END USER LICENSE AGREEMENT

FOR USE OF:

HOTSPOT™ PRINTING SOFTWARE

© 2010 Ricoh Americas Corporation.  All rights reserved.

IMPORTANT NOTICE:  THIS IS A LEGAL AGREEMENT BETWEEN YOU AND RICOH.  BY DOWNLOADING, INSTALLING, LOADING, COPYING OR USING THE SOFTWARE PRODUCT LISTED ABOVE, YOU ARE CONSENTING TO BE LEGALLY BOUND BY THE TERMS OF THIS AGREEMENT.  THE SOFTWARE MAY INCLUDE ASSOCIATED MEDIA, PRINTED DOCUMENTATION AND “ONLINE” OR ELECTRONIC INFORMATION (COLLECTIVELY, THE “PRODUCT”).  IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU ARE NOT AUTHORIZED TO USE THIS PRODUCT AND SHOULD RETURN IT TO THE COMPANY FROM WHICH YOU OBTAINED IT FOR A REFUND.

1.         Ownership of Product & Intellectual Property.  You acknowledge and agree that the Product uses and contains confidential and proprietary information and technology of Ricoh and/or its licensors and embodies trade secrets and intellectual property of Ricoh and/or its licensors protected under United States copyright and other laws, and by international treaty provisions (collectively referred to as “Ricoh’s Intellectual Property Rights”).  Your rights in the Product and Software are limited to those license rights expressly granted under this License, and Ricoh retains all rights not expressly granted herein.  Without limiting the foregoing, Ricoh and/or its licensors retain all right, title, and interest in and to Ricoh’s Intellectual Property Rights, including but not limited to: (i) all software code (source and object), functionality, technology, system or network architecture and user interfaces and all modifications thereto; (ii) all ideas, trade secrets, inventions, patents, copyrights and other intellectual property rights with respect to the Product;  (iii) all evaluations, comments, ideas and suggestions made by You regarding the Product, even if those are incorporated into subsequent versions, and (iv) any modifications or derivative works developed from Ricoh’s Intellectual Property Rights. You agree to treat, protect and maintain, Ricoh’s Intellectual Property Rights as strictly confidential.  Further, no right, title or interest to any trademarks, service marks or trade names of Ricoh is granted by this Agreement.

2.         License & Scope of Use.   Subject to the terms, conditions and restrictions of this Agreement, Ricoh grants You a limited, non-exclusive, non-transferable, non-sublicensable license for the use of the Product in machine-readable, object code form only (the “License”), and the right to use the Documentation, including the user and/or admin manuals (if any), solely in conjunction with your use of the Product. For the purposes of this License, “use” includes loading or installing the Product on a computer, server, PDA, or a multifunction copier or printer device as the case may be.  Unless terminated as provided herein, the duration of the License is perpetual.  Payment of the applicable License fee, if any, permits the unlimited use of the Product on one single Personal Digital Assistant or handheld mobile device. Unless the Documentation provides to the contrary, this Agreement governs any future releases, revisions, updates or enhancements to the Product.  Ricoh may conduct annual audits at normal business hours and after reasonable notice, to ensure compliance with the scope of this License. Ricoh shall pay for such audit unless the audit reveals any usage outside the scope of this License. In that case, You agree to pay for the audit and the full amount of any additional Licenses as are required.  

3.         Restrictions on Use.  You agree not to modify, alter or create derivative works based upon all or part of the Product, and, to the maximum extent permitted by law, agree not to reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Product. You agree not to use the Product for any purpose other than as provided herein, or to exceed the capacity of any seat, server or similar volume or license usage restrictions.  You agree not to make any copies of the Product whatsoever other than a single copy for disaster recovery or archival purposes.  You shall not sell, copy, loan, rent, transfer, lease, sublicense, assign, distribute, make available for timesharing or otherwise make available for the benefit of third parties (whether for a fee or otherwise) the Product, in whole or in part.  You shall notify your employees and agents who may have access to the Product of the restrictions contained in this Agreement and shall ensure their compliance with these restrictions.

4.         Support & Maintenance. 

This License includes minor updates, bug fixes or maintenance releases for the Product for as long as Ricoh supports the version you have purchased.  New releases, versions or updates classified by the manufacturer as an improved version of the Product are not included and may require the payment of additional fees.  Support for this product is available by contacting generalsolutions@ricoh-usa.com. No live or “1-800” telephone support is offered for this Product.

