CNET TechTracker Client Software
End User License Agreement
THE CLIENT SOFTWARE (AS DEFINED BELOW) YOU HAVE DOWNLOADED HAS BEEN PROVIDED BY CBS INTERACTIVE INC. OR ITS AFFILIATES OR LICENSORS (COLLECTIVELY, "CBSI"). BY INSTALLING OR USING ALL OR ANY PORTION OF THE CLIENT SOFTWARE, YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS END USER LICENSE AGREEMENT ("AGREEMENT"). UPON ACCEPTANCE, THIS AGREEMENT IS ENFORCEABLE AGAINST YOU AND ANY ENTITY THAT OBTAINED THE SOFTWARE AND ON WHOSE BEHALF IT IS USED. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU ARE NOT PERMITTED TO INSTALL OR USE THE CLIENT SOFTWARE. YOUR OBLIGATIONS UNDER THIS AGREEMENT WILL BE SIGNIFIED BY USE OF THE WORDS "YOU" OR "YOUR."
The "Client Software" consists of: (a) the CNET TechTracker client software program and any files that are delivered to you by CBSi (via online transmission or otherwise) to patch, update, or otherwise modify the CNET TechTracker client software program (collectively, the "Program"); (b) any printed materials and any online or electronic documentation (collectively, the "Documentation"); and (c) any and all copies and derivative works of the Program and the Documentation. The Client Software is the copyrighted work of CBSi and may contain trademarks, service marks, trade names, and other intellectual property of CBSi.
The Client Software may only be used by logging in to the CNET TechTracker Online Service (the "Service") through a CBSi account ("Account"). The Account is subject to a separate Terms of Use Agreement ("Account Terms"), available at http://www.cnet.com/legal/terms-of-use/, which is incorporated into this Agreement by this reference. If you are using a paid version of the Services, please see payment terms in Section 4 of this Agreement.
CBSi and you hereby agree as follows:
1. Grant of a Limited Use License.
Subject to your compliance with the Account Terms and the terms and conditions of this Agreement, CBSi hereby grants, and you hereby accept, a limited, non-exclusive license to: (a) install the Client Software on up to three Windows computers and up to three Mac OS computers, all of which must be owned by you or under your legitimate control; and (b) engage in non-commercial use of the Client Software and the Service in the manner and for the purposes described in the Documentation. All rights to use the Client Software and the Service are granted on the condition that such rights are forfeited if you fail to comply with the terms of this Agreement.
The license granted above is subject to the limitations set forth below. You will not:
A.
in whole or in part, copy, photocopy, reproduce, translate, modify, adapt, create derivative works based on, or reverse engineer, derive source code from, disassemble, decompile, or otherwise attempt to discover the source code of, the Client Software or the Service, except to the extent required by applicable law, but in any event you may make one copy of the Client Software for archival purposes only;
B.
install or use the Client Software on a computer that is primarily used as a file server;
C.
remove, obscure, or alter any copyright, trademark, logo, or other proprietary notices in or on the Client Software or the Service;
D.
use any unauthorized third-party software that intercepts, "mines," or otherwise collects information from or through the Client Software or the Service, unless authorized by CBSi in its sole discretion;
E.
sell, rent, lease, sublicense, assign, transfer, or grant a security interest in your rights in the Client Software or the Service, or authorize all or any portion of the Client Software or the Service to be copied onto another user’s computer except as permitted hereunder;
F.
intercept, emulate, or redirect the communication protocols used by the Client Software or the Service in any way, for any purpose, or engage in any activity that interferes with or disrupts the Service; or
G.
facilitate, create, or maintain any unauthorized connection to the Client Software or the Service, including without limitation: (a) any connection to any unauthorized server that emulates, or attempts to emulate, the Service; and (b) any connection using programs or tools not approved by CBSi in its sole discretion.
2. Ownership.
You acknowledge and agree that CBSi has all right, title, and interest in and to the Client Software and the Service, including any intellectual property rights therein. The structure, organization, and code of the Client Software and the Service are valuable trade secrets and confidential information of CBSi. The Client Software and the Service are protected by the copyright laws of the United States, international treaties and conventions, and other laws. Except as expressly stated herein, you have no intellectual property rights in the Client Software or Service (including without limitation any rights to use the trademarks, trade names, servicemarks, logos, domain names, and other distinctive brand features), and CBSi reserves all rights not expressly granted to you.
