END-USER LICENSE AGREEMENT (EULA)
End-User License Agreement for rf IDEAS™ software and hardware,
including, but not limited to pcProx®, pcProxPlus®, pcSwipe®, WAVE
ID®, Configuration Utility, Proximity Activated Readers, Software
Developer's Kit (“SDK”), and Proximity Reader DLLs, Remote Reader
Management (RRM) Tools, Mobile Application Source Code and
associated SDKs, and Protocol(s) (each referenced herein as a
“Product”).
This End-User License Agreement (“EULA”) is a legal agreement
between you (either an individual or single entity, hereinafter “You”)
and RF IDeas, Inc. (“rf IDEAS”) with which you acquired the rf IDEAS
Product. The Product includes, but is not limited to computer software,
firmware, the associated media, any printed materials, any support
tools, and any “online” or electronic documentation.
By (i) clicking accept or acknowledging this EULA or (ii) installing,
copying, downloading, or otherwise using the Product, you agree to be
bound to the terms of this EULA. If you do not agree to the terms of
this EULA, rf IDEAS is unwilling to license the Product to you. In such
event, you may not use or copy the Product, and you should promptly
contact the vendor you obtained this Product from for instructions on
the return of the unused Product.
The Product is protected by copyright laws and international copyright
treaties, as well as other intellectual property laws and treaties. Any
software included with the Product is licensed, not sold.
1. GRANT OF LICENSE.
This EULA grants you the following rights:
1.1. General License Grant. Subject to and conditioned upon your
strict compliance with all terms and conditions set forth in this
EULA, rf IDEAS grants to you as an individual or single entity,
a nonexclusive license to make and use copies of the Product
for the sole purposes of designing, developing, and testing the
software application products developed by you using the
Product (“Licensed Product(s)”). Notwithstanding anything in
the foregoing, you may install copies of the Product on an
unlimited number of computers provided only you or
authorized individuals within your entity use the Product. Any 
Product licensed to a single entity shall only be shared with
individuals employed by that entity on a need-to-know basis.

1.2.Software. You may install and use one (1) copy of the software
within the Product on the machine used for the Licensed
Products.
1.3. Network Services. If the Product includes functionality that
enables Licensed Products to act as a network server, any
number of computers or workstations may access or otherwise
utilize the basic network services of that server. The basic
network services are more fully described in the printed
materials accompanying the Product.

1.4.Storage/Network Use. You may store or install a copy of the
underlying software of the Product on a computer to allow
your other computers to use the Product over an internal
network and distribute the Product to your other computers
over an internal network. A single license for the Product may
not be shared or used concurrently by other end users.


1.5. Documentation. This EULA grants you, a nonexclusive,
terminable, non-transferable (except in accordance with this
EULA) and non-sublicensable, limited license to make and use
an unlimited number of copies of any documentation, provided
that such copies shall be used only for purposes in accordance
with this EULA and are not to be republished or distributed
(either in hard copy or electronic form) beyond the user's
premises and with the following exception: you may use
documentation identified in the underlying software as the file
format specification for rf IDEAS' proximity readers solely in
connection with your development of software product(s) or an
integrated work or product suite whose components include
one or more general purpose software products.

1.6. Example Code and Dynamic Link Libraries. rf IDEAS grants you
the right to use and modify the source code version of those
portions of the underlying software identified as “examples” in
the software (“Example Code”), as well as the Dynamic Link
Libraries (“DLL”) for the sole purposes of designing,
developing, and testing your software product(s), and to
reproduce and distribute the DLL and Example Code, along 
with any modifications of the Example Code, only in object
code form.


2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS

2.1. Limitations on Reverse Engineering, Decompilation and
Disassembly. You may not reverse engineer, decompile, or
disassemble the Product, except and only to the extent such
activity is expressly permitted by applicable law
notwithstanding this limitation. You may not reproduce or
otherwise emulate, in whole or in part, any form of the
protocol(s) defined within the Product for use without or
outside of a Product. Except where otherwise provided in this
EULA or explicitly provided for by rf IDEAS in writing, you may
not (i) modify, adapt or create derivative works of the Product;
(ii) make the functionality of the Product available to third
parties, whether as an application or service provider, or on a
rental, service bureau, cloud service, hosted service, or other
similar basis; (iii) use any Product that is licensed for a specific
device, whether physical or virtual, with another device; or (iv)
remove, modify, or conceal any product identification,
copyright, proprietary, intellectual property notices or other
marks on or within the Product.

3. REDISTRIBUTABLE CODE

3.1. If you are authorized and choose to redistribute Example Code
and DLL (“Redistributables”), you agree to (i) distribute the
Redistributables in object code only, in conjunction with, and
as part of a software application product developed by you
using the Product accompanying this EULA that adds
significant and primary functionality to the Licensed Product;
(ii) not use rf IDEAS’ name, logo, or trademarks to market the
Licensed Product without the express written permission of rf
IDEAS; and (iii) include a valid copyright notice on the
Licensed Product.

