End User License Agreement for JeppView, JeppView FliteDeck, JeppView MFD

PLEASE READ THIS LICENSE AGREEMENT CAREFULLY BEFORE USING THIS SOFTWARE AND DATA. IT CONSTITUTES A BINDING AGREEMENT BETWEEN YOU (AN INDIVIDUAL OR SINGLE LEGAL ENTITY, HEREAFTER “LICENSEE”) AND BOEING DIGITAL SOLUTIONS, INC., d/b/a JEPPESEN (“JEPPESEN”) FOR THE USE OF THE SOFTWARE AND DATA. IF LICENSEE IS ACCEPTING THESE TERMS ON BEHALF OF ANOTHER PERSON OR LEGAL ENTITY, LICENSEE REPRESENTS THAT LICENSEE HAS THE AUTHORITY TO ENTER INTO THIS LICENSE AGREEMENT ON THEIR BEHALF. BY USING THIS SOFTWARE AND DATA, LICENSEE AGREES TO BE LEGALLY BOUND BY ALL TERMS AND CONDITIONS CONTAINED IN THIS LICENSE AGREEMENT. JEPPESEN RESERVES THE RIGHT TO CHANGE OR MODIFY ANY OF THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT AT ANY TIME. THE MOST CURRENT VERSION OF THE TERMS AND CONDITIONS CAN BE REVIEWED BY CLICKING “ABOUT JEPPVIEW” IN THE SOFTWARE. LICENSEE SHOULD VISIT THIS LOCATION EVERY TIME LICENSEE USES THIS SOFTWARE AND DATA TO REVIEW THE TERMS AND CONDITIONS. ANY CHANGES OR MODIFICATIONS TO THE TERMS AND CONDITIONS WILL BE EFFECTIVE ON THE DATE THE CHANGE OR MODIFICATION IS MADE. LICENSEE’S USE OF THE SOFTWARE AND DATA FOLLOWING THE DATE OF ANY CHANGES OR MODIFICATIONS WILL CONSTITUTE LICENSEE’S ACCEPTANCE OF THE TERMS AND CONDITIONS AS REVISED. IF LICENSEE DOES NOT AGREE WITH THESE TERMS, PROMPTLY CONTACT JEPPESEN FOR A RETURN AUTHORIZATION FOR THE SOFTWARE AND DATA.

1. OWNERSHIP. Jeppesen is the owner or authorized licensor of the JeppView software (including the separate and multiple applications contained therein) (“Software”) and Jeppesen charts and data including compilations of charts and data and the electronic chart format (but excluding the underlying data obtained from third party source) (“Data”) and the associated documentation for each. Jeppesen and its licensors retain all rights, title and interest in the copyrights, patents, trade secrets, trademarks and other intellectual property pertaining to the Software and Data. Material from the Australian Aeronautical Information Publication has been used by agreement with Airservices Australia. The Software and Data are licensed, not sold to Licensee, and Licensee agrees not to use the Software and Data except in their intended manner in accordance with the terms of this License Agreement.

2. REVISION SERVICE. The Data is a revision service with updated Data issued biweekly. Should Licensee not receive its biweekly update, Licensee should immediately contact Jeppesen to obtain the same.

3. LICENSED USE AND RESTRICTIONS ON USE. For each license purchased, Licensee may use the Software and Data in accordance with the corresponding license set forth below. USE OF THE SOFTWARE AND DATA BY AN AIRLINE/AIR CARRIER (NOT INCLUDING PART 135 CHARTER OPERATIONS) OR GOVERNMENT OR MILITARY ENTITY UNDER THIS LICENSE AGREEMENT IS STRICTLY PROHIBITED.

A. License for General Aviation Individual Use. For its own personal use only on devices owned by Licensee and used on the ground and in aircraft operated by Licensee, Licensee may: (i) load and use the Software on only the same number of devices associated with the authorized licensed site keys ; (ii) for each licensed site key, load and use the Data only with certain software applications that specifically consume the Data; (iii) physically transfer the Software or Data from one device to another provided that such transfer does not cause the use of the Software or Data to exceed the number of licensed site keys ; and (iv) print charts from its own licensed copy of the Software for Licensee’s use in the cockpit of an aircraft operated by Licensee.

B. License for Student Use by General Aviation Individual. If Licensee is a student and the license is purchased in conjunction with a university or other educational institution with whom Jeppesen has a contract, Licensee may, for its own personal use only on a device owned by Licensee and used on the ground and in aircraft operated by Licensee: (i) load the Software only on a single device owned by Licensee; (ii) load and use the Data only with one (1) software application licensed to Licensee that specifically consumes the Data; (iii) physically transfer the Software or Data from one device to another so long as the device is owned by Licensee; and (iv) print charts from its own licensed copy of the Software for Licensee’s use in the cockpit of an aircraft operated by Licensee.

