PacketVideo Network Solutions ... An Alcatel-Lucent Company


	60 Day Evaluation of pvServer

	Thanks for your interest in PacketVideo Network Solutions' pvServer, the world’s leading multimedia delivery system for mobile video and audio services. pvServer is a standards-based, carrier class, wireless audio/video streaming and downloading software that provides the foundation for mobile music and video services launched by companies such as DoCoMo, Orange, Sony, and Singtel. With this 60 day evaluation of pvServer, you will be able to deliver high-quality streaming video / audio to PCs and mobile devices with 3GPP-compliant media player. Note: The license provided with this evaluation is for non-commercial use only and has a duration of 60 days. To register for the pvServer software download, please provide the requested information, accept the terms of the license, and press the Submit button. Register First Name: Last Name: Company: Email: End User License Agreement USE OF PVNS SOFTWARE IS PROVIDED BY PACKET VIDEO NETWORK SOLUTIONS, INC. ONLY UNDER THE TERMS AND CONDITIONS OF THIS LICENSE. BY CLICKING ON “I AGREE”, YOU ACKNOWLEDGE THAT YOU AND YOUR ORGANIZATION HAVE READ AND AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU OR YOUR ORGANIZATION DO NOT AGREE TO THE TERMS OF THIS LICENSE, PLEASE DO NOT CLICK ON “I AGREE”. THIS IS A LEGAL AGREEMENT TO WHICH YOU AND YOUR ORGANIZATION CONSENT TO BE BOUND. The PVNS Software is copyrighted and owned by Packet Video Network Solutions, Inc. (“PVNS”) and is being licensed but not sold to you and/or your organization if and when your are entering into this License for and on behalf of your organization (you and your organization, as applicable, hereinafter referred to as “Licensee”). 1. Software License. Subject to the terms and conditions of this License, PVNS grants Licensee a non-exclusive, non-transferable license, without any right of sub-license, to install and use the PVNS Software listed above (“PVNS Software”), solely on one central processing unit, solely for Licensee’s internal evaluation and internal demonstration purposes, and expressly not for purposes of commercial use, redistribution and deployment that result in a direct commercial benefit to the receiving party. The PVNS Software shall not be used for production purposes without prior written authorization from PVNS. In the event that the PVNS Software is used for production purposes, then Licensee shall pay the full list price for the PVNS Software unless otherwise agreed to by PVNS in writing. 2. Permitted Uses and Restrictions. This License does not allow the PVNS Software to exist on more than one central processing unit at a time. Licensee shall not copy any or all portion of the PVNS Software provided however that Licensee may make one copy of the PVNS Software for back-up purposes only provided that Licensee must reproduce any copyright notices and any other legend of ownership on each copy, or partial copy, of the PVNS Software. The back-up copy must include all copyright information contained on the original. Licensee may not decompile, reverse engineer, disassemble, modify, loan, distribute, rent, lease or create derivative works from the PVNS Software. Licensee agrees to ensure that any of Licensee’s employees or agents who use the PVNS Software do so only for Licensee’s authorized use and comply with the terms of this License. LICENSEE’S RIGHTS UNDER THIS LICENSE WILL TERMINATE AUTOMATICALLY WITHOUT NOTICE FROM PVNS IF LICENSEE FAILS TO COMPLY WITH ANY TERM(S) OF THIS LICENSE. 3. Disclaimer of Warranty on PVNS Software. LICENSEE EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE PVNS SOFTWARE IS AT LICENSEE’S SOLE RISK. THE PVNS SOFTWARE IS PROVIDED “AS IS” AND WITHOUT WARRANTY OF ANY KIND. PVNS EXPRESSLY DISCLAIMS ALL WARRANTIES AND/OR CONDITIONS EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY OR SATISFACTORY QUALITY AND FITNESS FOR A PARTICULAR PURPOSE. PVNS DOES NOT WARRANT THAT THE USE OF THE PVNS SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY DEFECTS WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY PVNS SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. LICENSEE ASSUMES THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO THE LICENSEE. THIS DISCLAIMER DOES NOT LIMIT OR EXCLUDE ANY LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY PVNS’ NEGLIGENCE. 4. Limitation of Liability. THE PVNS SOFTWARE IS BEING PROVIDED GRATUITOUSLY AND, THEREFORE PVNS SHALL NOT BE LIABLE UNDER ANY THEORY FOR ANY DAMAGES SUFFERED BY LICENSEE OR ANY USER OF THE PVNS SOFTWARE. UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL PVNS BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS LICENSE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THIS LIMITATION MAY NOT APPLY TO THE LICENSEE. 5. Proprietary Rights. PVNS retains all rights, title and interest, including without limitation, all patent rights, copyrights, trademarks and trade secrets, in and to the PVNS Software. Licensee hereby assigns (and shall cause its personnel, its contractor(s) or agent(s) as the case may be to assign), to PVNS all rights (including without limitation, moral rights), title and interest in and to any report, feedback or other information concerning the PVNS Software provided by Licensee to PVNS hereunder. Licensee shall have only those rights in or to the PVNS Software expressly granted to Licensee pursuant to this License. 