Terms and Conditions of Service
(as of June 11, 2020)
Read the following terms and conditions carefully before downloading, installing or using this Software (defined below). Installing and using the Software indicates your acceptance of these terms and conditions. If you do not agree with such terms and conditions, uninstall this application. This Software is available only to individuals aged 18 years or older.
This End User License Agreement (“License” or “License Agreement”) is a legal agreement between Eastman Kodak Company (“Kodak”) and you and applies to your use of this Prinergy Cloud software, such as the Prinergy Virtual Desktop, KODAK Prinergy, KODAK Preps, KODAK Pandora and Kodak Colorflow software and all related documentation that accompanies this application (“Software”).
Kodak’s licensors refers to any third parties licensing all or any portion of such Software to Kodak. This License is specifically intended for the benefit of Kodak and any Kodak licensors.
1. Grant of License. So long as you are in compliance with this License Agreement, Kodak grants a non-exclusive license to use the Software subject to the restrictions set forth below. No rights to the use of any Kodak, or its licensors’, names, logos or trademarks are conveyed by this License. This License Agreement is not for the sale of Software or any other intellectual property. All right, title and interest, and all intellectual property rights in and to the Software is owned by Kodak or its licensors. Except as expressly stated herein, no other rights are granted to you by implication, estoppel, or otherwise, under any patent, copyright, trade secret, trademark, or other intellectual property right.
2. Restrictions on Use. You may use the Software only from your personal or company electronic device (e.g. computer, mobile phone, etc.). You may not further redistribute, sublicense, rent, loan or lease the Software to a third party.
3. Microsoft EULA. If you are using the Microsoft Remote Desktop software to access your Prinergy Virtual Desktop hosted by Kodak, you agree to be bound by the terms of the Microsoft End User License Agreement.
4. Copyright. The Software is owned by Kodak, its licensors or its suppliers are protected by copyright laws and international treaties. You may not copy the Software other than as expressly provided in this License. You may not reverse engineer, decompile, disassemble or otherwise attempt to derive the source code for the Software, or use any part of the Software for any use other than that for which it was supplied by Kodak, unless specifically authorized by Kodak. You may not modify, adapt, alter, translate, or create derivative works from the Software.
5. Term. This License is effective until terminated. You may terminate this License at any time by ceasing to use the Software. This License will also automatically terminate if you fail to comply with any term or condition of this License. You agree that Kodak also may, at its sole discretion, temporarily or permanently terminate the License without prior notice to you. Upon termination, for any reason, you shall cease using the Software.
6. Compliance with Laws and Terms. You agree to comply with all applicable laws in connection with the use of the Software and Services. The form and content of pictures, text or other material that you transmit or create products from is governed by applicable laws (such as, those prohibiting child abuse, child pornography, copyright infringement, or invasion of privacy). If you use the Software to transmit material to Kodak, its affiliates, or any third party for printing or product fulfillment or other purposes, you must comply with the relevant terms of service. You may not use the Software to transmit to Kodak, its affiliates, or any third parties any pictures, text or other material that is unlawful, whether a violation of civil rights (such as libel) or criminal law (such as obscenity), or that fosters hatred of any race, religion, ethnicity, age-group, gender or sexuality. You agree that you will defend, indemnify and hold Kodak harmless against any claim arising out of or related to your failure to comply with the terms of this Section 5.
7. Software Features. In addition the features described in the Software documentation, the Software may contain features that enable Kodak, via the internet, to notify you of available software upgrades, promotions, products and services in which you may be interested; to update product data files and instructional and marketing content in the Software; and to collect non-personally identifiable usage data . The Software may also contain features that enable you to download store locator files, new product themes and product catalogs. You agree that Kodak may utilize these features to provide such notices and updates, permit such downloads and to collect such data.
Furthermore, Kodak will collect aggregated non-personal data from all users of the Software relating to, for example, the data related to usage of the Software and Prinergy Services (“Aggregate Data”). Kodak will only use the Aggregate Data to assess the overall use of the Software and the Services by customers in order to determine how the software is being used and how they and other products can be improved.
Please keep in mind that the nature of the Software and services may be interactive, and as part of your use of the Software you will be provided the opportunity to share information and content with third parties. You should use caution when deciding what information and content to share through the Software. You should also use caution when using information about individuals that may be shared with you.
Kodak may share Aggregate Data with vendors who assist Kodak in providing its products and services; with third party business partners with whom Kodak provides joint promotions; with Kodak’s affiliated companies, including any parent or subsidiaries of Kodak; and Kodak may share Aggregate Data if Kodak believes it is necessary to comply with legal process (such as a court order, subpoena, search warrant, etc.), or other legal requirements of any governmental authority; if Kodak believes it would potentially mitigate Kodak’s liability in an actual or potential lawsuit; if Kodak believes it is permitted by law or if doing so will not violate the law; or if Kodak believes it is otherwise necessary to protect Kodak’s rights or property; or is necessary to protect the interests of other users of the Software. In the unlikely event that all or part of Kodak’s business is sold or acquired by a third party, Kodak will transfer such information to the new business owner.
