FOXIT SOFTWARE INC. LICENSE AGREEMENT FOR SOFTWARE APPLICATIONS
May 10, 2021

IMPORTANT-READ CAREFULLY: This License Agreement ("License" or "Agreement") is a legal agreement between You (either an individual or an entity, who will be referred to in this License as "You" or "Your") and Foxit Software Inc. ("Foxit") for the use of software applications, and which may include associated media, printed materials, and other components and software modules including but not limited to drivers ("Product"). The Product also includes any software updates and upgrades that Foxit may provide to You or make available to You, or that You obtain after the date You obtain Your initial copy of the Product, to the extent that such items are not accompanied by a separate license agreement or terms of use. BY INSTALLING, COPYING, DOWNLOADING, ACCESSING OR OTHERWISE USING THE PRODUCT, YOU AGREE TO BE BOUND BY THE TERMS OF THIS FOXIT LICENSE AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU HAVE NO RIGHTS TO THE PRODUCT AND SHOULD NOT INSTALL, COPY, DOWNLOAD, ACCESS OR USE THE PRODUCT.

The Product is protected by law, including but not limited to the copyright laws of the United States and other countries, and by international treaty provisions. This License confers no title or ownership in the Product and should not be construed as a sale of any rights in the Product. The Product is licensed and not sold. Except as expressly stated herein, this Agreement does not grant You any intellectual property rights in the Product. All rights not expressly granted are reserved by Foxit and its licensors.

1. GRANT OF LICENSE. Foxit grants You a non-exclusive, nontransferable license to install and use the Product subject to all the terms and conditions set forth here within.

1.1. Single-Use Perpetual License. You may permit a single authorized end user to install the Product on a single computer or a virtual machine for use by that end user only. A virtual machine with a single-user license Product shall not be copied or shared, and unless it has obtained written consent from Foxit. Remote access to the paid products (such as Foxit PDF Editor, Microsoft Active Directory® Rights Management Services (“RMS”), DocuSign feature in Foxit PDF Reader and Foxit Redactor for Office) are not permitted without the express written consent of Foxit. Single-Use Perpetual License cannot be used in any multi-user environment, such as terminal server. Instead, user needs to acquire multi-user license or site license from Foxit.

1.2. Single-Use Term License. Same usage terms as the Single-Use Perpetual License. The period of use is limited to a fixed duration, out of which the Product must be uninstalled from the computer unless the license is renewed for an additional period of time.

1.3. Subscription License. The Product is licensed on a monthly or yearly subscription basis, You may only apply the subscription license on the Permitted Number of Compatible Computer(s) as long as you maintain a currently paid-up subscription of the Product.

2. ADDITIONAL LIMITATIONS. You may not reverse engineer, decompile, or disassemble the Product, except and only to the extent that it is expressly permitted by applicable law notwithstanding this limitation. The Product is licensed as a single integral product; its component parts may not be separated for use on more than one computer. The Product may include copy protection technology to prevent the unauthorized copying of the Product or may require original media for use of the Product on the computer. It is illegal to make unauthorized copies of the Product or to circumvent any copy protection technology included in the Product. The Product may not be resold either by You or a third party customer without the prior written permission of Foxit. All rights not expressly granted to You are retained by Foxit.

While using the Product, You agree to comply with all applicable laws, rules and regulations. You also agree to comply with certain rules (as listed below) of conduct that govern Your use of the Product, which are not meant to be exhaustive and can be modified at any time by Foxit. In all cases, You may only use the Product according to anticipated use of the Product.

