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ADDENDUM FOR DIGIPATH®, FREEFLOW™ or DocuSP APPLICATION SOFTWARE |
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This ADDENDUM ("Addendum") modifies and
amends the Agreement ("Agreement") with respect to the FreeFlow
Software licensed by you ("You" / "Your") from Xerox Corporation ("Xerox"). By
selecting the “Agree” button below, You agree to the following terms that shall
be additive to those found elsewhere in the Agreement pertaining to the FreeFlow
Software. If You do not agree with these terms, use the “Back” button on your
browser; however You will not be entitled to receive the upgraded FreeFlow
Software. |
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The following terms shall apply to Xerox DocuSP / FreeFlow Print Server™
software that is Base Software (“FreeFlow Base Software”) and/or Application
Software identified as Xerox FreeFlow® software (including, but not limited to,
FreeFlow Makeready®, FreeFlow Process Manager™, FreeFlow Output Manager™,
FreeFlow Web Services™, FreeFlow Document Library™, FreeFlow Prepress Suite®,
Print Shop PDF Conversion Tool, Stand Alone Quick Print, Print Manager, VI
products, and Digipath® to FreeFlow Software Upgrade) (“FreeFlow Application
Software”) and shall be additive to and supplement those found elsewhere in the
Agreement. FreeFlow Base Software and FreeFlow Application Software are
collectively referred to as “FreeFlow Software”. |
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1. FreeFlow Software may contain Java technology
licensed from Sun Microsystems, Inc. (“Sun”). You may not create additional
classes to, or modifications of, the Java technology, except under compatibility
requirements through a separate agreement available at www.java.net. Sun
supports and thanks the global community of open source developers for its
important contributions. Sun benefits from this community through the open
standards-based technology from which many of Sun’s products were developed.
Please note that portions of FreeFlow Software may be provided with notices and
licenses from open source developers and other third parties that govern the use
of those portions. Any licenses granted hereunder do not alter any rights and
obligations You may have under such open source licenses, however, the
disclaimer of warranty and limitation of liability provisions in the Agreement
will apply to all FreeFlow Software. |
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2. FreeFlow Base Software may contain Intellifont
Software licensed from Monotype Imaging, Inc. (“Monotype”). You acknowledge that
title to the Intellifont Software remains at all times with Monotype and agree
not to disclose the Intellifont Software to any third party without the prior
written consent of Monotype and Xerox. |
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3. FreeFlow Software may include and/or incorporate certain
software provided by Adobe Systems Incorporated, 345 Park Avenue, San Jose, CA
95110 (“Adobe”). |
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(a) Adobe®, Adobe Configurable PostScript Interpreter,
Adobe Normalizer, Adobe Postscript® and Adobe PDF Library (individually and
collectively “Adobe Licensed Software”) are either registered trademarks or
trademarks of Adobe in the United States and/or other countries. Any use by You
of trademarks permitted hereunder shall be in accordance with accepted trademark
practice, including identification of the trademark owner’s name. |
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(b) Adobe is a third party beneficiary of the
Agreement to the extent that the Agreement contains provisions which relate to
Your use of Adobe Licensed Software. Such provisions are made expressly for the
benefit of Adobe and are enforceable by Adobe in addition to Xerox. |
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(c) You are granted the right to use (i) the
digitally-encoded machine-readable outline data (“Font Programs”) encoded in the
special format and in the encrypted form (“Coded Font Programs”) to produce
weights, styles, and versions of letters, numerals, characters and symbols
(“Typefaces”) on the unit(s) of Equipment with which the Coded Font Programs
were provided by Xerox, or if You install FreeFlow Application Software on a
computer that You supply, then only on such computer; and (ii) the trademarks
used by Xerox to identify the Coded Font Programs and Typefaces only to identify
printed output produced by the Coded Font Programs. |
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(d) You may embed copies of the Font Programs into
Your electronic documents for the purpose of printing and viewing the document.