6. Proprietary Information. (a) “Proprietary Information” means all information and material disclosed, if any, by PVNS (“Discloser”) to Licensee (“Recipient”) (whether in writing, or in oral, graphic, electronic or any other form) that is marked as (or provided under circumstances reasonably indicating it is) confidential or proprietary, or if disclosed orally or in other intangible form or in any form that is not so marked, that is identified as confidential at the time of such disclosure. Proprietary Information, includes without limitation, the PVNS Software, the provisions of this License and any trade secrets, know-how, inventions (whether or not patentable), techniques, processes, programs, ideas, algorithms, formulas, schematics, testing procedures, software design and architecture, computer code, internal documentation, design and function specifications, product requirements, problem reports, performance information, software documents, and other technical, business, product, marketing and financial information, plans and data. Licensee acknowledges and agrees that the PVNS Software embodies substantial creative efforts and constitutes and contains valuable trade secrets and confidential information of PVNS. (b) Recipient shall hold all Proprietary Information in strict confidence and shall not disclose any Proprietary Information to any third party, other than to its employees or agents who need to know such information to perform Recipient’s obligations or exercise Recipient’s rights hereunder and who are bound by restrictions regarding disclosure and use of such information comparable to and no less restrictive than those set forth herein. Recipient shall not use any Proprietary Information for the benefit of itself or any third party or for any purpose other than for evaluation purposes and/or the performance of Recipient’s obligations or exercise of Recipient’s rights hereunder. Recipient shall take the same degree of care that it uses to protect its own confidential and proprietary information and materials of similar nature and importance (but in no event less than reasonable care) to protect the confidentiality and avoid the unauthorized use, disclosure, publication or dissemination of the Proprietary Information. (c) Recipient acknowledges and agrees that due to the unique nature of Discloser’s Proprietary Information, there may be no adequate remedy at law to compensate Discloser for the breach of any provision of Sections 1, 2, 5 and 6; that any such breach may result in irreparable harm to Discloser that would be difficult to measure and that upon any such breach or threat thereof, Discloser shall be entitled to seek injunctive and other appropriate equitable relief (without the necessity of proving actual damages), in addition to whatever remedies it may have at law. 7. Term and Termination. a) The initial term of this License is sixty (60) days (“License Term”) unless earlier terminated pursuant to the terms of this Section. In the event of termination, the following sections of this License will survive: 3, 4, 5, 6, 7, 8 and 9. b) Upon the termination of this License, Licensee shall immediately deliver to PVNS or destroy all copies of the PVNS Software and all Proprietary Information, including without limitation, all extracts of the foregoing and all documents, notes and other materials relating to Licensee’s testing and evaluation of the PVNS Software, and shall furnish upon PVNS’s first request an affidavit signed by Licensee and an officer of Licensee’s company certifying that that such delivery or destruction has been fully effected. c) Any termination of this License by shall not act as a waiver of any breach of this Licensee and shall not act as a release from any liability for breach of Licensee’s obligations under this License. PVNS shall be liable to Licensee or Licensee’s organization for damages of any kind solely as a result of terminating this License in accordance with its provisions, and termination of this License by a party shall be without prejudice to any other right or remedy of such party under this License or applicable law. d) PVNS shall be entitled to immediately suspend or terminate this License by written notice to Licensee, if: (i) Licensee commits a material breach of any of its obligations herein and fails to remedy such breach within seven (7) days of receiving written notice of such breach from PVNS; or (ii) Licensee becomes insolvent, bankrupt or is wound up, makes a general assignment or compromise for the benefit of its creditors, suffers or permits the appointment of a receiver, trustee, judicial manager or any such similar officer over any of its business or assets or becomes a subject of any proceeding relating to insolvency or the protection of creditors’ rights and fails to have those proceedings struck out or dismissed within fourteen (14) days of the commencement of those proceedings. The right to terminate this License given by this clause shall be without prejudice to any other right or remedy ofPVNS. 8. No Other Services. No services (maintenance, support, installation or otherwise) or other products are provided herewith. Licensee must enter into a separate agreement with PVNS for the provision of services or other products. 9. General Provisions. a) United States and Canadian Export Controls and Letter of Assurance. Licensee may not access, download, use or export the Proprietary Information (including PVNS Software) in violation of the United States export laws or regulations, or in violation of any other applicable laws or regulations with respect to export or import control. Licensee agrees to comply with all export laws and restrictions and regulations of any United States or foreign agency or authority, and not to directly or indirectly provide or otherwise make available the Proprietary Information and/or the PVNS Software in violation of any such restrictions, laws or regulations, or without all necessary approvals. As applicable, you and/or your organization shall obtain and bear all expenses relating to any necessary licenses and/or exemptions with respect to the use of the Proprietary Information outside the territory of the United States. The Proprietary Information (including the PVNS Software) may not be downloaded or otherwise provided or made available, either directly or indirectly, (a) to any country subject to the United States