Certain third-party software components distributed with the Untangle Software are licensed under other free or open source license terms.
Many of the Untangle components are also licensed with the GNU Classpath exception, which allows linking of independent non-GPL modules with the Untangle software. The GNU Classpath exception applies to source files in which Untangle has placed a notice stating the exception.
See the source code files for more details.
This End User License Agreement (this "Agreement") is entered into between Untangle, Inc. ("Untangle") and the person or entity ("you" or "Licensee") that purchases, receives, installs, or uses the software program accompanying this Agreement. If you do not agree to the terms and conditions of this Agreement, Untangle is unwilling to license the Software Products to you. Untangle reserves the right to refuse to sell Products or Services to any customer at its sole discretion.
1. Definitions. The following capitalized terms will have the meanings ascribed to them below.
1.1 "Beta Software" means any Software Product that is designated by Untangle as being in "beta" or pre-release status.
1.2 "Documentation" means the documentation for the Software.
1.3 "Free Software" means those specific Software Products which are designated on the Untangle Library as being available to Licensee for download and use without the payment of a license fee.
1.4 "Open Source Software" has the meaning set forth in Section 3.3 (Open Source Software).
1.5 "Software Product" means (a) a specific software module that Licensee may download from the Untangle Library and enable using the Untangle Platform; and (b) all Updates thereto. "Software Products" does not include the Untangle Platform, which is obtained under a separate open-source license agreement, or any other Open Source Software.
1.6 "Trial Period" means, with respect to a particular Software Product, the limited trial period specified in the Untangle Library for such Software Product (or, if not specified, the thirty (30) day period immediately following the download of such Software Product).
1.7 "Update" means any of the following software that Untangle may release from time to time in its sole discretion: (a) any virus signature update, new threat profiles, or any other similar updates to the data libraries contained within certain Software Products; and (b) any patch, bug fix, error-correction, or other new release of the Software Products, excluding any major new releases for which Untangle charges an additional license fee.
1.8 "Untangle Hardware" means a hardware appliance purchased by Licensee that contains the Untangle Platform.
1.9 "Untangle Library" means the web site operated by Untangle from which additional Software Products may be downloaded using the Untangle Platform.
1.10 "Untangle Platform" means (a) the Untangle administrative client software and related base functionality that enables the download, installation, operation, and updating of Software Products, which is licensed as Open Source Software under a separate open-source software license; or (b) any modified version of such client software developed pursuant to the terms of such separate open-source software license.
2. License Grant. Subject to the terms and conditions of this Agreement, Untangle grants to Licensee a nonexclusive, nontransferable license, to:
2.1 During the Trial Period: use, perform, and display one (1) copy of each Software Product that Licensee downloads from the Untangle Library, in executable code form, solely in accordance with the Documentation and in conjunction with the Untangle Platform, for the sole purpose of evaluating the features and functions of such Software Product;
2.2 After the Trial Period:
(a) Use, perform, and display all Software Products that constitute Free Software, in executable code form, solely in accordance with the Documentation and in conjunction with the Untangle Platform, solely for Licensee's own internal use; and
(b) Use, perform, and display all Software Products that do not constitute Free Software, in executable code form, solely in accordance with the Documentation and in conjunction with the Untangle Platform, solely for your own internal use; provided, however, that Licensee pays to Untangle all applicable fees in accordance with Section 5.1 (Subscription Fees).
3. License Restrictions and Intellectual Property
3.1 General Restrictions. Notwithstanding anything to the contrary in this Agreement, Licensee shall not (a) copy any part of the Software Products or the Documentation except to the extent expressly permitted under Section 2 (License Grant) above; (b) reverse engineer, reverse compile, disassemble, or attempt to derive the source code of any portion of the Software Products, or allow any person to do any of the foregoing; (c) attempt to circumvent any license key, disabling code, or license management mechanism in the Software Products; (d) distribute, rent, lease, assign, or otherwise transfer any interest in the Software Products or Documentation; (e) export or re-export the Software Products or Documentation in violation of any applicable law or regulation; (f) disclose benchmarks or other comparisons of the Software without Untangle's prior written consent; (g) modify, adapt, enhance, or create derivative works of the Software Products or Documentation; (h) use the Software Products for service-bureau use, or otherwise for the benefit of third parties; or (i) otherwise exceed the scope of the express licenses granted herein. Licensee may not remove from the Software Products, or alter, any of the trademarks, trade names, logos, patent or copyright notices or markings, or add any other notices or markings to the Software Products.
