This SOFTWARE LICENSE (the "License") constitutes a legally binding agreement between Frontline Systems, Inc. ("Frontline" or "Licensor") and the individual or organization ("Licensee") acquiring the right to use certain computer program products offered by Frontline (the "Software"), in exchange for Licensee’s payment to Frontline (the "Fees"). This License governs the Software as installed for ‘desktop’ Use on a personal computer; and as installed on servers operated by Frontline for ‘cloud’ Use, where portions of the Software may be executed on the server or downloaded to a personal computer through a web browser or other application (including but not limited to desktop Excel). Unless replaced by a separate written agreement signed by an officer of Frontline, this License shall govern Licensee's use of the Software. BY DOWNLOADING, ACCEPTING DELIVERY OF, INSTALLING, INSERTING, OR USING THE SOFTWARE, LICENSEE AGREES TO BE BOUND BY ALL TERMS AND CONDITIONS OF THIS LICENSE.
1. LICENSE GRANT AND TERMS.
Grant of License: Subject to all the terms and conditions of this License, Frontline grants to Licensee a non-exclusive, non-transferable except as provided below, personal right and license to Use the Software (as the term "Use" is defined below) for the term as provided in Section 5, with the following restrictions:
Identity, Email and Password: Frontline’s licenses enable one individual person to use the Software on more than one computer by identifying himself/herself with an email and password, or through another authentication system (including but not limited to Microsoft 365). In consideration of this, Licensee agrees to provide and maintain a valid email address and password that is unique to and used only by the person who will Use the Software, whose personal first and last name is provided to Frontline. During the term of this license, Licensee agrees that the email address will be associated with an email account where the individual Using the Software regularly receives email, and that neither Licensee nor such individual will ‘share’ or provide the email address and password to any other person. Licensee agrees that Frontline’s willingness to grant this License is predicated on Licensee’s fulfillment of this obligation, and that evidence of Use of the Software by any other individual (for a Multi-User License, any other individual not identified to Frontline) shall constitute prima facie evidence of copyright infringement. If Licensee is an organization, it may, on a quarterly basis, or more frequently if Frontline agrees in its sole discretion, change the named individual(s) who will Use the Software, in accordance with the terms of this License.
Internet Access: Licensee understands that ‘cloud’ Use of the Software, whether through a web browser or another application (such as desktop Excel), requires a continuous, reasonably high speed connection through the public Internet to servers operated by Frontline, or alternatively through Licensee’s own network to server software separately licensed from Frontline. In the course of “cloud’ Use, Licensee’s model(s) and/or data, and device/system information about the Personal Computer where the Software is being Used, may be transmitted over the Internet or Licensee’s own network to Frontline’s server software, using commercial-grade secure protocols.
Licensee further understands that, to support Use by one person on multiple Personal Computers, Frontline’s license management software must, from time to time, access Frontline’s servers via the public Internet, even when the Software is installed solely for ‘desktop’ Use on such Personal Computers. The length of time that the Software will be permitted to run without Internet-based access to Frontline’s servers is a property of the license. Licensee agrees to arrange for periodic Internet access on the Personal Computers where Licensee wishes to Use the Software.
Personal Computers: Each of the License types below permits Use by one named individual on one or more physical personal computers and/or virtual computers, subject to limits established by Frontline from time to time, in its sole discretion, based on its estimate of how many different computers (for example, two to four) may reasonably be used by one individual. For a Multiple-User License as defined below, the limits established by Frontline will reflect the number of named individuals whom Licensee intends to share Use of the license. Licensee understands that Frontline’s license management software may prevent Use of the Software on physical or virtual computers that exceed such limits.
Server Resource Usage Limits: For ‘cloud’ Use of the Software which involves consumption of computing resources on Frontline’s servers, each license type imposes limits on the amounts of processor (CPU) time, memory and external storage that may be used within a given time interval, as a property of the license. Licensee understands that Frontline’s license management software may prevent further Use of a license, during a given time interval, if the limits are reached. These limits do not apply to Use of Licensee’s own computing resources at Licensee’s own expense.
Evaluation License and Test Runs: If and when offered by Frontline for a limited Term determined by Frontline in its sole discretion, Licensee may Use the Software on one or more Personal Computers, but only one Personal Computer at any given time, for the purpose of evaluating suitability of the Software prior to Licensee’s purchase of another license type. Such Use may permit only models and/or datasets of limited size, or may permit Use only to the extent needed to determine whether a model can be solved, without providing full solution information ("Test Runs"). No such Use shall imply any warranty of any kind, including suitability or fitness for a particular purpose; all warranties shall be as provided in Sections 2 through 4 of this agreement.
Single-User License: Upon Frontline’s receipt of payment from Licensee of the applicable Fee (not merely an order) for a "Single-User License", Licensee may install and Use the Software, for a limited Term specified as part of the license, on one or more Personal Computers, but may Use the Software only on one Personal Computer at any given time. Irrespective of purchase order or invoice terms, Licensee has no right to Use the Software without prior payment.
Multiple-User License: If Licensee is an organization, it may purchase a license for Use by multiple named individuals, who may be employees, contractors or otherwise affiliated with the organization, and who are bound by written agreements to comply with Licensee’s obligations, including those in this License. Upon Frontline’s receipt of payment from Licensee of the applicable Fee (not merely an order) for a "Multiple-User License", and receipt of a list of named individuals, each with email address, password, and personal first and last names: Licensee and/or the named individuals may install and Use the Software, for a limited Term specified as part of the license, on one or more Personal Computers, but each Multiple-User license may be Used by only one named individual on one Personal Computer at any given time. As above, irrespective of purchase order or invoice terms, Licensee has no right to Use the Software without prior payment.
"Use" of the Software means the use of any of its functions to define, analyze, solve (using optimization, simulation, data mining or other analytic methods) and/or obtain results for a single user-defined model at a time. Use with more than one model concurrently, whether on one or several Personal Computers, requires more than one Single-User or Multiple-User License. Use occurs only during the time that the computer’s processor is executing the Software; it does not include time when the Software is loaded into memory without being executed. The minimum time period for Use on any one Personal Computer shall be ten (10) minutes, but may be longer depending on the Software function used and the size and complexity of the model.
Other License Restrictions: The Software includes license management features that may store and communicate encoded information about the license type and term on the Personal Computer(s) and/or on Frontline’s servers; Licensee agrees that it will not attempt to alter or circumvent such license control features. This License does not grant to Licensee the right to make copies of the Software or otherwise enable use of the Software in any manner other than as described above, by any persons or on any computers except as described above, or by any entity other than Licensee. Licensee acknowledges that the Software and its structure, organization, and source code constitute valuable Intellectual Property of Frontline and/or its suppliers and Licensee agrees that it shall not, nor shall it permit, assist or encourage any third party to: (a) copy, modify adapt, alter, translate or create derivative works from the Software; (b) merge the Software into any other software or use the Software to develop any application or program having the same primary function as the Software; (c) sublicense, distribute, sell, use for service bureau use, lease, rent, loan, or otherwise transfer the Software; (d) "share" use of the Software with anyone else; (e) make the Software available over the Internet, a company or institutional intranet, or any similar networking technology, except as provided by Frontline; (f) reverse compile, reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Software; or (g) otherwise exercise any rights in or to the Software, except as permitted in this Section.
U.S. Government: The Software is provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as applicable. Contractor/manufacturer is Frontline Systems, Inc., P.O. Box 4288, Incline Village, NV 89450.
Be sure to read our Limited Warranty and other terms (Sections 2 through 6 of this agreement).