University of Florida - 2011 Agreement for ATCS End User License Software
4088522663
Line 1
06:26:45 p.m. 07-03-2011
2/4
','
Traffie Signal Control Program (TSCP@)
- TSCP@END USER LICENSE
Copyright 2004 City of Los Angeles
(Provided by the City of Los Angeles)
This contract is an agreemertt between the University of Florida Board of Trustees, for the benefit of the
McTrans Center, Federal Highway Administration, the City of Los Angeles, and the Technical Support Agent,
and you, the END USER:
<:\\'1 (>1=- (;1r...~o1) CAI..(Fo(2fJIA
7 ~ 5"" I Roc:.A-~a..JA 5"~~T
C'L!:LO'f ) L ~ q S"02..0
YOU, THE END USER, BY THE ACT OF USlNG THE PROGRAMS CONTAlNED ON THE DISKETTES,
AGREE TO BE BOUND BY THE TERMS OE' THIS AGREEMENT. DO NOT USE mE SOFTWARE
WITHOUT FIRST READING, UNDERSTANDING AND AGREEING TO THE TERMS AND
CONDITIONS OF THIS AGREEMENT. If you do not agree with the terms of this License, return the unused
Software immediately to distributor from which it was obtained for a full refund. WARNING! IF THE SEAL
ON THE SOFTWARE PACKAGE IS BROKEN NO REFUND WILL BE GIVEN!
1. LICENSE. In Consideration of your payment of the required license fee, the McTrans Center, University of
Florida (hereinafter calJed "McTrans"), hereby agrees to grant you (hereinafter called "End User") a
nonexclusive, single office license to use the enclosed Traffic Signal Control Program (TSCP@) hereinafter
"Software" subject to the terms and conditions set forth in this End User License Agreement.
2. OWNERSHIP. As a Licensee, End User owns the" magnetic or other physical media on which the Software
is originally or subsequently recorded. This License is not a sale of the Software or any copy thereof. The
Copyright holder has authorized McTrans to distribute this software under license. The Software .is protected
by United States an4 International copyright law and any infringement of this copyright is subject to
prosecution, and will be prosecuted upon discovery. Violators are subject to both civil and CRIMINAL
penalties. "
3. USE. The Software .shall be strictly used as designed within End User's jurisdiction. Software shall not be
copied for, transported to, or used by any entity (public or private) that is not a party to this Agreement, whether
monitory compensation is involved or not..
4.-'COPY RESTRICTIONS. Unauthorized copying, distI:ibution or dissemination ofllie Software is expressly
forbidden. End User may be held legally responsible for any copyright infringement that is caused or
encouraged by failure to abide by the teons of this License. Subject to these restrictions, End User may make
copies of the Software for backup_ purposes, and for use of the Software on any computers located within its
office complex, as described in paragraph 3. Under no circumstances may the Software or associated printed
documentation be copied for sale, distribution or dissemination by any means, except as provided in paragraph
3, without the express, written consent of McTrans. End User may reproduce the associated documentation as
necessary to use within the geographic office described herein. End User may not modify, adapt, translate,
reverse engineer, decompile, disassemble, or create derivative work from the Software or any associated written
materials without the prior written consent of McTrans. ANY SUCH ACTIVITY OR PRODUCT BECOMES
THE ABSOLUlE PROPERTY OF THE COPYRIGHT HOLDER.
5. TRANSFER RESTRICTIONS. The Software is licensed only to End User and this License Agreement may
not be assigned or transferred to anyone.
4088522663
Line 1
06:27:10p.m. 07-03-2011
3/4
,;.
6. REGISTRA nON AND SUPPORT. This license is automatically registered to the person or agency who
purchased it. If the End User wishes to change the registration, he or she must fill out and return the registration
card contained in this package, Failure to comply with this section shall result in a violation of copyright and
prosecution for the same.
McTrans will provide reasonable telephon.e support through its Technical Support Agent (TSA) to End
User during normal business hours and limited to 100 hours, (l) for one year after End User first pays the
license fee applicable to fuU support services, and (2) for such subsequent periods for which End User shall
have paid the fee established by McTrans for such full support services, if any. McTrans and its TSA reserve
the right to determine the reasonableness of the support.
The City of Los Angeles may from time to time revise or update the Software to correct bugs or add
minor improvements. McTrans will supply, at its discretion, such minor updates to End User without additional
charge. The City of Los Angeles reserves the right to make substantial revisions or enhancements to the
Software and to market such substantiaUy revised versions as separate products. End User shall not be entitled
to receive such separate products without additional charge.
7. LIMITED WARRANTY AND LIMIT A nONS OF REMEDIES. McTrans warrant~ the magnetic medium
on which the Software is furnished to be free from defects in material and workmanship under normal use for a
period of thirty (30) days from the date of delivery to End User as evidenced by a copy of invoice. McTrans'
entire liability and End User's exclusive remedy shall be the replacement of any diskette found to be defective.
Defective diskettes should be returned with a copy of End User's invoice, to the distributor from which the
Software was obtained.