3. Use of the Client Software and the Service.
When you install and use the Client Software, it may scan your computer for software, drivers, and hardware installed on it and collect other information regarding your computer so that the Service can inform you what updates to software, drivers, and hardware are available. When you use the Client Software to connect to the Service, your computer will connect to a website operated by CBSi using your Account. Your IP address is sent to the Service when this happens, and CBSi may use cookies, JavaScript, web beacons, or other technology to track your usage and personalize content on the Service. Your communication with CBSi’s websites is governed by the CBSi Privacy Policy, available at http://legalterms.cbsinteractive.com/privacy. You acknowledge and agree that the Service is provided by CBSi at its discretion and may be terminated or otherwise discontinued by CBSi at its sole discretion.
"Data" means the information you provide to the Service through your use of the Client Software or the Service. If you owned the Data before providing it to CBSi, you will continue owning it after you provide it to CBSi. When you install or use the Client Software, you authorize us to use and store the Data so that we can provide the Service to you. In consideration for installing or using the Client Software and using the Service, you grant to CBSi a royalty-free, sublicensable, worldwide license to use the Data in connection with the Service. When you uninstall the Client Software, we will no longer collect any Data.
The Client Software or the Service may allow you to access and interoperate with third party websites, software applications, and data services, including rich Internet applications (collectively, "Third Party Sites"). The CBSi Privacy Policy covers only data collected by CBSi, and CBSi does not disclose any of this data to Third Party Sites except as permitted in the CBSi Privacy Policy. CBSi has no control over any Third Party Sites you may connect to using the Service, and the CBSi Privacy Policy does not cover data collected by Third Party Sites. You acknowledge and agree that CBSi is not liable for any loss or damage which may be incurred by you as a result of the availability of those Third Party Sites, or as a result of any reliance placed by you on the completeness, accuracy, or existence of any advertising, products, or other materials on or available from Third Party Sites.
You acknowledge that the Client Software may connect to the Internet to check for updates to the Client Software available via download. Please consult the Documentation for information about changing the default settings for checking for and downloading updates to the Client Software.
4. Fees and Payment
If you are subscribing to the paid version of the Services, you agree to pay all fees due for the subscription period that you chose when you signed up for a paid account ("Paid Account"). Unless you cancel auto-renewal of your Paid Account, in order to avoid any interruption of service, you agree that on your expiration date your subscription will renew automatically at the renewal rate stated in your email receipt for the same subscription period and using the same payment and billing information you provided initially in your Paid Account.
You may cancel your auto-renewal of your subscription at any time by selecting that option in the receipt that was emailed to you. Upon cancellation, your subscription will not automatically renew. You will not receive a refund for any remaining time in your subscription upon cancellation and you may continue using your subscription until the end of the current subscription period.
If your billing information is not current or is declined by the credit card processor for any reason upon an automatic renewal, we will notify you and we may suspend or terminate your Paid Account at the end of the current subscription period if you do not provide current billing information. In addition, we may terminate your Paid Account at any time without refund if you violate this Agreement or the Account Terms.
In case of cancellation, suspension, or termination of your Paid Account, we do not guarantee that data contained in your Paid Account will be saved if you later make your account current.
If you have any questions regarding a Paid Account, please contact us via the “Customer Service” on your TechTracker home page.
5. Warranty Disclaimer
THE CLIENT SOFTWARE IS DELIVERED TO YOU “AS IS” AND WITH ALL FAULTS. CBSI DOES NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE CLIENT SOFTWARE OR THE SERVICE. CBSI MAKES NO WARRANTIES, CONDITIONS, REPRESENTATIONS, OR TERMS, EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE, AS TO ANY MATTER INCLUDING WITHOUT LIMITATION NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR ANY PARTICULAR PURPOSE, EXCEPT TO THE EXTENT NOT PERMITTED BY APPLICABLE LAW IN YOUR JURISDICTION. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE CLIENT SOFTWARE AND THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
6. Limitation of Liability
EXCEPT TO THE EXTENT NOT PERMITTED BY APPLICABLE LAW IN YOUR JURISDICTION, IN NO EVENT WILL CBSI BE LIABLE TO YOU FOR ANY DAMAGES, CLAIMS, OR COSTS WHATSOEVER, INCLUDING WITHOUT LIMITATION ANY CONSEQUENTIAL, INDIRECT, OR INCIDENTAL DAMAGES, OR ANY LOST PROFITS OR LOST SAVINGS, EVEN IF CBSI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, DAMAGES, OR CLAIMS. CBSI’S AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT PAID FOR THE CLIENT SOFTWARE AND SERVICE, IF ANY.