trade sanctions, to individuals or entities controlled by such countries, or to nationals or residents of such countries other than nationals who are lawfully admitted permanent residents of countries not subject to such sanctions; or (b) to person listed by the United State Treasury Department as “Specially Designated Nationals and Blocked Persons” or by the United States Commerce Department's in its “Table of Denial Orders”. By agreeing to this License, Licensee represents and warrants that Licensee is not (i) located in, under the control of, or a national or resident of any such country or (ii) a person on any such list. b) Governing Law; Jurisdiction; Venue; Attorneys Fees. This Licensee shall be governed by and construed in accordance with the laws of the State of California, without reference to its conflicts of law provisions, and where applicable, with the federal law of the United States. Any dispute arising out of or relating to this License shall be subject to the exclusive jurisdiction of the California state courts in and for San Mateo County, California (or, if there is federal jurisdiction, the United States District Court for the Northern District of California), and the parties irrevocably agree to submit to the personal and exclusive jurisdiction of these courts and that venue therein is proper and convenient. Any judgment or order by any court having proper jurisdiction against Licensee may be enforced in any court having jurisdiction over Licensee or Licensee’s organization or its assets. If any legal action, including, without limitation, an action for injunctive relief, is brought arising out of or relating to this License or the breach hereof, the prevailing party in any final judgment, or the non-dismissing party in the event of a voluntary dismissal by the party instituting the action, shall be entitled to the full amount of all reasonable expenses, including all court costs and actual attorney fees paid or incurred in good faith. c) Severability. If the application of any provision of this License to any particular facts or circumstances shall be held to be invalid or unenforceable by a court of competent jurisdiction, then: (i) the validity and enforceability of such provision as applied to any other particular facts or circumstances and the validity of other provisions of this License shall not in any way be affected or impaired thereby; and (ii) such provision shall be enforced to the maximum extent possible so as to effect the intent of the parties and reformed without further action by the parties to the extent necessary to make such provision valid and enforceable. d) Assignment. This License may not be assigned, in whole or part, whether voluntarily, by operation of law or otherwise, by Licensee without the prior written consent of PVNS. Subject to the preceding sentence, Licensee’s rights and liabilities hereto shall bind and inure to the benefit of Licensee’s respective assignees and successors, and is binding on Licensee and Licensee’s successors and assigns. Any attempted assignment other than in accordance with this Section 9(d) shall be null and void. e) Relationship of the Parties. Nothing contained in this License shall be deemed or construed as creating a joint venture, partnership, agency, employment or fiduciary relationship between Licensee and PVNS. Licensee has no authority of any kind to bind PVNS in any respect whatsoever, and our relationship is, and at all times shall continue to be, that of independent contractors. f) Notices. Any notice, request, demand or other communication required or permitted hereunder shall be in writing, shall reference this License and shall be deemed to be properly given: (i) sent to the respective e-mail address of Licensee or PVNS, as the case may be, set forth in the cover page of this License. g) Waiver. The waiver by either party of a breach of or a default under any provision of this License shall be in writing and shall not be construed as a waiver of any subsequent breach or default under this License, nor shall any delay or omission on the part of either party to exercise or avail itself of any right or remedy that it has or may have hereunder operate as a waiver or any right or remedy. h) Complete Agreement. This License constitutes the entire agreement between Licensee and PVNS with respect to the use of the PVNS Software and supersedes all prior or contemporaneous discussions, proposals, negotiations, conditions, agreements and communications, whether oral or written, between Licensee and PVNS relating to the subject matter of this License and all past courses of dealing or industry custom.. Except as otherwise expressly stated herein, no amendment to or modification of this License will be binding on PVNS unless in writing and signed by PVNS. Licensee warrants that they are a representative of the company. i) REPRESENTATION AND WARRANTY: IF, AS LICENSEE, YOU AGREEING TO THIS LICENSE FOR AND ON BEHALF OF YOUR ORGANIZATION, YOU HEREBY REPRESENT AND WARRANT THAT YOU HAVE ALL REQUISITE CORPORATE POWER TO ENTER INTO THIS LICENSE FOR AND ON BEHALF OF YOUR ORGANIZATION AND THAT YOUR ORGANIZATION AS LICENSEE HAS THE POWER TO PERFORM ITS OBLIGATIONS UNDER THIS LICENSE. I accept Terms of Use. Privacy Guarantee: pvNS will not sell, rent, or give away your email address. The personal information provided may only be used for pvNS to contact you regarding this request for downloading this trial version of software. Below are the recommended system requirements for the evaluation system that would be capable of encoding and streaming to a client PC or 3GPP compliant mobile device. System Requirements pvServer 5.0.1 Processor: Intel Dual P4 or Xeon Processors, 1Ghz minimum 2GB RAM At least 36 GB of disk storage Dual GB Ethernet ports RedHat Enterprise Linux 3 (AS or ES), Update 6 or Red Hat Enterprise Linux 4 (AS or ES), Update 4

60 Day Evaluation of pvServer