| END-USER LICENSE AGREEMENT |
| for Babylon Trial Version and Babylon-Pro |
| |
| |
| |
| BY CLICKING ON THE "YES" BUTTON, YOU ARE CONSENTING TO BE |
| BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT AND |
| THE RELATED AGREEMENTS AS SPECIFIED BELOW. IF YOU DO |
| NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, CLICK |
| THE "NO" BUTTON. |
| ============================================================ |
| |
| Except when stated otherwise below, the terms and conditions of this License |
| Agreement, apply to both Babylon Trial Version and Babylon-Pro. In General, |
| the difference in installation between the software of Babylon Trial Version |
| and Babylon-Pro is that the Babylon-Pro is a paid License, and therefore |
| is advertising free and has full functionality. |
| |
| Babylon Trial Version (the sponsored service) Specific Terms and Conditions |
| |
| If you decided to install the Babylon Trial Version, the software you are about |
| to install contains several parts: one is the Babylon Trial Version software, |
| another is the "Ads on Software" software (the "Cydoor software") by Cydoor |
| Technologies Inc. ("Cydoor"). In addition, from time to time Babylon may require |
| that you install during the initial download one or more of the following bundled |
| software: SAVENOW by WhenU.com , and New.net client (the "Bundled Software"). |
| As part of this license agreement, you are required to browse to these links |
| and to read the license agreement and privacy policy of every such Bundled |
| Software, and to agree to the terms and conditions specified therein. |
| SAVENOW license agreement: http://www.whenu.com/snlicence01.html |
| WhenU.com privacy policy: http://www.whenu.com/privacy.html |
| New.net terms of use: http://www.new.net/policies_software.tp |
| New.net privacy policy: http://www.new.net/policies_privacy.tp |
| |
| The Cydoor software and the Bundled Software enable us to offer you this |
| Babylon Trial Version software free of charge, and therefore you cannot |
| install and use the Babylon Trial Version software without installing the |
| Cydoor software and the required Bundled Software. Using the Babylon Trial |
| software without the Cydoor software constitutes a breach of this Agreement. |
| |
| The Cydoor software will continuously present to you alternating advertisements |
| while using the Babylon Tool. For this purpose, the Cydoor software may require |
| that you connect to the Internet from time to time, and in any event you are |
| required to connect to the Internet at least once every thirty days. |
| |
| |
| The use of the Cydoor software is subject to the Cydoor End-User License Agreement, |
| and to the privacy policy of Cydoor, both of which may be found at the bottom of |
| this document or through Cydoor's corporate offices. You confirm that you have |
| read, understood and agreed to the terms and conditions specified in the Cydoor |
| End-User License Agreement, and the privacy policy of Cydoor. |
| |
| Although Babylon does its very best to ensure that the Cydoor software complies |
| with terms and conditions of use and privacy policy acceptable to Babylon, there |
| can be no assurance on behalf of Babylon that such terms are met by Cydoor. |
| |
| Since the Cydoor software is not a Babylon product, Babylon takes no |
| responsibility and gives no warranty of any kind with respect to the Cydoor |
| software, its functioning, quality, merchantability or fitness for any use. |
| However, if a competent jurisdiction determines that Babylon is responsible |
| for the Cydoor software in any respect whatsoever, then Babylon's terms and |
| conditions for use of the Glossary Service, as specified here, shall apply |
| to the Cydoor software. |
| |
| The Cydoor software and the Bundled Software may utilize certain user and |
| user-submitted information. For more information about the functioning of |
| the Cydoor software and the Bundled Software, and about the use of user and |
| user-submitted information by the Cydoor software and the Bundled Software, |
| see Cydoor's and the Bundled Software' Privacy Policy and End-User License |
| Agreement, and Babylon's privacy policy. |
| |
| License Grant |
| |
| Babylon.com Ltd. hereby grants to you a non-exclusive, time limited to |
| 120 days only, revocable license to use Babylon's Trial Version software |
| in connection with the limited viewing of Babylon's proprietary "Babylon |
| Glossaries" system (the Babylon Trial Version, the Babylon-Pro and the |
| Babylon Glossaries system hereinafter collectively, "the Tool"), free of |
| charge in the case of the Babylon Trial Version, which is the sponsored |
| version of the Tool, and against the payment of the license fee in the |
| Babylon-Pro version of the Tool, so long as you comply with the terms and |
| conditions of this License Agreement. |