3.2. You also agree not to permit further distribution of the
Redistributables by your end users except: (i) you may permit
further redistribution of the Redistributables by your
distributors to your end-user customers if your distributors
agree to only distribute the Redistributables in conjunction 
with, and as part of, the Licensed Product and you and your
distributors comply with all other terms of this EULA; and (ii)
in the manner described in Section 1.6.

4. SEPARATION OF COMPONENTS.
The Product is licensed as a single product. Its component parts
may not be separated for use on more than one computer.

5. SOFTWARE TRANSFER.
You may permanently transfer all of your rights under this EULA
only as part of a sale or transfer of the device used for the
Licensed Product, provided you retain no copies, you transfer all of
the Product (including all component parts, the media and printed
materials, any upgrades, this EULA, and, if applicable, the
Certificate(s) of Authenticity), and the recipient agrees to the
terms of this EULA. If the Product is an upgrade, any transfer must
include all prior versions of the Product.

6. TERM AND TERMINATION.

6.1. The grant of license described in Section 1 above will continue
to apply, subject to the terms of this EULA, until terminated by
either your or rf IDEAS as set forth below.

6.2. If you want to terminate this EULA, you may do so by ceasing
your use of the Product and any relevant developer
credentials.


6.3. rf IDEAS may, at any time, terminate this EULA if: (i) you
have breached any provision of this EULA; (ii) rf IDEAS is
required to do so by law; (iii) rf IDEAS decides to no longer
provide the Product or certain parts of the Product to users in
the country in which you are a resident or from which you use
the service, or the provision of the Product, or certain Product
services to you by rf IDEAS, or if in the sole discretion of rf
IDEAS, is no longer commercially viable; or (iv) in its sole
discretion and at its convenience, without cause, rf IDEAS
decides to terminate this EULA.

6.4. When the license comes to an end, you must destroy all copies
of the underlying software and all of its component parts. 

6.5.All of the legal rights, obligations and liabilities that you and rf
IDEAS have benefited from, been subject to (or which have
accrued over time whilst the license has been in force) or
which are expressed to continue indefinitely, shall be
unaffected by this cessation, and the provisions of Section 15
shall continue to apply to such rights, obligations and liabilities
indefinitely.

7. UPGRADES.
If the Product contains an upgrade of the underlying software, you
may use that upgraded Product only in accordance with this EULA.
If the Product is an upgrade of a component of a package of
software programs which you licensed as a single product, the
Product may be used and transferred only as part of that single
product package and may not be separated for use on more than
one computer or device.

8. OEM COPYRIGHT.
All title and copyright in and to the Product (including, but not
limited to, any images, photographs, animations video, audio,
music, text, and “applets,” incorporated into the Product), the
accompanying printed materials, and any copies of the underlying
software, are owned by rf IDEAS or its suppliers. The Product and
underlying software are protected by copyright laws and
international treaty provisions.

9. OWNERSHIP.
rf IDEAS or its licensors retains ownership of all intellectual
property rights in and to the Product and underlying software,
including copies, improvements, enhancements, derivative works
and modifications hereof, whether created by rf IDEAS or you.
Your rights to use the Product and underlying software are limited
to those expressly granted by this EULA. No other rights with
respect to the Product or underlying software or any related
intellectual property rights are granted or implied.

10. LIMITED WARRANTY
THE PRODUCT IS PROVIDED TO YOU “AS IS” AND WITH ALL
FAULTS AND DEFECTS WTIHOUT WARRANTY OF ANY KIND. TO
THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, RF
IDEAS, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES 
AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE
PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER
EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT
TO THE PRODUCT, INCLUDING ALL IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE
AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE
OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE
OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING,
RF IDEAS PROVIDES NO WARRANTY OR UNDERTAKING, AND
MAKES NO REPRESENTATION OF ANY KIND THAT THE LICENSED
PRODUCT AND UNDERLYING SOFTWARE WILL MEET YOUR
REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE
COMPATIBLE OR WORK WITH ANY OTHER SOFTWARE,
APPLICATIONS, SYSTEMS OR SERVICES, OPERATE WITHOUT
INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY
STANDARDS OR BE ERROR FREE OR THAT ANY ERRORS OR
DEFECTS CAN OR WILL BE CORRECTED.

11. INDEMNIFICATION

11.1. You agree to indemnify, defend and hold harmless rf
IDEAS from and against any losses incurred by rf IDEAS in
connection with any action by a third party arising out of or
relating to your or your employees’, agents’, affiliates or
representatives’:

11.1.1. Breach of any representation, warranty,
covenant or other term or condition of this EULA;

11.1.2. Handling, storage, installation, operation, service
or use of any Product;

11.1.3. Design, manufacture, modification, combination
or installation of Product or underlying software
not directed by rf IDEAS, including any
application you develop on the Product that
infringes any copyright, trademark, trade secret,
trade dress, patent, or other intellectual property
right of any person or defames any person or
violates their rights of publicity or privacy;
 