End User agrees that it is the responsibility of End User to understand fully the limitations of and
assumptions underlying the Software and not to make use of the Software without the assistance of personnel
with appropriate expertise. End User accepts all responsibility for review, application, and the use of the
program output and accepts all responsibility tor certification that said output meets provisions of any
applicable design code, standard or any project specification.
EXCEPT AS PROVIDED ABOVE,' THE PRODUCT IS PROVIDED "AS IS" WITHOUT
WARRANTY OF ANY KIND, EITHER. EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED
TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE. McTRANS AND THE CITY OF LOS ANGELES DO NOT WARRANT THAT THE
FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET END USER'S REQUIREMENTS OR THAT
THE OPERA nON OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE. THE ENTI.RE
RISK AS TO THE QUALITY AND PERFORMANCE OF THE PRODUCT IS WITH END USER. IN NO
EVENT WILL McTRANS, THE CITY OF LOS ANGELES OR THE TECHNICAL SUPPORT AGENT BE
LIABLE TO END USER FOR ANY DAMAGES,lNCLUDING ANY LOST PROFITS, LOST SAVINGS.
OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF TIlE USE OF OR
INABILITY TO USE THE SOFTWARE EVEN IF McTRANS, THE CITY OF LOS ANGELES OR THE
TECHNICAL SUPPORT AGENT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES,
OR FOR ANY CLAIM BY ANY OTHER PARTY. THE ABOVE WARRANTY GIVES END USER
SPECIFIC LEGAL RIGl-ITS AND END USER MAY ALSO HA VB OTHER RIGHTS IN THE UNITED
STArES WHICH VARY FROM STATE TO S'fA 'fE. USE OF THE SOFTWARE WHERE THE END USER
BELIEVES OR HAS REASON TO BELIEVE THAT DAMAGE MAY OCCUR IS A VIOLATION OF ANY
AND ALL WARRANTIES. McTRANS, THE CITY OF LOS ANGELES OR THE TECHNICAL SUPPORT
AGENT HA VB NO KNOWLEDGE OF THE HARDWARE OR SOFTWARE CONFIGURATIONS OF THE
END USER AND ASSUMES NO LJABILITY FOR THEIR DAMAGE.
4088522663
Line 1
06:27:45 p.m. 07-03-2011
4/4
8. lNDEMNIFICA TION. By purchasing and installing the Software, End User shall immunize, indemnify,
hold harmless, and defend the City of Los Angeles, Federal Highway Administration, University of Florida
Board of Trustees, and the Technical Support Agent from any liability and claims resulting from field or test
deployment of said Software.
9. TERMINATION. This License is effective from the date End User receives the Software and until
terminated by either party. End User may terminate it by returning or destroying all copies of the Software and
associated documentation in End User's possession Of control. If any of the terms and conditions of this License
are broken by End User, the License shall terminate immediately.
10. GOVERNINQ LAW. This License Agreement shall be governed by the laws of the State of Florida,
U.S.A. Jurisdiction shall be in the State of Florida and venue shall be in the United States District Court of the
Northern District of Florida, Gainesville Division or in the Circuit Court, of the Eighth Judicial Circuit, in and
for Alachua County, Florida.
1 I. U.S. GOVERNMENT RESTRICTED RIGHTS. The Software and associated documentation are provided
with RESTRICTED RIGHTS. Use, duplication, or disclosure by the U.S. Government is subject to restrictions
as set forth in subdivision (c)(I)(ii) of The Rights in Technical Data and Computer Software cla~e at 52.227-
7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights at
48CFRS2.227-19. The contractor is McTransCenter; University of Florida, PO Box 116585, Gainesville, FL
32611-6585, U.S.A.
12. GENERAL. This License Agreement is the complete and exclusive statement of the agreement between
End Usef and McTrans and supersedes any proposal or prior agreement, oral or written, and any other
communications oetween End User and McTrans, the City of Los Angeles or the Technical Support Agent
relating to the subject matter of this License Agreement This License Agreement may only be modified by a
written agreement made subsequent to the date hereof and signed by both parties.
13. SEVERABILITY. If any portion of this agreement shall be declared void or a nullity by a Court of
competent jurisdiction then the remainder hereof shall survive and remain in full force and effect.
Should you have any questions concerning this License, contact the McTrans Center: McTrans Center,
University of Florida, PO Box 116585, Gainesville, FL 32611-6585, U.S.A. (352) 392-0378
mctrans@ce.ufl.edu
Cl\'1 6~ Ctr...fZ.o'l ..) c..A
N~enc~
Signature
TA 0 mCi S J: 1-1 dfj/ ufld
Type or printed name a 1 ACbnrn fs kawV'
JrnrcJL 7[ tfD II
Date
University of Florida Board of Trustees
M/rt
Signmure. V
DQV,d L. \J0'1 .
Typed or printed name \), Y'-e c. ~ l' I ~ '&\ c 't () ~
-<.~r/ /;/ . T~chY)\)1o~'L li~~ns'\YlQ
~I .-J
Approved as to Form and Legalitv on Behalf of End User
i\~
~-1l1y 1!4f()rnJ'I, Ardy r:4bev