| Babylon Trial Version may be distributed freely on online services, bulletin |
| boards, or other electronic media as long as the files are distributed in |
| their entirety and are downloaded only by providing a link to files residing |
| on Babylon's servers. This software may not be distributed on CD-ROM, disk, |
| or other physical media for a fee without the permission of Babylon.com Ltd. |
| |
| |
| Not a Corporate or Business License |
| |
| This License is a single-user non-corporate license only. The use of the |
| Glossary Service by any business, organization, agency and the like, whether |
| for commercial, non-commercial or educational use requires a separate corporate |
| license. For prices and further information about a corporate license, please |
| contact corporate@babylon.com. |
| |
| Special Terms and Restrictions of Use for the Babylon Trial Version |
| |
| Babylon may, at its sole discretion, at any time, without prior notice and |
| temporarily or permanently: |
| (i) terminate, limit or deny the License |
| (ii) change, reduce or limit the functionality and features of the Tool; |
| (iii) create different priorities or grades for different users |
| (iv) introduce new features that may cause functionality change in earlier versions; |
| (v) condition the continuation of the License on your accepting Tool improvements, |
| corrections, adaptations, or changes, or accepting revised or new terms of License, |
| as will be made available on or through the Babylon website, Babylon shall notify |
| its users through the Tool, by e-mail or through the Babylon website of changes in |
| this License agreement. |
| |
| Except for Babylon-Pro Users, who are entitled to VIP email customer service from |
| Babylon's support team, this license does not entitle you to any hard-copy |
| documentation, support or telephone assistance. |
| |
| You may not use or rely on the Tool or the Babylon Website for applications or use |
| that may result in damage or for applications or use that contain information or |
| data you do not wish to be freely accessible and generally available to Internet |
| users. |
| |
| Privacy Policy |
| |
| You have read, understood and agree to Babylon's Privacy Statement applicable to |
| you, which is part of this Agreement, and is posted at: |
| http://www.babylon.com/aboutus/privacy.html |
| |
| |
| |
| Compliance with Applicable Laws |
| |
| You agree to comply with any applicable copyright, secrecy, defamation, decency, |
| privacy, export or other laws. Babylon is not responsible and/or liable for any |
| information, including without limitation, the databases and user-posted website |
| material, submitted to the Babylon Website. Babylon may erase, remove, delete, |
| delay, jam or alter such information without prior notice, for functional or any |
| other reason. |
| |
| Copyright, Confidentiality, Proprietary Information |
| |
| This Agreement does not grant to you any rights to any patents, copyrights, |
| trade secrets, trademarks (registered or not) trade names, domain names or |
| any other proprietary material of Babylon. You agree not to reverse engineer, |
| modify, de-compile, disassemble, alter, duplicate, distribute, repackage, sell, |
| copy, create derivative works from or transfer the Glossary Service. You also |
| undertake not to remove or alter any trademark, logo, copyright, advertisement |
| or other proprietary notices, legends, or labels on or in the Glossary Service. |
| |
| NO WARRANTY, Liability |
| |
| YOU EXPRESSLY AGREE THAT USE OF THE TOOL IS AT YOUR SOLE |
| RISK. THE TOOL IS PROVIDED ON AN "AS IS, AS AVAILABLE" |
| BASIS. BABYLON MAKES NO WARRANTIES, EXPRESSED OR IMPLIED, |
| INCLUDING, WITHOUT LIMITATION, THOSE OF MERCHANTABILITY |
| AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE |
| TOOL, INCLUDING BUT NOT LIMITED TO THE BABYLON SERVERS, |
| ANY BABYLON SERVICE, OR ANY INFORMATION POSTED BY USERS |
| ON THE BABYLON WEBSITE OR UPLOADED BY USERS TO THE TOOL. |
| BABYLON DOES NOT WARRANT, GUARANTEE OR MAKE ANY |
| REPRESENTATION REGARDING THE USE OR THE RESULTS OF THE |
| USE OF THE TOOL IN TERMS OF THE ACCURACY, RELIABILITY, |
| QUALITY, VALIDITY, STABILITY, COMPLETENESS, CURRENTNESS, |
| OR OTHERWISE OF ITS CONTENT OR PRODUCTS. THE USER ASSUMES |
| THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE |
| TOOL AND SERVERS. |
| |
| Babylon does not warrant or guarantee that the functions or |
| services performed by the Tool will be uninterrupted or |
| error-free or that defects in the Tool will be corrected. |
| By downloading the Tool you might be exposed to infection |
| by viruses, worms, Trojan horses or anything else manifesting |
| contaminating or destructive properties. It is your sole |
| responsibility to take steps to ensure that the Tool or |
| information, if contaminated or infected, will not damage |
| your system. |
| |