11.1.4. Negligent acts or omissions related to your use of
the Product;

11.1.5. Violation of law; or

11.1.6. Other breach of this EULA or any third-party
rights.

12. EXCLUSION OF REMEDIES
RF IDEAS AND ITS AFFILIATES SHALL NOT BE LIABLE TO YOU OR
ANY THIRD PARTY FOR ANY SPECIAL, CONSEQUENTIAL,
INCIDENTAL, PUNITIVE, EXEMPLARY, OR OTHER INDIRECT
DAMAGES OR LOSSES, INCLUDING BUT NOT LIMITED TO LOSS OF
PROFIT, INTERRUPTED OR LOSS OF BUSINESS, LOSS OF
GOODWILL, LOSS OF USE, OR LOSS OF DATA OR INFORMATION
OF ANY KIND, HOWEVER CAUSED, OR FAILURE OF ANY
DELIVERABLE PROVIDED HEREUNDER TO PERFORM IN
ACCORDANCE WITH THE APPLICABLE SPECIFICATION, WHETHER
OR NOT THE POSSIBLITY OF SUCH DAMAGES WAS DISCLOSED TO
RF IDEAS OR COULD HAVE BEEN REASONABLY FORESEEEN BY RF
IDEAS. IN STATES AND JURISDICTIONS IN WHICH LIMITATIONS
OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES
ARE PROHIBITED, SUCH LIMITATIONS SHALL APPLY TO THE
FULLEST EXTENT PERMITTED.

13. LIMITATION OF LIABILITY
ALL LIABILITY OF RF IDEAS, ITS PARENT, SUBSIDIARIES,
AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS,
SUPPLIERS, AND LICENSORS COLLECTIVELY, TO YOU, IF ANY,
WHETHER BASED IN WARRANTY, CONTRACT, TORT (INCLUDING
NEGLIGENCE), OR OTHERWISE, SHALL BE LIMITED TO DIRECT
DAMAGES AND SHALL NOT EXCEED THE LESSER OF (I) AMOUNT
WHICH HAS BEEN PAID BY YOU TO RF IDEAS OR ANY
AUTHORIZED SOURCE PURSUANT TO THE RELEVANT PURCHASE
ORDER OR (II) TWENTY THOUSAND DOLLARS ($20,000). NO
ACTION ARISING OUT OF THIS EULA, REGARDLESS OF THE FORM
OF ACTION, MAY BE BROUGHT BY YOU OR ANY THIRD PARTY
MORE THAN TWO (2) YEARS AFTER THE PRODUCT IS FIRST
RECEIVED BY YOU. NOTHING IN THIS EULA LIMITS OR EXCLUDES
ANY LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER
APPLICABLE LAW.
 
14.BASIS OF THE BARGAIN.
The Limited Warranty, Exclusion of Remedies and Limitation of
Liability set forth above are fundamental elements of the basis of
the EULA between rf IDEAS and you. rf IDEAS would not be able to
provide the Product on an economic basis without such limitations.
Such Limited Warranty, Exclusion of Remedies, and Limitation of
Liability inure to the benefit of the licensors and resellers of rf
IDEAS.

15. GENERAL LEGAL TERMS.

15.1. This EULA constitutes the whole legal agreement
between you and rf IDEAS and governs your use of the
Product (excluding any services which rf IDEAS may provide to
you under a separate written agreement or any confidentiality
agreements), and completely replaces any prior agreements
between you and rf IDEAS in relation to the Product.

15.2. You agree that if rf IDEAS does not exercise or enforce
any legal right or remedy contained in this EULA (or which rf
IDEAS has the benefit of under any applicable law), this will
not be taken to be a formal waiver of rf IDEAS’ right and that
those rights and remedies will still be available to rf IDEAS.

15.3. If any court of law, having the jurisdiction to decide on
this matter, rules that any provision of the EULA is invalid,
then that provision will be removed from the EULA without
affecting the rest of the EULA. The remaining provisions of the
EULA will continue to be valid and enforceable.

15.4. You acknowledge and agree that each member of the
group of companies of which rf IDEAS is the parent shall be
third party beneficiaries to this EULA and that such other
companies shall be entitled to enforce, and rely upon, any
provision of this EULA that confers a benefit on (or rights in
favor of) them. Other than this, no other person or company
shall be a third-party beneficiary to the EULA.

15.5. This EULA, and your relationship with rf IDEAS under
this EULA, shall be governed by the laws of the State of
Delaware without regard to its conflict of law’s provisions. You
and rf IDEAS agree to submit to the exclusive jurisdiction of 
the courts located within the County of Cook, Illinois to resolve
any legal matter arising from the EULA. Notwithstanding the
foregoing, you agree that rf IDEAS shall still be allowed to
injunctive relief (or other forms of equitable relief) in any
jurisdiction.
Copyright by rf IDEAS 1997-2026. All rights reserved.
Reproduction or distribution of this document in whole or in part in
any form is prohibited without express written permission from rf
IDEAS.
All rf IDEAS products are trademarks of rf IDEAS. All other product
names or names are trademarks or registered trademarks of their
respective holders. 