Specifically, You may not:

a. create, use, share and/or publish by any means in relation to the Product any material (text, words, images, sounds, videos, etc.) which would constitute a breach of a duty of confidentiality, infringe any intellectual property right or an individual’s right to privacy or which would incite the committing of an unlawful act (in particular, piracy, cracking or circulation of counterfeit software);

b. modify, distort, block, abnormally burden, disrupt, slow down and/or hinder the normal functioning of all or part of the Product, or their accessibility to other users, or the functioning of the partner networks of the Product, or attempt to do any of the above;

c. transmit any virus, trojan horse, worm, bomb, corrupted file and/or similar destructive device or corrupted data in relation to the Product, and/or organize, participate in or be involved in any way in an attack on Foxit’s servers and/or the Product and/or those of its service providers and partners;

d. harass or threaten any other users in the Product, or try to access other user’s system without prior consent;

e. make inappropriate use of the help service or the claim buttons or send untruthful reports to members of Foxit’s personnel;

f. fraudulently claim to be an employee or representative of Foxit or its partners and/or agents;

g. fraudulently claim an endorsement annexed with the Product or with Foxit.

h. publish, copy, rent, lease, or lend the Product.

3. Third Party Software. The Product may contain third party software that Foxit can grant sublicense to use or in the case of the Microsoft Corporation AD RMS Client Foxit grants a limited use license, all which is protected by copyright law and other applicable laws. RMS Plug-in Limitations. Organizational users of the Product who use the RMS functionality will be required to pay RMS encryption and decryption fees. Please contact sales@foxit.com for further information.

4. EDUCATIONAL USE. If the Product You have received with this Agreement is an Educational Software Bundle (where the Product is received by virtue of Your participation in a Foxit program designed for educational or research institutions, or is provided by Foxit to You under some other arrangement), You are not entitled to use the Product unless You are an employee or student of such educational institution. Educational Software Products may be used for educational and research purposes only. Commercial and general production use of Educational Software Products are specifically prohibited. The Product is provided under a Single-Use Term License as described above. You may install one copy of the Product on one desktop computer in a designated computer used for educational purposes under Your license agreement. Your Educational license is granted for a period of one year, unless stated otherwise, from when the Product license keys are made available to You. Your Educational license entitles You to email and telephone support for up to two designated employees and product upgrades during the term of Your license. You grant Foxit the right to use material created under such license for marketing and advertising purposes.

5. SUPPORT, MAINTENANCE, AND UPGRADE PROTECTION TERMS AND CONDITIONS.

5.1. Term of Maintenance. Foxit agrees to provide Maintenance (as defined herein) to You pursuant to the terms and conditions set forth herein provided that You pay the Maintenance Fee or Subscription Fee for each Product for which Maintenance is desired and as further described in Section 5.4 below. Maintenance will be provided for a period of one year or as long as a subscription is active and paid-up, unless otherwise agreed to by the parties in writing, from the date of purchase of the Product (the “Initial Support and Maintenance Term”), and with renewals, annually from the expiration date of the prior Support and Maintenance Term. Failure to renew annual maintenance may result in You having to purchase a new license in order to receive future major versions of Product and associated ongoing support and maintenance.

5.1.1. Maintenance Services. In exchange for the Maintenance Fee, Foxit agrees to provide to You during the term of this Agreement support and maintenance (collectively "Maintenance") as follows:

5.1.1.1. Support: Foxit will provide email and telephone support to You for current versions of the Product. Foxit will investigate all of Your questions and problems promptly. You agree to provide adequate information to Foxit to assist in the investigation and to confirm that any problems have been resolved. Foxit does not provide guaranteed response time but will make good faith effort to answer emails and voice mails within twenty-four (24) hours or less during weekdays, excluding holidays.

5.1.1.2. Maintenance: Foxit will supply to You, at no additional charge, any improvements or modifications to the Product that Foxit makes generally available as a minor release such as: 2.1, 2.2, 2.3 etc. Any such improvements or modifications shall become part of the Product for all purposes of this Agreement.

5.1.1.3. You acknowledge and agree that the Maintenance to be provided by Foxit hereunder is limited to the most current major version of the Product and the immediately preceding major version.

