PDF-XChange Viewer SDK
PDF-XChange Viewer SDK
PRINTED BELOW IN ITS ENTIRETY IS THE LICENSE AGREEMENT GOVERNING YOUR USE AND DISTRIBUTION OF THE SOFTWARE, PLEASE READ THE
LICENSE AGREEMENT CAREFULLY AND COMPLETE ONLY IF YOU FULLY UNDERSTAND AND INTEND TO COMPLY WITH IT.
IMPORTANT
TRACKER SOFTWARE PRODUCTS (Canada) LTD. IS WILLING TO LICENSE THE ENCLOSED SOFTWARE TO YOU ONLY UPON THE CONDITION THAT YOU
ACCEPT ALL OF THE TERMS CONTAINED IN THE LICENSE AGREEMENT PRINTED BELOW. PLEASE READ THE TERMS CAREFULLY BEFORE OPENING THE
PACKAGE CONTAINING THE DISKETTE(S)/CD-R(S), Electronic File OR CLICKING THE ACCEPT BUTTON DURING INSTALLATION, AS SUCH CONDUCT
INDICATES YOUR ACCEPTANCE TO ALL OF THE TERMS OF THIS LICENSE AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS, TRACKER SOFTWARE
PRODUCTS LTD IS UNWILLING TO LICENSE THE SOFTWARE TO YOU, IN WHICH CASE YOU MUST IMMEDIATELY RETURN THE PACKAGE AND ALL
ACCOMPANYING MATERIAL TO TRACKER SOFTWARE PRODUCTS LTD. OR YOUR AUTHORIZED DEALER FOR A FULL REFUND.
This License Agreement ("Agreement") is a legal agreement between TRACKER Software Products (Canada) Ltd, (TRACKER), a Company registered in
Canada, principally located at P.O. Box 79, 9622 Chemainus Road, Chemainus, BC. V0R 1K0. Canada, and you, the Developer ("Licensee"), and is effective
the date Licensee opens the package containing the diskette(s)/CD-R(s), electronic delivery file or otherwise uses the enclosed software product.
This Agreement covers all materials associated with Tracker’s PDFX Viewer SDK developer’s toolkit products (also known as the PDF-XChange Viewer
SDK), both ‘Simple DLL’ and ‘ActiveX’ based options - including the enclosed software product ("Software"). For the Purposes of this agreement and to
avoid omission the descriptive terms ‘PDFX’ and ‘PDF-XChange’ shall be interchangeable and non-exclusive.
No rights to distribute, Access via API, sell or include any complete or ready to use ‘End User’
application created by Tracker Software Products is included as part of this agreement.
1. GRANT OF DEVELOPMENT LICENSE
TRACKER grants Licensee a non-exclusive, transferable subject to the written consent of Tracker (such consent not be unreasonably withheld),
worldwide license for one (1) programmer to install the Software on a single personal computer and use the Software and one copy of the associated
user documentation contained in the accompanying user manual, "online" help and Acrobat files ("Documentation") in the development of End User
software application’s as contemplated in section 2 below (herein, the "Application Software"). If licensee also requires the software to be installed on
other equipment solely for the purpose of allowing separate modules of its own software in source code form to be compiled into an executable form
(e.g. ‘ .DLL’ and ‘.EXE’ libraries/executables etc) this shall also be allowed. If additional programming seats are required to modify source directly
affecting the provided functionality in the licensed toolkit, Licensee should contact TRACKER for discounted license pricing. The license granted
hereunder applies only to the designated version of the enclosed Software. If the Software is an upgrade or cross grade, it, and the product that was
upgraded/cross graded constitute a single copy of the Software for purposes hereof and the new version and product that was upgraded/cross graded
cannot be used by two people at the same time.
This product is intended to allow the developing licensee to incorporate the ability to Create, View, Print or Modify PDF files within the Licensee’s
own end user software applications where the PDF functionality incorporated is just one of many features offered – rather than the primary or a
significant proportion of the applications overall functionality in the overall set of features of the software application offered.
