TO ANY MATTER, INCLUDING BUT NOT LIMITED TO PERFORMANCE, SECURITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, INTEGRATION, MERCHANTABILITY, QUIET ENJOYMENT, SATISFACTORY QUALITY, AND FITNESS FOR ANY PARTICULAR PURPOSE. OTHER THAN SUCH OFFERED AND STATUTORY WARRANTIES AND REMEDIES, THE SOFTWARE AND ACCESS TO ANY WEBSITES, QUADRIC OR THIRD PARTY ONLINE SERVICES, AND CERTIFICATE AUTHORITY SERVICES ARE PROVIDED AS-IS AND WITH ALL FAULTS. THIS DISCLAIMER OF WARRANTY MAY NOT BE VALID IN SOME JURISDICTIONS. CUSTOMER MAY HAVE ADDITIONAL WARRANTY RIGHTS UNDER LAW WHICH MAY NOT BE WAIVED OR DISCLAIMED. Quadric DOES NOT SEEK TO LIMIT CUSTOMER’S WARRANTY RIGHTS TO ANY EXTENT NOT PERMITTED BY LAW. The provisions of Sections 7 and Section 8 will survive the termination of this agreement, howsoever caused, but this will not imply or create any continued right to use the Software after termination of this agreement.

8. Limitation of Liability.

EXCEPT FOR THE EXCLUSIVE REMEDY OFFERED BY QUADRIC ABOVE AND ANY REMEDIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER LAW, QUADRIC, ITS AFFILIATES, SUPPLIERS, AND CERTIFICATE AUTHORITIES WILL NOT BE LIABLE TO CUSTOMER FOR ANY LOSS, DAMAGES, CLAIMS, OR COSTS WHATSOEVER INCLUDING ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES, ANY LOST PROFITS OR LOST SAVINGS, ANY DAMAGES RESULTING FROM BUSINESS INTERRUPTION, PERSONAL INJURY OR FAILURE TO MEET ANY DUTY OF CARE, OR CLAIMS BY A THIRD PARTY, EVEN IF AN Quadric REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, DAMAGES, CLAIMS, OR COSTS. IN ANY EVENT, QUADRIC’S AGGREGATE LIABILITY AND THAT OF ITS AFFILIATES, SUPPLIERS, AND CERTIFICATE AUTHORITIES UNDER OR IN CONNECTION WITH THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT PAID FOR THE SOFTWARE, IF ANY. THIS LIMITATION WILL APPLY EVEN IN THE EVENT OF A FUNDAMENTAL OR MATERIAL BREACH OR A BREACH OF THE FUNDAMENTAL OR MATERIAL TERMS OF THIS AGREEMENT. Nothing contained in this agreement limits Quadric’s liability to Customer in the event of death or personal injury resulting from Quadric’s negligence or for the tort of deceit (fraud). Quadric is acting on behalf of its affiliates, suppliers, and Certificate Authorities for the purpose of disclaiming, excluding and limiting obligations, warranties, and liability, but in no other respects and for no other purpose.

THE FOREGOING LIMITATIONS AND EXCLUSIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW IN CUSTOMER’S JURISDICTION. THIS LIMITATION OF LIABILITY MAY NOT BE VALID IN SOME JURISDICTIONS. CUSTOMER MAY HAVE RIGHTS THAT CANNOT BE WAIVED UNDER CONSUMER PROTECTION AND OTHER LAWS. QUADRIC DOES NOT SEEK TO LIMIT ITS WARRANTY OR REMEDIES TO ANY EXTENT NOT PERMITTED BY LAW. 

9. Export Rules.

Customer acknowledges that the Software is subject to the U.S. Export Administration Regulations (the “EAR”) and that Customer will comply with the EAR. Customer will not export or re-export the Software, directly or indirectly, to: (a) any countries that are subject to U.S. export restrictions (including, but not limited to, Cuba, Iran, North Korea, Sudan, and Syria), (b) any end user whom Customer knows or has reason to know will utilize them in the design, development or production of nuclear, chemical or biological weapons, or rocket systems, space launch vehicles, and sounding rockets, or unmanned air vehicle systems, or (c) any end user who has been prohibited from participating in the U.S. export transactions by any federal agency of the U.S. government. In addition, Customer is responsible for complying with any local laws in Customer’s jurisdiction which may impact its right to import, export or use the Software. If Quadric has knowledge that a violation has occurred, Quadric may be prohibited from providing maintenance and support for the Software.