3.2 Beta Software. From time to time, Untangle may make Beta Software available to Licensee for download and use in accordance with the licenses granted above in Section 2 (License Grant), subject to the terms and conditions in this section. Untangle may terminate any license to Beta Software immediately without prior notice and may disable Licensee's access to the Beta Software. To the extent that Licensee provides any comments, feedback, or other input with respect to the Beta Software, Licensee grants to Untangle a worldwide, perpetual, irrevocable, transferable, royalty-free right to use and exploit such feedback for its business purposes, including for purposes of improving Untangle's current and future products. Untangle reserves the right not to release a commercial version of the Beta Software, or, if it chooses to proceed with a commercial release, to incorporate features, specifications, capabilities, functions, license terms, pricing, or other characteristics that differ from the Beta Software. Licensee agrees and acknowledges that Beta Software is not suitable for production use and may contain errors adversely affecting its proper operation. Unless and until Untangle notifies Licensee to the contrary, Licensee agrees not to share or disclose to any third party any non-public information regarding the Beta Software or its features, bugs, performance, or operation.
3.3 User Bands. Untangle products and services are priced by bands for different sized companies and networks. The appropriate band can be calculated by counting the number of unique devices behind Untangle on any given day. More explicitly, it is the number of unique IP addresses on any non-WAN (local) interface including VPN users seen from midnight to midnight the next day. If the number of unique IP addresses is below the upper bound of the subscription band for that server, that license subscription is fully compliant.
3.4 User Bands in NFR Subscriptions. Untangle licenses certain subscriptions to its distribution partners under a Not For Resale (“NFR”) arrangement. As part of this arrangement, Untangle allows that partner to exceed the upper end of the subscription’s user band as specified in Section 3.3 (User Bands) only if (a) the software is being used exclusively by the partner for its internal operations and is not being resold in any form, or (b) the software is being used by the partner for trials at its customer locations, so long as the trial does not extend beyond 30 days in any one location and the number of unique IP addresses being covered in the trial does not exceed three times the maximum number allowed under the NFR subscription’s defined user band. Any usage outside of these two exceptions must comply with the terms of Section 3.3 (User Bands) of this Agreement
3.5 Open Source Software. Some software code incorporated into or distributed with the Software Products may be licensed by third parties under various "open-source" or "public-source" software licenses (such as the GNU General Public License, the GNU Lesser General Public License, the Apache License, the Berkeley Software Distribution License, and the Sun Public License) (collectively, the "Open Source Software"). Notwithstanding anything to the contrary in this Agreement, the Open Source Software is not licensed under Section 2 (License Grants), and instead is separately licensed pursuant to the terms and conditions of their respective open-source software licenses, copies of which are either attached to this Agreement, reproduced in the appropriate readme file, or available on the Untangle web site. Licensee agrees to comply with the terms and conditions of such open-source software license agreements.
3.6 Additional Terms. The use of particular Software Products may be subject to additional or supplementary terms and conditions, which Licensee will be given the opportunity to review and accept after download at the time of installation. If Licensee elects to proceed with the installation of such a Software Product, such additional or supplementary terms and conditions shall be incorporated by reference into this Agreement.
3.7 Ownership. The Software Products are licensed, not sold, and as between Licensee and Untangle, Untangle shall retain all right, title, and ownership in and to the Software, including all intellectual property rights contained therein. There are no implied licenses under this Agreement, and all rights not expressed granted are reserved.
4. Updates. Subject to Licensee's payment of the applicable monthly subscription fee in accordance with Section 5.2 (Subscription Fees), Untangle will make available all Updates to the Software Products to Licensee within a reasonable time after the general public release of such Updates. Untangle will make available such Updates for automatic installation using an unmodified installation of the Untangle Platform as released by Untangle. Untangle is not responsible if any Update fails to properly download, install, or operate on an Untangle Platform that has been modified by or obtained from any person other than Untangle. Licensee will be responsible for providing Internet connectivity allowing the Untangle Platform to communicate with Untangle's servers. For the avoidance of doubt, Untangle makes no representations as to the frequency of Updates, nor does it guarantee that any particular Update will be implemented or that any particular errors will be corrected. In addition, this Agreement creates no obligation for Untangle to provide any telephone, e-mail, or other technical support for the Software Products; rather, the parties may enter into a separate support agreement governing the provision of such support by Untangle.