| IN NO EVENT WILL BABYLON BE LIABLE TO YOU OR ANY OTHER |
| PARTY (i) FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, |
| INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT |
| LIMITED TO, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS |
| INTERRUPTION, LOSS OF PROGRAMS OR INFORMATION, AND THE |
| LIKE), OR ANY OTHER DAMAGES ARISING IN ANY WAY OUT OF THE |
| AVAILABILITY, USE, RELIANCE ON, OR INABILITY TO USE THE |
| TOOL, OR ANY OTHER INFORMATION PROVIDED BY BABYLON OR ITS |
| USERS, EVEN IF BABYLON SHALL HAVE BEEN ADVISED OF THE |
| POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE FORM OF |
| ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE; OR |
| (ii) FOR ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR |
| OTHER INACCURACIES IN, OR DESTRUCTIVE PROPERTIES OF ANY |
| INFORMATION. IN NO EVENT WILL BABYLON'S LIABILITY WITH |
| RESPECT TO THIS AGREEMENT EXCEED THE AMOUNT YOU PAID (IF |
| YOU PAID) TO BABYLON FOR THE TOOL. |
| |
| |
| General Terms |
| |
| You agree that this agreement is not intended to confer, and does not confer, any |
| rightsor remedies upon any person other than the parties to this agreement. If any |
| part of this agreement is held invalid or unenforceable, that portion shall be |
| construed in a manner consistent with applicable law to reflect, as nearly as possible, |
| the original intentions of the parties, and the remaining portions shall remain in full |
| force and effect. Babylon may transfer, assign sublicense or pledge in any manner |
| whatsoever, any of its rights and obligations under this Agreement to a subsidiary, |
| affiliate, successor thereof, or to any third party whatsoever, without notifying you or |
| receiving your consent. You shall not transfer, assign, sublicense or pledge in any |
| manner whatsoever, any of your rights or obligations under this agreement. |
| |
| Governing Law and Jurisdiction |
| |
| The laws of the State of Israel shall govern this Agreement. You expressly agree that |
| exclusive jurisdiction for any claim or dispute with Babylon arising out of or in |
| connection with this Agreement, including its validity, resides in the competent |
| courts of Tel Aviv, Israel. This section shall survive the termination of this |
| agreement. |
| |
| |
| Copyright ©1997-2001 Babylon.com Ltd. All Rights Reserved |
| |
| |
| |
| |
| APPENDIX A - Cydoor Technologies Ltd. |
| ================================= |
| |
| Since you're about to intall a Cydoor enabled application, |
| you must read and accept the following - |
| |
| Cydoor Technologies Ltd. Software End User License Agreement |
| |
| By clicking on the "Yes" button, you are consenting to be |
| bound by and are becoming a party to this agreement. If you |
| do not agree to all of the terms of this agreement, click |
| the "No" button. |
| |
| 1. Definitions: |
| |
| (a) "Cydoor Software" means the software program covered by |
| this Agreement, and all related updates supplied by |
| Cydoor Technologies. |
| |
| (b) "Cydoor Product" means the Cydoor Software and any |
| related documentation, models and multimedia content |
| (such as animation, sound and graphics), and all related |
| updates supplied by Cydoor Technologies Ltd (follows: |
| "Cydoor"). |
| |
| Upon acceptance of this agreement, Cydoor Technologies grants |
| to you a non-exclusive license to use the Software, provided |
| that you agree to the following: |
| |
| 2. License Grant: |
| |
| You may install the Software on a hard disk or other storage |
| device; install and use the Software on a file server for use |
| on a network for the purposes of (i) permanent installation |
| onto hard disks or other storage devices or (ii) use of the |
| Software over such network; and make backup copies of the |
| Software. |
| |
| You may make and distribute unlimited copies of the Software, |
| excluding copies for commercial distribution, as long as each |
| copy that you make and/or distribute is subject to this |
| Agreement, and the same copyright and other proprietary |
| notices pertaining to this Software that appear in the |
| Software. If you download the Software from the Internet or |
| similar on-line source, you must include the Cydoor |
| copyright notice for the Software with any on-line |
| distribution and on any media you distribute that includes |
| the Software. |
| |
| This License does not entitle you hard-copy documentation, |
| support or telephone assistance. Cydoor reserves the right |
| at any time not to release a commercial release of the |
| Software or, if released, to alter prices, features, |
| licensing terms, or other characteristics of the commercial |
| release. |
| |
| 3. Restrictions: |
| |
| You may not permit other individuals to use the Software |
| except under the terms listed above. You may not copy the |
| Software other than as specified above. You agree not to |