5.         Limited Warranty.  For the period of ninety (90) days from earlier of the shipment or download date, Ricoh warrants that (i) the Product, when installed on the hardware and/or operating system for which it was designed, will operate in substantial conformance with the Documentation and (ii) the physical media on which the Product is furnished, if any, will be free from defects in materials and workmanship. Third Party Programs (if any) are excluded from this Limited Warranty, and alteration, damage or misuse of the Product, or use of the Product with other software, or with hardware, operating systems or configurations other than that for which it was designed, voids this warranty. If, within this limited warranty period, You report to Ricoh that the Product or media is not performing as described above, Ricoh, at its option will (i) correct the problem, (ii) replace the media or the Product with a copy that substantially conforms to the Documentation or (iii) refund the fee You paid for the Product, if any, but not to exceed the Manufacturer’s Suggested Retail Price.  You agree that the foregoing constitutes Your sole and exclusive remedy for breach of any warranty provided under this Agreement. 

6.         DISCLAIMERS & EXCLUSION OF WARRANTIES.  EXCEPT FOR THE LIMITED WARRANTY PROVIDED HEREIN, You acknowledge that THE PRODUCT IS being PROVIDED “as is”, without ANY warranty of any kind WHATSOEVER, express or implied.  RICOH (iNCLUDING THE “THIRD PARTY BENEFICIARIES” AS DEFINED BELOW) EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES WHATSOEVER INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.  YOU ASSUME RESPONSIBILITY FOR THE SELECTION OF THE PRODUCT TO ACHIEVE YOUR INTENDED RESULTS.  Ricoh does not warrant that THE PRODUCT will meet YouR requirements; THAT IT WILL SUCCESSFULLY PERFORM AS PER THE DOCUMENTATION; that ITS operation will be uninterrupted, BUG FREE, SECURE or error-free, or that all errors OR DEFECTS will be corrected.  SOME STATES DO NOT ALLOW SUCH DISCLAIMING OF WARRANTIES, SO SOME OR ALL OF THE DISCLAIMER ABOVE MAY NOT APPLY TO YOU.

7.         Limitation of Liability AND DAMAGES.  IN NO EVENT SHALL RICOH, ITS AFFILIATES AND SUBSIDIARIES, ITS SUPPLIERS, THE THIRD PARTY BENEFICIARIES, OR ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES OR REPRESENTATIVES (“RICOH PARTIES”) BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOST REVENUE, LOST PROFITS, LOST INFORMATION, LOST OR ALTERED DATA, OR computer failure OR malfunction ARISING DIRECTLY OR INDIRECTLY OUT THIS AGREEMENT OR OUT OF YOUR USE OF OR INABILITY TO USE THE PRODUCT, OR FROM THE BREACH OF ANY REPRESENTATION OR WARRANTY, whether ASSERTED in an action based on contract, negligence, tort, or otherwise AND EVEN IF RICOH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  FURTHER, IN NO EVENT WILL THE RICOH PARTIES BE LIABLE TO YOU FOR ANY CLAIMS OR DAMAGES IN EXCESS OF AMOUNTS PAID BY YOU FOR THE PRODUCT.  SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTIAL OR CONSEQUENTIAL DAMAGES, SO SOME OR ALL OF THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

8.         Termination.   This License shall terminate automatically upon (i) Your use of the Product beyond the scope of the License or for any purpose not authorized herein, or (ii) Your breach of any material term hereof.  On termination, You shall cease use of and destroy all copies of the Product and any related Documentation. The provisions of this Agreement necessary to give it effect, including the duties of confidentiality, indemnification, limitation of liability and right to audit, shall survive termination or expiration of this Agreement.

9.         Indemnification.  You agree to indemnify and defend the Ricoh Parties against all liabilities or damages of any type whatsoever arising from or attributable to Your use of the Product.

10.       Third Party Programs.  This Product may include software programs, code or libraries owned by third parties (“Third Party Programs”).  Your use of all Third Party Programs is subject to the terms of their respective license agreements, and by accepting this EULA, you are also accepting those additional terms and conditions.  Information about the Third Party Programs may be found in the Product “readme” files or other documentation accompanying the Product.  Notwithstanding anything herein to the contrary, all Third Party Programs are furnished by Ricoh WITHOUT SUPPORT, “AS IS” AND WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED.

11.       Contact Information.  You agree to allow Ricoh to store and use Your contact information, including names, phone numbers, and e-mail addresses, anywhere it does business. Such information will be processed and used in connection with our business relationship, and may be provided to contractors, Business Partners, and assignees of Ricoh for uses consistent with their collective business activities, including communicating with You (for example, for processing orders, for promotions, and for market research).