5. Fees and Payments
5.1 Subscription Fees. Upon the expiration of the Trial Period for a Software Product, and at the beginning of each subscription period thereafter, Licensee will either (a) pay the applicable subscription fees for any Software Product that is not Free Software; or (b) immediately cease all use of such Software Product.
5.2 Payment Authorization. Licensee agrees to make the foregoing payments (including any applicable taxes) via a valid credit card, Paypal or other authorized payment method, and authorizes Untangle to automatically charge such amounts against the credit card, Paypal or other applicable payment information furnished by Licensee to Untangle via Untangle’s billing system. Licensee agrees to provide Untangle with a valid credit card and accurate, complete, and updated information required by the payment information interface in the Untangle Library. Licensee authorizes Untangle to automatically charge the applicable fees at the beginning of each month (or at such other billing interval as Licensee may select using the account setup function of the Untangle Library), until Licensee elects to terminate the subscription to one or more Software Products in accordance with the terms of each individual subscription. All payments are non-refundable unless otherwise allowed by Untangle’s current published warranty and refund policies. Untangle may suspend the license to any Software Products and its provision of related Updates if Licensee fails to provide a valid means of payment for any of the amounts due hereunder.
8. DISCLAIMERS OF WARRANTY. LICENSEE AGREES AND ACKNOWLEDGES THAT THE COMPUTER SECURITY THREAT IS EVOLVING AND THAT NO TOOLS CAN GUARANTEE THAT SECURITY BREACHES WILL NOT OCCUR. UNTANGLE PROVIDES NO ASSURANCE THAT THE SOFTWARE PRODUCTS WILL PROTECT AGAINST ALL COMPUTER VIRUS INFECTIONS, UNAUTHORIZED INTRUSIONS, IDENTITY THEFT, PRIVACY VIOLATIONS, SPYWARE, SPAM, OR OTHER FORMS OF HARMFUL ACTIVITY. ANY CHANGE IN THE OPERATING SYSTEM OR OTHER SOFTWARE OR CONFIGURATION OF LICENSEE'S HARDWARE MAY AFFECT THE PERFORMANCE AND OPERATION OF THE SOFTWARE PRODUCTS. ACCORDINGLY, UNTANGLE SHALL HAVE NO LIABILITY TO LICENSEE FOR ANY OF THE FOREGOING SECURITY BREACHES OR OTHER HARMFUL EFFECTS THAT MAY RESULT DESPITE THE DEPLOYMENT OF THE SOFTWARE PRODUCTS. IN ADDITION, UNTANGLE WILL HAVE NO OBLIGATIONS OR LIABILITY TO LICENSEE UNDER THIS AGREEMENT WITH RESPECT TO ANY UNTANGLE HARDWARE.
WITHOUT LIMITING THE GENERALITY OF THESE DISCLAIMERS, LICENSE AGREES THAT UNTANGLE MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE OPERATION, PERFORMANCE, OR COMPATIBILITY OF ANY SOFTWARE PRODUCT IN CONNECTION WITH ANY UNTANGLE PLATFORM THAT HAS BEEN MODIFIED BY LICENSEE OR ANY THIRD PARTY. LICENSEE AGREES AND ACKNOWLEDGES THAT THE USE OF ANY UNTANGLE PLATFORM IS AT ITS OWN RISK AND DISCRETION, AND THAT UNTANGLE HAS NO OBLIGATION UNDER THIS AGREEMENT TO PROVIDE ANY SUPPORT OR ASSISTANCE WITH RESPECT TO ANY UNTANGLE PLATFORM.
UNTANGLE DOES NOT WARRANT THAT THE SOFTWARE PRODUCTS ARE ERROR-FREE, THAT IT WILL OPERATE WITH LICENSEE'S HARDWARE OR NETWORK WITHOUT ANY IMPAIRMENT OF ITS FUNCTIONALITY, OR THAT IT WILL DELIVER ANY PARTICULAR RESULTS. THE SOFTWARE PRODUCTS (AND ANY OPEN SOURCE SOFTWARE ACCOMPANYING THE SOFTWARE PRODUCTS) IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, AND LICENSEE EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. NEITHER UNTANGLE NOR ANY CONTRIBUTOR OF OPEN SOURCE SOFTWARE SHALL BE LIABLE TO LICENSEE OR ANY THIRD PARTY FOR ANY DEFECTS IN THE SOFTWARE. Some jurisdictions do not allow the disclaimer of implied warranties, so the above disclaimer may not apply, in which case the duration of any such implied warranty is limited to sixty (60) days from the date the software is received by Licensee.