You are responsible for ensuring that You have the right and are authorized by
any necessary third parties to embed any Font Programs in electronic documents
created with the FreeFlow Application Software. If the Font Programs are
identified as “licensed for editable embedding” at
www.adobe/type/browser/legal/embeddingeula.htlm, You may also embed copies of
that Font Programs for the additional purpose of editing Your electronic
documents. No other embedding rights are implied or permitted under this
license. |
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(e) If You license FreeFlow Process Manager without
also licensing the 100-User PDF Conversion or the Maximum-User PDF Conversion
option, You may use high resolution Adobe PDF files resulting from the automated
conversion of documents only for Your subsequent printing purposes. If You have
also licensed the 100-User PDF Conversion option, You may use FreeFlow Process
Manager to convert files into the Adobe PDF format for a maximum of one hundred
(100) users. |
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(f) If You license FreeFlow Web Services, You may use
high resolution Adobe PDF files resulting from the automated conversion of
documents only for Your subsequent printing purposes. |
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4. You shall not, without the prior written consent
of Xerox and its licensors: (a) alter the digital configuration of the FreeFlow
Software, or solicit others to cause the same, so as to change the visual
appearance of any of the FreeFlow Software output; (b) use the FreeFlow Software
in any way that is not authorized by the Agreement; (c) use the embedded code
within the FreeFlow Software outside of the equipment on which it was installed
in a stand-alone, time-share or service bureau model; (d) disclose the results
of any performance or benchmark tests of the FreeFlow Software; (e) publish the
results of any benchmark tests of database software licensed from Oracle
Corporation that is incorporated in FreeFlow Application Software; (f) use the
FreeFlow Software for any purpose other than to carry out the purposes of the
Agreement; and (g) disclose or otherwise permit any other person or entity
access to the object code of the FreeFlow Software. |
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5. Upon not less than forty-five (45) days prior
written notice, Xerox and/or its licensors may, at their expense, directly or
through an independent auditor, audit Your use of FreeFlow Process Manager and
all relevant records not more than once annually. Any such audit shall be
conducted at a mutually agreed location and shall not unreasonably interfere
with Your business activities. You agree to cooperate with the audit and provide
reasonable assistance and access to information including, but not limited to,
relevant records, agreements, workstations, servers, and technical personnel. If
an audit reveals that You have underpaid fees in excess of five percent (5%),
then You shall pay Xerox’s and/or its licensors’ reasonable costs of conducting
the audit. |
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6. In the event FreeFlow Process Manager is subject
to a lending or leasing arrangement entered into with a party other than Xerox
(“Financing Arrangement”), then, for the shorter of ten (10) years from the date
of such Financing Arrangement or the specified term thereof, the party that
provides the Financing Arrangement shall not be prevented from enforcing a valid
security interest by the nontransferable nature of the license granted to You
hereunder, provided that the rights acquired by such party shall otherwise be
restricted in accordance with the terms set forth in the Agreement governing
Application Software. |
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7. If You license FreeFlow Makeready Copyright
Management, then You agree not to disclose the results of any benchmark test of
Microsoft SQL Server to any third party without Microsoft’s prior written
approval. |
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8. If You install FreeFlow Application Software on a
computer that You supply, then the following terms apply: |
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(a) You may only install and use FreeFlow Process
Manager on a computer having the ability to run a maximum of four processors.
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(b) Xerox will only be obligated to support FreeFlow
Application Software if it is installed on hardware and software meeting Xerox’s
published specifications (collectively “Workstation”). |
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(c) IF YOU USE FREEFLOW APPLICATION SOFTWARE WITH ANY
HARDWARE OR SOFTWARE OTHER THAN A Workstation, ALL REPRESENTATIONS AND
WARRANTIES ACCOMPANYING SUCH FREEFLOW APPLICATION SOFTWARE SHALL BE VOID AND ANY
SUPPORT/MAINTENANCE YOU CONTRACT FOR IN CONNECTION WITH SUCH FREEFLOW
APPLICATION SOFTWARE SHALL BE VOIDABLE AND/OR SUBJECT TO ADDITIONAL
CHARGES. |
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(d) You are solely responsible for: (i) the
acquisition and support, including any and all associated costs, charges and
other fees, of any Workstation You supply; (ii) compliance with all terms
governing such Workstation acquisition and support, including terms applicable
to any non-Xerox software associated with such Workstation; and (iii) ensuring
that such Workstation meets Xerox’s published specifications. Xerox reserves the
right to charge a fee at its then-current time-and-materials rate for any time
spent supporting a Workstation that does not meet Xerox’s published
specifications. |
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9. Capitalized terms that are not defined in this
Addendum shall have the meaning assigned to them in the Agreement. Except as set
forth above, the Agreement shall continue in full force and effect. In the event
of a conflict between the terms of the Agreement and this Addendum, this
Addendum shall control. |