The license rights hereunder do not apply to development and deployment of software products such as specialist PDF Viewers or Editors, Printer
Drivers, ActiveX controls, plug-ins, authoring tools, development toolkits, compilers, operating systems and also software products where a primary
or significant proportion of the applications overall functionality is to generate, view or modify ‘PDF’ format files (as defined by ISO Standards body)
and other file formats from 3rd party software applications not developed by the licensee, indirectly or otherwise, - such as Microsoft’s ‘Office’ suite
and component applications other than for the purpose of creating and/or then storing such files within a structured application for the archival and
management of documents, that is developed by the licensee and any other software not falling within the definition of an end user application.
Further, Licensee may not, under any circumstances, create a competing software application to Trackers own “PDFX Viewer”, PDF-XChange “Editor”
or any of Tracker’s PDF-XChange and PDF-Tools range of applications for End users without first requesting Tracker to specifically agreeing to the
creation and distribution of such a product.
If Licensee wishes to develop a product outside the scope of this license or is in any doubt as to the desired use, Licensee should contact TRACKER’S
Sales department to see if a special license is available.
When calculating your distribution of licenses; each end user having access to use of Licensees application incorporating this software must be accounted
for individually or where installed on a server, Tracker and Licensee must first agree a specified CDLP usage average for each Server – if Licensee’s application
allows a specified number end users limit to usage, based on the ‘Concurrent’ users access model – each concurrent user license shall count as 3 CDLP usage
licenses and must be accounted for accordingly in all reports submitted.
The following Tracker developer kits had previously included limited distribution rights to the software for an initial specified number of Client Desktop
License Packs (CDLP’s) as detailed below, this is an indication only and the actual specified and agreed number of licenses may be different and is
detailed and accepted by the parties when signed on the final page of this document.
PDFX Viewer Base SDK Pack – Initial max distribution included: 25,000 Single user Licenses
PDFX Viewer SDK extended License packs (CDLP’s) are available for a variety of volume requirements and on a Royalty Free basis – please see our web
site or contact [email protected] for more detailed information.
No duplication or distribution rights are granted hereunder with respect to the Royalty Bearing Versions to enable live use and distribution of your
application(s) using this software until Tracker have received from you, a copy of this agreement with each page initialled and the last page signed
acknowledging your understanding and acceptance of all the terms of this agreement, only then will you receive your license unlock codes enabling use
other than for evaluation purposes.
Licensee agrees to account once per year on request by TRACKER for all applications sold or distributed by Licensee or its subsidiaries incorporating the
software since its first inclusion in the products of the Licensee and within 28 days of such request having been received from Tracker to the Licensee’s
contact information as provided (either by post or email). In the event the licensee does not respond, has exceeded the limits detailed within this
agreement or any dispute regarding license volumes & payment, Tracker Software Products Ltd may appoint a qualified Auditor to authenticate the
records of the Licensee to establish the validity and the Licensee agrees to make all records available pertaining to the Licensee’s accounting and other
related information, without exception, on written request within 7 days of receipt of such a request during normal working hours, all parties shall sign a
confidentiality agreement protecting the legitimate rights of all participants. In the event that such an audit reveals any material inaccuracy in the
reporting of the licensee sales and royalty liabilities to TRACKER - Licensee shall:
Make full payment to TRACKER of all outstanding royalty liabilities within 30 days of receipt of a proven breach and subsequent payment
demand.
Pay in full all fees and associated costs of the audit howsoever arising in the event of a significant and wilful breach of this agreement.
In the event of a proven breach of this agreement Licensee shall within 14 days of days of being notified immediately cease all sales of all
products containing Tracker Software Products Ltd.’s Toolkits or intellectual property until guarantees of the future reliability of the
Licensee’s reporting to the satisfaction of Tracker Software Products Ltd are provided.
These remedies shall not restrict or limit such other avenues for compensation or damages as may be allowed by the laws of Canada – but
set forth the minimum remedy that Tracker Software Products shall be entitled to, without delay, further negotiation or legal recourse.