10. General Provisions.

If any part of this agreement is found void and unenforceable, it will not affect the validity of the balance of this agreement, which will remain valid and enforceable according to its terms. This agreement may only be modified in writing, signed by an authorized officer of Quadric. The English version of this agreement will be the version used when interpreting or construing this agreement. This is the entire agreement between Quadric and Customer relating to the Software and it supersedes any prior representations, discussions, undertakings, communications, or advertising relating to the Software.

11. Compliance with Licenses.

If Customer is a business, company, or organization, Customer agrees that, in addition to any license compliance checking performed by the Software, Quadric or its authorized representative have the right, no more than once every twelve (12) months, upon seven (7) business days’ prior notice to Customer, to inspect Customer’s records, systems, and facilities to verify that its use of any and all Quadric software or service is in conformity with its valid licenses from Quadric. For example, Quadric has the right to those of Customer’s records useful to determine whether installations of the Software have been serialized, and Customer shall provide such records to Quadric promptly upon request by Quadric. Additionally, Customer shall provide Quadric with all records and information requested by Quadric in order to verify that its use of any and all Quadric software is in conformity with its valid licenses from Quadric within thirty (30) days of Quadric’s request. Additional information on serialization is available by contacting info@quadricsoftware.com

12. Internet Connectivity and Privacy.

12.1 Automatic Connections to the Internet. The Software may cause Customer’s Computer, without notice, to automatically connect to the Internet and to communicate with a Quadric website or Quadric domain for purposes such as license validation and providing Customer with additional information, features, or functionality. Unless otherwise specified in Sections 12.1.1 through 13.4.1, the following provisions apply to all automatic Internet connections by the Software:

12.1.1 Whenever the Software makes an Internet connection and communicates with a Quadric website, whether automatically or due to explicit user request, the Privacy Policy shall apply. Quadric Privacy Policy allows tracking of website visits and it addresses in detail the topic of tracking and use of cookies, web beacons, and similar devices.

12.1.2 Whenever the Software connects to Quadric over the Internet, certain Customer information is collected and transmitted by the Software to Quadric pursuant to the Quadric Online Privacy Policy available at http://www.quadricsoftware.com/quadric-software-privacy-policy/ (“Privacy Policy”).

12.1.3 If Customer accesses a Quadric Online Service (as defined in Section 13.2 below) or activates or registers the Software, then additional information such as Customer’s Quadric ID, user name, and password may be transmitted to and stored by Quadric pursuant to the Privacy Policy and additional terms of use related to such Quadric Online Service (collectively with the QuadricSoftware.com terms of use and any applicable terms, the “Additional Terms of Use”).

12.1.4 As permitted by applicable law or as consented to by Customer, Quadric may (a) send Customer transactional messages to facilitate the Quadric Online Service or the activation or registration of the Software or Quadric Online Service, or (b) deliver in-product marketing to provide information about the Software and other Quadric products and Services using information including but not limited to platform version, version of the Software, license status, and language.

12.2 Updating. The Software may cause Customer’s Computer, without additional notice, to automatically connect to the Internet (intermittently or on a regular basis) to (a) check for Updates that are available for download to and installation on the Computer and (b) notify Quadric of the results of installation attempts.

12.3 Activation. The Software may require Customer to (a) obtain an Quadric installation ID, (b) activate or reactivate the Software, (c) register the software, or (d) validate the Membership. Such requirement may cause Customer’s Computer to connect to the Internet without notice on install, on launch, and on a regular basis thereafter. Once connected, the Software will collect and transmit information to Quadric. Software or Customer may also receive information from Quadric related to Customer’s license, subscription, or Membership. Quadric may use such information to detect or prevent fraudulent or unauthorized use not in accordance with a valid license, subscription, or Membership. Failure to activate or register the Software, validate the subscription or Membership, or a determination by Quadric of fraudulent or unauthorized use of the Software may result in reduced functionality, inoperability of the Software, or a termination or suspension of the subscription or Membership.