5.2 Term of Upgrade Protection. Foxit agrees to provide Upgrade Protection (as defined herein) to You pursuant to the terms and conditions set forth herein provided that You pay the Upgrade Protection Fee for each Product for which Upgrade Protection is desired and as further described in Section 5.2.1 below. Upgrade Protection will be provided for a period of one year, unless otherwise agreed to by the parties in writing, from the date of purchase of the Product (the “Initial Upgrade Protection Term”), and with renewals (as described in Section 5.4), annually from the expiration date of the prior Upgrade Protection Term. Failure to renew annual Upgrade Protection may result in You having to purchase a new license in order to receive future major versions of Product and associated ongoing Upgrade Protection.

5.2.1. Upgrade Protection Services. In exchange for the Upgrade Protection Fee, Foxit agrees to provide to You during the term of this Agreement Upgrade Protection (collectively "Upgrade Protection") as follows:

5.2.1.1. Support: Foxit will provide email and telephone support to You for current versions of the Product. Foxit will investigate all of Your questions and problems promptly. You agree to provide adequate information to Foxit to assist in the investigation and to confirm that any problems have been resolved. Foxit does not provide guaranteed response time but will make good faith effort to answer emails and voice mails within twenty-four (24) hours or less during weekdays, excluding holidays.

5.2.1.2. Maintenance: Foxit will supply to You, at no additional charge, any improvements, upgrade, or modifications to the Product that Foxit makes generally available. Any such improvements, upgrades, or modifications shall become part of the Product for all purposes of this Agreement.

5.2.1.3. You acknowledge and agree that the Upgrade Protection Services to be provided by Foxit hereunder is limited to the most current version of the Product and the immediately preceding version. Foxit will provide the latest update to the most current major version of the Product and the immediately preceding major version on the website’s download page.

5.3. Exclusions. Foxit’s obligation to provide Support is contingent upon proper use of the Product and full compliance with this Agreement. Moreover, Foxit shall be under no obligation to provide Support should such services be required due to (a) failure to operate the Product within the systems requirements provided for the Product (b) any modification or attempted modification of the Product by You or any third party or (C) Your failure or refusal to implement Product changes recommended by Foxit.

5.4. Consideration. In payment of the Support, Maintenance and Upgrade Protection services to be provided by Foxit hereunder, You shall pay Foxit, or its authorized agent, the applicable fee for the Initial Support, Maintenance and Upgrade Protection Term as indicated on the related invoice, receipt, purchase order, or other ordering document ("Support, Maintenance and Upgrade Protection Fee"). At the end of the Initial Support, Maintenance and Upgrade Protection Term, or any subsequent Support, Maintenance and Upgrade Protection Term, You may renew participation in Support, Maintenance and Upgrade Protection services for additional annual term(s) provided You (a) are current on all payments due to Foxit and (b) pay Foxit, or its authorized agent, the applicable renewal fee, which Foxit, or its authorized agent, shall invoice prior to the end of the preceding term, unless terminated by You at least 30 days prior to the expiration of the then current Support, Maintenance and Upgrade Protection Term. Support, Maintenance and Upgrade Protection shall be discontinued for any and all subsequent Support, Maintenance and Upgrade Protection Terms for which You fail to pay Foxit the invoice within ten (10) days after the prior Support, Maintenance and Upgrade Protection expiration date.

5.5. Exceptions. For use of the Product or a Beta Software Product, only the Maintenance Services and Exclusions paragraphs of this section apply. For use of the Product under Educational Use terms, the Maintenance Services and Exclusion paragraphs apply as long as You pay for the maintenance period defined under Your Single-Use Term License.