7. Indemnity
You will indemnify, defend, and hold CBSi and all of its officers, directors, owners, employees, agents, information providers, affiliates, partners, and licensors (collectively, the "CBSi Parties") harmless from and against any and all liability, losses, costs, and expenses (including attorneys' fees) incurred by any of the CBSi Parties in connection with any claim, including, but not limited to, claims for defamation, violation of rights of publicity or privacy, copyright infringement, or trademark infringement arising out of: your use of the Client Software or the Service; any use or alleged use of your Account or your passwords by any person, whether or not authorized by you; your connection to the Service; your violation of this Agreement; or your violation of the rights of any other person or entity. CBSi reserves the right, at its own expense, to assume the exclusive defense and control of any matter for which you are required to indemnify CBSi, and you will cooperate with CBSi's defense of these claims.
8. Termination.
This Agreement is effective until terminated. You may terminate the Agreement at any time by: (i) irretrievably erasing, deleting, or destroying all copies of the Client Software in your possession or control; and (ii) ceasing to use the Service. CBSi may terminate this Agreement at any time for any reason or no reason. Upon termination for any reason, the license granted in Section 1 will immediately terminate. The provisions in Sections 2, 3, 5, 6, 7, 10, 12, and 13 will survive any termination.
9. Export Controls.
You will not ship, transfer, or export the Client Software into any country or use the Client Software in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions, or regulations (collectively, "Export Laws"). In addition, if the Client Software is identified as export-controlled under the Export Laws, you represent and warrant that you are not a citizen, or otherwise located within an embargoed nation and that you are not otherwise prohibited under the Export Laws from receiving the Client Software.
10. Injunctive Relief; Attorneys’ Fees.
You acknowledge and agree that CBSi will be irreparably damaged if the terms of this Agreement are not specifically enforced, and therefore you agree that CBSi will be entitled, without bond, other security, or proof of damages, to injunctive relief or other appropriate equitable remedies with respect to breaches of this Agreement, in addition to such other remedies as CBSi may otherwise have available to it under applicable laws. In the event any litigation is brought by either party in connection with this Agreement, the prevailing party in such litigation will be entitled to recover from the other party all the costs, attorneys' fees and other expenses incurred by the prevailing party in the litigation.
11. Changes to Terms.
CBSi may make changes to this Agreement and the Account Terms from time to time. When these changes are made, CBSi will make a new copy of the Agreement available at http://www.cnet.com/techtracker/app-eula/, and any new Account Terms will be made available at http://www.cnet.com/legal/terms-of-use/. You acknowledge and agree that if you install, copy, or use the Client Software or use the Service after the date on which the Agreement or Account Terms have changed, CBSi will treat your installation, copying, or continued use as acceptance of the updated Agreement or Account Terms. If any future changes to this Agreement or the Account Terms are unacceptable to you or cause you to no longer be in compliance with this Agreement, you should terminate your use of the Client Software and the Service as provided in Section 7.
CBSi may modify, suspend, or discontinue the Service at any time. CBSi may also impose limits on certain features or restrict your access to parts or all of the Service without notice or liability. CBSi may in the future add additional features to the Service that require payment or convert existing features of the Service to paid services. You have no interest, monetary or otherwise, in any feature or content contained in the Service.
12. Governing Law.
Except as otherwise set forth herein, this Agreement will be governed by, and will be construed under, the laws of the United States of America and the laws of the State of California, without regard to their conflicts of law principles. This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. You consent to exclusive jurisdiction in the state and federal courts in San Francisco, San Francisco County, USA for all disputes arising from this Agreement. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction
13. Miscellaneous.
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes any prior oral or written agreements, provided, however, that this Agreement will coexist with and will not supersede, the Account Terms. To the extent that the provisions of this Agreement conflict with the Account Terms, the Account Terms will govern. If any provision of this Agreement is found to be unenforceable, that provision will be severed and the remainder of the Agreement shall be given full force and effect. Waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. Except as otherwise required by law, the controlling language of this Agreement is English. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns. You are not permitted to assign this Agreement, and any unpermitted assignment will be void.
You hereby acknowledge that you have read and understood this Agreement and agree that by clicking "Accept" or by installing, copying, or using the Client Software you are acknowledging your agreement to be bound by this Agreement.
Last Updated August 31, 2010