| modify, adapt, translate, reverse engineer, decompile, |
| disassemble or otherwise attempt to discover the source code |
| of the Software (except and solely to the extent an |
| applicable statute expressly and specifically prohibits such |
| restrictions). You may not modify, rent, lease, resell for |
| profit, distribute or create derivative works based upon the |
| Cydoor Product or any part thereof. You may not grant a |
| security interest in, or otherwise transfer rights to the |
| Software. You may not remove any proprietary notices or |
| labels on the Software. |
| |
| 4. Disclaimer of Warranty: |
| |
| The software is provided on an "as is" basis, without |
| warranty of any kind from Cydoor, express or implied, |
| including without limitation warranty of merchantability, |
| free of defects, fitness for a particular purpose and |
| non-infringement of third party rights. The entire risk as to |
| the quality and performance of the software is borne by you. |
| Should the software prove defective in any respect, you and |
| not Cydoor or its suppliers assume the entire cost of any |
| service and repair. |
| |
| This disclaimer of warranty constitutes an essential part of |
| the agreement. No use of the software is authorized hereunder |
| except under this disclaimer. |
| |
| In no event will Cydoor be liable to you for consequential, |
| incidental, special or exemplary damages arising out of a |
| breach of this agreement or warranty or your use of the |
| software, including but not limited to lost profits or loss |
| of business, even if Cydoor has been apprised of the |
| likelihood of such damages occurring. |
| |
| Cydoor shall have no obligation to you with respect to any |
| claim of infringement based upon your use of the software in |
| combination, operation or otherwise with the data or |
| materials not supplied by Cydoor. |
| |
| 5. Downloading Additional Software: |
| |
| In the event that your computer lacks software necessary for |
| the Software to operate, a message will automatically be sent |
| by the Software to Cydoor that additional software is needed. |
| Cydoor will then send you the additional software required |
| for operation of the Software. By accepting this Agreement, |
| you agree that the Software and any additional software |
| needed will be downloaded into your computer. |
| |
| 6. Termination: |
| |
| This Agreement and the license granted hereunder will |
| terminate automatically if you fail to comply with the |
| limitations described herein. Upon termination, you must |
| destroy all copies of the Software and Documentation. |
| |
| 7. Privacy Act: |
| |
| This Agreement is subject to the Israeli Privacy Act of 1981. |
| Cydoor shall neither attain nor use any of your identifying |
| characteristics. In addition, Cydoor will not obtain any |
| personal information that could identify you including your |
| name, picture or voice in order to match said personal |
| characteristics to the information in the registration form. |
| Nevertheless, by accepting this software, you hereby |
| authorize Cydoor to use the information in your |
| registration form when selecting advertisements for you. |
| Cydoor will use the information in the registration form |
| provided by you solely for the purpose of selecting which |
| commercials may, in Cydoor opinion, interest you most. |
| |
| By downloading the Cydoor Product, you are confirming your |
| acceptance of the Software and agreeing to be bound by the |
| terms of this Agreement. |
| |
| 8. General: |
| |
| This Agreement shall be governed by the laws of the State of |
| Israel. This Agreement contains the complete agreement |
| between the parties with respect to the license granted |
| hereunder and supercedes all prior or contemporaneous |
| agreements or understandings, whether oral or written. |
| This Agreement may be amended only by a writing signed by an |
| authorized officer of Cydoor. |
| |
| 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 agree |
| that the Software will not be shipped, transferred or |
| exported into any country or used in any manner, directly or |
| indirectly, prohibited by the United States Export |
| Administration Act or any other export laws, restrictions or |
| regulations. |
| |
| If any provision of this Agreement is held to be void and |
| unenforceable, it will not affect the validity of the balance |
| of the Agreement. Such provision shall be reformed only to |
| the extent necessary to make it enforceable. This Agreement |
| shall be governed by Israeli law, excluding conflict of law |
| provisions (except to the extent applicable law, if any, |
| provides otherwise). |
| |
| Manufacturer: |
| Cydoor Technologies, 22 Maskit St Hertzelia, Israel. |
| http://www.cydoor.com |
| |
| Your acceptance of the foregoing agreement was indicated |
| during installation. |