9. LIMITATION OF LIABILITY. UNTANGLE WILL NOT BE LIABLE TO LICENSEE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, WHETHER ARISING IN TORT, CONTRACT, OR OTHERWISE, OR FOR ANY LOST PROFITS, LOST DATA, OR LOSS OF USE, ARISING FROM OR RELATING TO THE SOFTWARE PRODUCTS, UNTANGLE HARDWARE, OR OPEN SOURCE SOFTWARE, EVEN IF UNTANGLE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some jurisdictions do not allow the limitation or exclusion of liability for consequential or incidental damages so the above limitation or exclusion may not apply.
UNTANGLE'S LIABILITY TO LICENSEE IN ANY EVENT SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT OF FEES PAID BY LICENSEE TO UNTANGLE FOR THE LICENSE TO THE SOFTWARE PRODUCTS, OR (B) FIFTY U.S. DOLLARS (U.S. $50). THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT, AND NO USE OF THE SOFTWARE PRODUCTS IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER.
10. High Risk Activities. None of the Software Products is fault-tolerant, and it is not licensed for use in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, or weapons systems, in which the failure of the Untangle Hardware or Software Products could lead directly to death, personal injury, or severe physical or environmental damage ("High Risk Activities"). ACCORDINGLY, LICENSEE AGREES THAT UNTANGLE AND ITS SUPPLIERS WILL NOT BE LIABLE FOR ANY CLAIMS, LIABILITIES, OR DAMAGES ARISING FROM LICENSEE'S USE OF THE SOFTWARE PRODUCTS OR UNTANGLE HARDWARE IN HIGH RISK ACTIVITIES, AND LICENSEE WILL INDEMNIFY UNTANGLE AND ITS SUPPLIERS FROM AND AGAINST ALL LIABILITIES ARISING FROM THE LICENSEE'S USE OF THE SOFTWARE PRODUCTS OR UNTANGLE HARDWARE IN HIGH RISK ACTIVITIES.
11. Termination. This Agreement will become effective at the time that Licensee clicks the "I Accept" button, and will continue in full force and effect until any breach of any of its terms and conditions by Licensee, whereupon the Agreement (and all licenses granted hereunder) will automatically terminate, and Licensee will destroy all copies of the Software in its possession. Sections 1, 3.5, 6, 8, 9, 10, 11, 12, 13, 14, and any accrued payment obligations will survive any such termination.
12. Assignment. Licensee shall not transfer or assign this Agreement (or any rights or obligations hereunder) without the prior written consent of Untangle, which may be withheld or delayed in its sole discretion. Any purported assignment in violation of the foregoing will be null and void. The rights granted under this Agreement are personal to Licensee, and do not extend to any subsidiary, parent, or affiliate of Licensee.
13. Governing Law: This Agreement shall be governed by the laws of the State of California, U.S.A, without giving effect to any conflicts of laws principles that would require the application of the laws of a different jurisdiction. Neither the Uniform Computer Information Transactions Act nor the United Nations Convention on the International Sale of Goods apply to this Agreement. If either party employs attorneys to enforce any rights arising out of or relating to this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees. The parties consent to the exclusive jurisdiction of the state and federal courts located in San Mateo County, California, USA; provided, however, that nothing in this sentence will prevent Untangle from seeking injunctive relief to protect its intellectual property rights in any venue or forum that it deems appropriate.
14. General. If any provision of this Agreement is held by a court of competent jurisdiction to be unenforceable for any reason, the remaining provisions hereof shall be unaffected and remain in full force and effect. This Agreement (along with the warranty card accompanying the Untangle Hardware, if the Licensee purchased Untangle Hardware) constitutes the entire agreement between the parties concerning Licensee's use of the Software Products and Untangle Hardware. This Agreement supersedes any prior verbal understanding between the parties and any Licensee purchase order or other ordering document, regardless of whether such document is received by Untangle before or after Licensee agrees to this Agreement. This Agreement may be amended only in a writing signed by an authorized officer of Untangle specifically evidencing an intent to amend this Agreement.