5. OTHER RESTRICTIONS
The licenses granted under this Agreement are expressly conditioned upon Licensee’s compliance with all the terms and conditions of this Agreement.
Licensee may not use, copy, rent, lease, sell, sublicense, assign or otherwise transfer the Software except as expressly provided for in this Agreement.
Licensee may make a reasonable number of archival copies of the Software. Except for the Redistributables, Licensee shall not distribute any files
contained in the Software, including without limitation, .EXE, .DLL, .CLW, .INC, .TPL, .CHM, .DRV, .LIB, .H, .MAK, .DEF, .TXT, .PDF or .HLP files. Licensee
shall not reproduce, copy or transfer any Documentation, except Licensee may use the sample source code examples contained in the Documentation
for the purpose of developing the Application Software. Upon TRACKER’S request, Licensee agrees to send TRACKER one demonstration copy of the
Application Software for evaluation and assessment. Any distributor or reseller of Application Software appointed by Licensee must be subject to a
binding agreement that includes provisions no less protective of TRACKER’S intellectual property rights in the Software as it is protective of Licensee’s
rights in its own software. Licensee acknowledges that the Software, in source code form, remains a confidential trade secret of TRACKER and/or its
suppliers and therefore Licensee agrees that it shall not modify, decompile, disassemble or reverse engineer the Software or attempt to do so except as
permitted by applicable legislation. Licensee agrees to refrain from disclosing the Software (and to take reasonable measures with its employees to
ensure they do not disclose the Software) to any person, firm or entity except as expressly permitted herein. Specifically, Licensee will not disclose or
publish any license or unlock codes or instruction sets provided by TRACKER relating to the Software. If Licensee wishes to use the Software in a
manner specifically or generally prohibited by this Agreement, Licensee should contact TRACKER’S OEM department to determine whether a special
license may be required/obtained.
1: The functionality provided by the PDFX Viewer SDK will cease on expiry of the evaluation period.
2: The evaluation period is no longer than 90 days – otherwise it must count towards the overall limited redistribution rights provided by the clients
purchased license and may not be provided under the umbrella of this evaluation concession.
3: In the event that the Licensee allows some functionality of their application to continue after the evaluation period expires – this will not include the
PDFX Viewer SDK functions - otherwise it must count towards the overall limited redistribution rights provided by the clients purchased license and may
not be provided under the umbrella of this evaluation concession.
If the Licensee is unable to ensure the above limited use restrictions are adhered to – Licensee may not incorporate the PDFX Viewer SDK
functionality in evaluation versions of their software applications – without accounting for each installation towards the total license count, allowed
under the terms of this license.
8. EXPORT LAW
Licensee acknowledges and agrees that the Software and Application Software may be subject to restrictions and controls imposed by the United States
Export Administration Act, as amended (the "ACT"), and the regulations there under. Licensee agrees and certifies that neither the Software nor any
direct product thereof (e.g. the Application Software) is being or will be acquired, shipped, transferred or re-exported, directly or indirectly, into any
country prohibited by the ACT and the regulations there under or will be used for any purpose prohibited by the same. Licensee acknowledges that the
Software may include "technical data" subject to export and re-export restrictions imposed by U.S. law. Licensee bears all responsibility for export law
compliance and will indemnify TRACKER against all claims based on Licensee’s exporting of the Application Software.