10. Use of 3rd Party Software Applications. As part of the Prinergy Virtual Desktop subscription, Kodak may allow you to install certain software applications that have been purchased (or licensed) from third party vendors. You may operate these third-party applications on your Prinergy Virtual Desktop without assistance from Kodak. You understand and agree that your use of these products is subject to the terms of your agreement with the third party. Kodak does not provide any support, maintenance or administrative tasks for third party software applications that are installed on your Prinergy Virtual Desktop.
11. PRINERGY Virtual Desktops are constrained by the physical Memory and CPU of the Virtual Machine (VM) a customer has purchased as part of their subscription. The performance of a VM that is used to host concurrent virtual desktop instances is impacted by individual user requests that consume memory and/or processing capacity. Therefore, Kodak does not provide a Service Level Agreement (SLA) or Performance Guarantees for PRINERGY Virtual Desktops.
12. Your Representations and Warranties. You represent and warrant that you possess the legal right and ability to agree to this License Agreement, and that all information or material that you transmit through the Software is owned by you, is true, accurate and current, including Login Credentials. You agree that you will not: (i) transmit any material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have written permission from their rightful owner to post the material and to grant the right to use such materials as provided in this Agreement; (ii) submit any false information or misrepresentation that could result in liability or damage to us or any third party; (iii) submit any material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, graphic or gratuitously violent, harassing, hateful, racially or ethnically offensive, encourages conduct that would give rise to criminal or civil liability, violate any law, or is otherwise inappropriate; (iv) impersonate another person, including submitting their photographs as your own; (v) transmit worms, viruses or other malicious codes; and (vi) violate the terms and conditions of any website or application to which you transmit Images through the Software.
13. DISCLAIMER OF WARRANTY. The Software is provided to you “AS IS”. Kodak and its licensors do not warrant that the functions contained in the Software will meet your requirements or that the operation of the Software will be uninterrupted or error free. You assume responsibility for operation of the Software, and for the installation, use, upload of content and results obtained from the Software
The Software may contain hypertext links to third-party web sites or information. Kodak does not make any warranty, endorsement, sponsorship, or recommendation of the third-party, the third-party web site, or the information contained therein. Kodak is not responsible for the availability of any such web site or liable for the content thereon. You need to make your own decisions regarding your interactions or communications with any other web site.
Subject to any applicable legislation which prohibits the following exclusions, KODAK AND ITS LICENSORS MAKE NO WARRANTIES OF ANY KIND RELATED TO THE SOFTWARE, EITHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ARISING FROM COURSE OF PERFORMANCE, DEALING, USAGE OR TRADE. Some states and countries do not allow the exclusion of implied warranties, or have legislation that imposes certain statutory warranties that cannot be excluded, so the above exclusion may not apply to you.
14. LIMITATION OF LIABILITY. Your use of the Software is entirely at your own risk. Under no circumstance will Kodak, its agents, licensors or suppliers be liable to you on account of your use or misuse of, or reliance on, the Software. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT WILL KODAK, ITS AFFILIATES, LICENSORS, SUPPLIERS OR DEALERS BE LIABLE TO YOU FOR ANY ACTUAL, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES OR OTHER DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some states and countries do not allow the limitation or exclusion of liability for incidental or consequential damages or have legislation that restricts the limitation or exclusion of liability, so the above limitation may not apply to you.
15. Governing Law. If the Software was obtained in the United States, this License is governed by the laws of the State of New York. If the Software was obtained outside of the United States, this License is governed by the laws of the country in which it was obtained. This License shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of this License shall continue in full force and effect.
16. Export Law Assurances. You may not use or otherwise export or re-export the Software except as authorized by United States law and laws of the jurisdiction in which the Software was obtained. In particular, but without limitation, the Software may not be exported or re-exported (a) into (or to a national or resident of) any U.S. embargoed countries (including without limitation Cuba, Iran, Iraq, Libya, North Korea, Serbia, Sudan, and Syria) or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person's List or Entity List. By using the Software, you represent and warrant that you are not located in, under control of, or a national or resident of any such country or on any such list.
17. EUROPEAN COMMUNITY PROVISIONS. If you obtained this Software within a country of the European Community, nothing in this License shall be construed as restricting any rights available under applicable European law.
18. Miscellaneous. Each provision of this License Agreement is severable. If a provision is found to be unenforceable, this finding does not affect the enforceability of the remaining provisions, terms, or conditions of this License Agreement. This License Agreement is binding on successors and assigns. Kodak will not be responsible for any non-performance or delay attributable in whole or in part to any cause beyond its reasonable control. Nothing contained herein shall be construed as creating any agency, partnership, or other form of joint enterprise between the parties. You acknowledge that you have read this License Agreement, that you understand it, that you agree to be bound by its terms, and that the foregoing is the complete and exclusive statement of the License Agreement.
19. Contact Us. If you have questions or concerns about the use of this Software, you may contact Kodak Customer Support.