12.       Export Restrictions. You acknowledge that the Product is subject to U.S. export restrictions.  You agree to comply with all applicable laws and regulations that apply to the Product, including without limitation all relevant U.S. Export Administration and Department of Commerce Regulations.

13.       U.S. Government Restricted Rights. If You are licensing the Product or its accompanying documentation on behalf of the U.S. Government, it is classified as "Commercial Computer Software" and "Commercial Computer Software Documentation" developed at private expense, contains confidential information and trade secrets of Ricoh and its licensors, and is subject to "Restricted Rights" as that term is defined in the Federal Acquisition Regulations ("FARs").  The Contractor/Manufacturer is: Ricoh Americas Corporation, 5 Dedrick Place, West Caldwell, New Jersey 07006, Attention: General Counsel.  

14.       Third Party Beneficiaries.  This Product may be made available from or be distributed via the BlackBerry App World (which is a registered trademark of Research In Motion Limited (“RIM”)).  Neither RIM nor any of its associated channel partners or service partners (collectively the “Third Party Beneficiaries”) makes any representation, warranty or endorsement with respect to the Product, nor assumes any liability therefore.  The Third Party Beneficiaries are expressly intended to be third party beneficiaries of this Agreement and of all warranty disclaimers and limitations provided herein.

15.       General Provisions.

a.         Legal Matters.  This Agreement is made under the laws of the State of New Jersey, USA, excluding the choice of law and conflict of law provisions, and may be enforced or disputed only and exclusively in the courts of New Jersey. Should any provision of this Agreement be held to be void, invalid, unenforceable or illegal by a court, the validity and enforceability of the other provisions will not be affected thereby, it being the intent of the Parties that this Agreement shall be enforced to the full extent allowable under applicable law.  Failure of Ricoh to enforce any provision of this Agreement shall not be construed as a waiver of such provision or of the right to enforce such provision.  All of the Ricoh Parties and Ricoh's licensors are direct and intended third-party beneficiaries of this Agreement and may enforce it against You.  To the extent permitted by local law, the parties hereto waive any right they may have to trial by jury.  No claim or litigation may be brought regarding this Agreement or relating to the Product more than two (2) years after the cause of action has arisen.

b.         Modification.  No modification to this License is binding, unless in writing and signed by a duly authorized representative of You and Ricoh, and you acknowledge that independent Ricoh dealers, distributors and resellers have no authority to bind the Company.  It is expressly agreed that the terms of this Agreement shall supersede the terms in any purchase order or other ordering document and no inconsistent terms included in any such purchase order or other ordering document shall apply to the Product.  Any future releases, Update or Upgrades of the Product shall also be subject to this Agreement unless their licenses state to the contrary. 

c.         Assignment.  Neither this Agreement nor the License to use the Product may be assigned, sublicensed or otherwise transferred by You. 

            d.         Equitable Relief.  You acknowledge that the unauthorized disclosure or use of the Product, any related documentation or of Ricoh’s Intellectual Property Rights or breach of your Confidentiality undertaking in violation of this Agreement would cause irreparable injury to Ricoh for which remedies at law would be inadequate.  Accordingly, Ricoh may seek immediate injunctive or other equitable relief in a court of competent jurisdiction in connection with any breach or alleged breach of the provisions of this Agreement. 

            e.         Capacity & Authority to Contract.  You represent that you are of the legal age of majority in your state of residence and, if applicable, you are duly authorized by your employer to enter into this contract.

f.          NFR or Evaluation Licenses.  If the Product is supplied on an NFR (not for resale) or “evaluation” basis, You are granted a limited, non-exclusive license to use a copy of the Product under the terms of this Agreement for a limited period of time only.  Following expiration of that time period, you may purchase the right to use the full version of the Product (if then available) in accordance with the terms of this Agreement.  BY YOUR USE OF THE NFR OR EVALUATION PRODUCT, YOU UNDERSTAND AND AGREE THAT YOUR RIGHT TO USE THE PRODUCT WILL TERMINATE AFTER THE STATED TIME PERIOD AND THEREAFTER, YOU WILL NOT BE ABLE TO CONTINUE USE OF THE PRODUCT UNTIL YOU PURCHASE A FULL VERSION THEREOF.  ALL NFR OR EVALUATION COPIES ARE LICENSED “AS IS” WITH NO WARRANTIES OF ANY TYPE WHATSOEVER, AND NO SUPPORT AND MAINTENANCE.

© 2010 Ricoh Americas Corporation.  All rights reserved.

© 2010 Ricoh Americas Corporation.  All rights reserved.