9. TERM
The license granted hereby is effective until terminated. Licensee may terminate the license by returning the Software and Documentation to TRACKER,
without refund, and destroying all copies thereof in any form. TRACKER may terminate the licenses if Licensee fails to comply with any term or
condition of this Agreement or any corresponding duplication and distribution agreement for Printer Driver Products. Upon such termination, Licensee
shall cease using the Software and cease using or distributing the Application Software containing the Redistributables. All restrictions prohibiting
Licensee’s use of the Software and intellectual property provisions relating to Software running to the benefit of TRACKER will survive termination of
the license pursuant hereto. Termination will not affect properly granted end user licenses of the Application Software distributed by Licensee prior to
termination, subject to the conditions further detailed in Clause15 below, titled: LICENSE EXPIRY
16. GENERAL
This Agreement shall be interpreted, construed, and enforced according to the laws of Canada. In the event of any action under this Agreement, the
parties agree that courts located in Canada will have exclusive jurisdiction and that a suit may only be brought in Canada, and Licensee submits itself for
the jurisdiction and venue of the courts located in Canada. This Agreement constitutes the entire agreement and understanding of the parties and may
be modified only in writing signed by both parties. No officer, salesman, or agent has any authority to obligate TRACKER by any terms, stipulations or
conditions not expressed in the Agreement. All previous representations and agreements, if any, either verbal or written, referring to the subject
matter of this Agreement are void. If any portion of this Agreement is determined to be legally invalid or unenforceable, such portion will be severed
from this Agreement and the remainder of the Agreement will continue to be fully enforceable and valid. This Agreement, and the rights hereunder,
may not be assigned by Licensee, whether by oral or written assignment, sale of assets, merger, consolidation or otherwise, without the express written
consent of TRACKER. Licensee agrees to be responsible for any and all losses or damages arising out of or incurred in connection with the Application
Software. Licensee agrees to defend, indemnify and hold TRACKER harmless from any such loss or damage, including attorney’s fees, arising from the
use, operation or performance of the Application Software or Licensee’s breach of any terms of this Agreement. Licensee shall be responsible for
paying all state and federal use, sales or value added taxes, duties or governmental charges, whether presently in force or which come into force in the
future, related to the distribution and sale of the Application Software and will indemnify TRACKER against any claim made against TRACKER relating to
any such taxes or assessments.
COPYRIGHT: THIS SOFTWARE AND ALL ACCOMPANYING DOCUMENTATION ARE COPYRIGHTED AND TRACKER RESERVES
ALL RIGHTS. THE ACCOMPANYING EULA (END USER LICENSE AGREEMENT) SPECIFIES THE TERMS AND CONDITIONS
GOVERNING USE OF THIS PRODUCT.
Tracker Software Products (Canada) Ltd is a wholly owned subsidiary of PDF-XChange Co Ltd. Registered in England. Registration No:
11091579
Copyright © 2001-2021 Tracker Software Products (Canada) Ltd; P.O. Box 79, 9622 Chemainus Rd. BC. V0R 1K0. Canada.
www.tracker-software.com email: [email protected]
This agreement allows the Licensee to utilise and distribute the PDFX Viewer SDK subject to the terms and conditions detailed above to the max
number Client Distribution License Packs (CDLP’s) specified (see below for CDLP’s provided), each client desktop installed to, shall count as 1 CDLP
having been used, after which, additional CDLP License packs will be required to continue use and distribution of any application created/distributed
that contains the PDFX Viewer SDK functionality.
Please provide your Purchase Receipt/Inv # detailing payment (to allow us to expedite validation of your entitlement):
Accepted for and on Behalf of Licensor Accepted for and on Behalf of Licensee
Name____________________________________________ Name___________________________________________
Position___________________________________________ Position_________________________________________
P.O. Box 79, 9622 Chemainus Road, Chemainus, BC. V0R 1K0. Canada Address_________________________________________
________________________________________________
Date_____________________________________________ Date____________________________________________
*Please ensure you provide us with contact info that is robust and durable – particularly your email address, as this will be our primary means of
advising you of updates and changes to your license and your license codes – using email addresses provided by FREE providers such as Hotmail and
Yahoo is not recommended and we may even reject such use in the interests of serving you better.
The License becomes effective and valid as soon as the agreed license fee is paid and this document is duly completed and signed by both parties.
Please return once duly signed and completed to Tracker Software Products limited by facsimile, email as an attachment or by mail for completion by
Tracker. Fax: 001-250-324-1623 or [email protected]