12.4 Deactivation. Customer may deactivate and uninstall the Software from its Computer in order to install and activate the Software on another Computer in accordance with this agreement (“Deactivation”).

12.5 Use of Online Services. The Software may cause Customer’s Computer, without additional notice and on an intermittent or regular basis, to automatically connect to the Internet to facilitate Customer’s access to content and services that are provided by Quadric or third parties as further described in Section 13.2 (Online Services). In addition, the Software may, without additional notice, automatically connect to the Internet to update downloadable materials from these online services so as to provide immediate availability of these services even when Customer is offline.

13. Specific Provisions and Exceptions.

This section sets forth specific provisions related to certain products and components of the Software as well as limited exceptions to the above terms and conditions. To the extent that any provision in this section is in conflict with any other term or condition in this agreement, the terms stated in this section will supersede such other term or condition.

13.1 Pre-release Software Additional Terms. If the Software is pre-commercial release or beta software (“Pre-release Software”), then this section applies. The Pre-release Software does not represent final product from Quadric, and may contain bugs, errors, and other problems that could cause system or other failures and data loss. Quadric may never commercially release the Pre-release Software. If Customer received the Pre-release Software pursuant to a separate written agreement, such as the Quadric License Agreement for Pre-release Software, then Customer’s use of the Software is also governed by such agreement. Customer will promptly return or destroy all copies of Pre-release Software upon the earlier of Quadric’s request or upon Quadric’s commercial release of such Software. CUSTOMER’S USE OF PRE-RELEASE SOFTWARE IS AT ITS OWN RISK. SEE SECTIONS 6 AND 8 FOR LIMITED WARRANTY AND LIABILITY LIMITATIONS RELATED TO PRE-RELEASE SOFTWARE.

13.2 Online Services.

13.2.1 Provided by Quadric. The Software facilitates Customer’s access to content and various services that are hosted on websites maintained by Quadric or its affiliates (“Quadric Online Services”). Examples of such Quadric Online Services might include, but are not limited to, Quadric A3. In some cases an Quadric Online Service might appear as a feature or extension within the Software even though it is hosted on a website. Access to an Quadric Online Service may require Customer to activate the Software, obtain an Quadric ID, consent to Additional Terms of Use, or require a separate fee in order to access such Quadric Online Services. Quadric Online Services might not be available in all languages or to residents of all countries and Quadric may, at any time and for any reason, modify or discontinue the availability of any Quadric Online Service. Quadric also reserves the right to begin charging a fee for access to or use of an Quadric Online Service that was previously offered at no charge. Section 14 states important information regarding Internet connectivity and Customer’s privacy. As stated in Section 14, when the Software accesses an Quadric Online Service, Customer’s use of such Quadric Online Service is governed by the Quadric Privacy Policy (http://www.quadricsoftware.com/quadric-software-privacy-policy/) and by any Additional Terms of Use that might be presented to Customer at that time.

13.3 EXCEPT AS EXPRESSLY AGREED BY QUADRIC OR ITS AFFILIATES OR A THIRD PARTY IN A SEPARATE AGREEMENT, CUSTOMER’S USE OF QUADRIC ONLINE SERVICES AND THIRD PARTY ONLINE SERVICES IS AT ITS OWN RISK UNDER THE WARRANTY AND LIABILITY LIMITATIONS OF SECTIONS 7 AND 8.

13.4 Additional Definitions.

13.4.1 “Deploy” means to deliver or otherwise make available, directly or indirectly, by any means including but not limited to a network or Internet, an Extended Document to one or more recipients.

If you have any questions regarding this agreement or if you wish to request any information from Quadric, please use the address and contact information included with this product to contact the Quadric office.

The name of this Software, Quadric, Alike, A2, A3, and all related titles and logos are either registered trademarks or trademarks of Quadric in the United States and/or other countries. All other trademarks are the property of their respective owners.

Copyright © 2023 Quadric. All rights reserved.