6. PAYMENT TERMS.

6.1. You accept the “Foxit Refund Policy”, unless explicitly set forth in this Agreement, all fees and other amounts due under this Agreement are non-cancelable and non-refundable. Unless otherwise agreed to by the parties, You shall pay all fees or amounts within 30 days of the date of the invoice. A late fee shall be charged as follows or the highest rate permitted under applicable law: (a) Any payment has been paid after the due date but within 30 days of the due date will incur a 5% penalty. (b) Any payment which has been paid after the due date but after 30 days and no more than 60 days of the due date will incur a 10% penalty. (c) Any payment which has been paid after the due date but after 60 days of the due date will incur a 15% penalty plus an interest rate of 10% APR which is calculated on proportion starting from the due date till the payment is fully paid.

6.2. Subscription License payment terms. You agree Your subscription begins as soon as Your initial payment is processed. Your subscription will automatically renew as follows:

6.2.1. Monthly Subscription with Monthly Payment. Your subscription will automatically renew on your monthly renewal date without notice until you cancel. You authorize Foxit to store Your payment method(s) and to automatically charge Your payment every month plus applicable Taxes (as defined below) until You cancel.

6.2.2. Yearly Subscription with Monthly Payment (requires 12 months commitment). You will be charged the then-current rate for your subscription, plus applicable Taxes, every month of Your annual subscription until You cancel. You authorize Foxit to store Your payment method(s) and to automatically charge Your payment every month plus applicable Taxes until You cancel.

6.2.3. Yearly Subscription with Yearly Payment. You will be charged, in one lump sum, the annual rate stated at the time of purchase, plus applicable Taxes. You authorize Foxit to store Your payment method(s) and to automatically charge Your payment every year plus applicable Taxes until You cancel.

7. TAXES. The fees and all other amounts due as set forth in this Agreement are net amounts to be received by Foxit, exclusive of all taxes, duties, and assessments, including without limitation all sales, withholding, VAT, excise, ad valorem, and use taxes (collectively, the “Taxes”), and are not subject to offset or reduction because of any Taxes incurred by You or otherwise due as a result of this Agreement. You shall be responsible for and shall pay directly, any and all Taxes relating to the performance of this Agreement, provided that this paragraph shall not apply to taxes based solely on Foxit’s income.

8. CONSENT TO USE OF DATA.

8.1. The Product (main application and plug-ins) may contact a Foxit server periodically to check for software updates and vulnerability fixes.

8.2. The Product may collect usage information (including but not limited to: file name, author, created time, document size, document pages) to support the integrity of features and enhance the quality of the Product. We may also collect Your IP address, device information, operation behavior, and sometimes personally identifiable information when it is reasonably needed for providing necessary services to You, or when You consent to providing such information and only to the extent as allowed by the applicable laws. For example, Foxit will collect Your MAC Address to implement the activation function and other related functions.

8.3. You agree that Foxit and its affiliates may collect and use information You provide as a part of any such support services related to the Product. You acknowledge that such use of Your data includes processing and fulfilling Your orders for the Product, improving the Product, and providing information to You about the Product to which You have subscribed or purchased. You acknowledge that Foxit or its affiliates may share Your data with their partners, or suppliers under the applicable laws. You also acknowledge that Foxit or its affiliates may share data that is anonymized and aggregated with third parties. Foxit agrees not to use this information in a form that personally identifies You. Foxit maintains user login information under which Foxit may collect your Foxit product login email only. Collection of this information occurs in accordance with the Foxit Privacy Policy.

9. INTELLECTUAL PROPERTY RIGHTS. Subject to the license grant hereunder, all right, title and interest in and to the Product, the accompanying printed materials, and any copies of the Product are owned by Foxit and its licensors. The structure, organization and source code of the Product are trade secrets and confidential information of Foxit.

10. Trade Sanctions and Export Control Compliance. You agree to comply with all applicable foreign, federal, state and local laws and regulations governing Your use of the Product. Without limiting the foregoing, You will comply with all applicable U.S. and non-U.S. economic sanctions and export control laws and regulations, including but not limited to the economic sanctions regulations implemented under statutory authority and/or Executive Orders and administered by the U.S. and other countries.

And, more...

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