C. License for Business Aviation Use. If Licensee is a business (but not an airline or other air carrier other than a Part 135 charter operation), for each license purchased, Licensee may use the Software and Data in any aircraft privately owned or leased by Licensee and on the ground in support of such aircraft. For purposes of the foregoing, Licensee may: (i) load the Software on only the number of devices associated with the site keys allocated to the license purchased that are issued to users within Licensee’s organization, including its pilots and flight dispatchers; (ii) for each licensed site key, load and use the Data only with certain software applications that specifically consume the Data (iii) physically transfer the Software and Data from one device to another provided that the Software and Data are not installed on more than the number of devices associated with the site keys allocated to the license purchased; and (iv) print charts for each flight from its own licensed copy of the Software for use in Licensee’s aircraft, and not for use in any other aircraft. Licensee may not print charts for any other use whatsoever, distribute charts to anyone except users within Licensee’s organization, or copy or reproduce the printed charts for any purpose whatsoever.

D. License for Use with Cockpit Panel Multi-Function Display (“MFD”). For each license purchased, Licensee may use the Software and Data in support of a single aircraft privately owned or leased by Licensee and equipped with a MFD. Licensee may (i) load the Data on the MFD in a single aircraft; (ii) load the Software and Data on four (4) devices owned by Licensee for either (a) its own personal and individual use on the ground and in the aircraft, or (b) for use both on the ground and in the aircraft by the users within Licensee’s organization to which the devices are issued, including its pilots and flight dispatchers; (iii) physically transfer the Software and Data from one device to another, provided that the Software and Data are not installed on more than four (4) devices at any one time; and (iv) print charts for each flight from its own licensed copy of the Software for use only in the cockpit of the single aircraft and equipped with a MFD for which the Software and Data are subscribed, and not for use in any other aircraft. Licensee may not print charts for any other use whatsoever, distribute charts to anyone except the pilots of the single aircraft for which is the Software and Data are subscribed, or copy or reproduce the printed charts for any purpose whatsoever.

If Licensee wishes to load the Software and Data on additional devices outside multiples of two (2) or four (4) as set forth in subsections A and D above, then Licensee may purchase additional single seat licenses. For each additional seat license purchased, Licensee may install the Software and Data on one (1) additional device. By way of example, if Licensee wishes to load the Software on seven (7) devices, Licensee would purchase the appropriate license for installation on four (4) devices and purchase three (3) additional seat licenses for installation on the three additional devices.

Except as otherwise provided herein, Licensee may not: (a) copy, reproduce, or publish the Software or Data; (b) install the Software and Data on a network system and electronically transfer the Software or Data to multiple devices over a network system; (c) distribute copies of the Software or Data or accompanying materials to others; (d) modify, adapt, translate, reverse engineer, or decompile the Software or Data or create derivative works based on the Software or Data; (e) modify, adapt, translate, or create derivative works based on the printed, electronic, or written materials; (f) assign, rent, lend, or sublease the Software or Data; (g) sell or transfer the Software or Data; (h) use the Software to print charts or other Data; (i) distribute charts or other Data printed from the Software to anyone whatsoever; or (j) copy, reproduce, or publish charts or other Data printed from the Software.

4. TERMINATION. This License Agreement and Licensee’s right to use the Software and Data will automatically terminate (a) upon termination, cancellation and/or non-renewal of Licensee’s subscription and/or (b) if Licensee fails to comply with any term of this License Agreement or any applicable law.

5. ASSUMPTION OF RISK. LICENSEE EXPRESSLY ACKNOWLEDGES AND AGREES THAT USE OF THIS SOFTWARE AND DATA IS AT LICENSEE’S SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, SAFETY, ACCURACY AND EFFORT IS WITH LICENSEE.

6. ACKNOWLEDGEMENTS. Licensee acknowledges, agrees and understands that:
Jeppesen’s Data have been developed to provide current information in the condensed form required for air navigation under instrument and visual flight conditions. Information contained in the copyrighted Data is independently available from publications of the appropriate governing authority and/or other third parties; and

The Software and Data are designed for use by experienced, instrument-rated pilots who must be thoroughly familiar and competent with the instrument navigation of aircraft. The user of the Software and Data should also be thoroughly familiar with the Introduction and Legend materials included within the Data; and

Instrument procedures are designed, flight-tested, approved, authorized and prescribed by applicable governing authorities. In the United States, these flight procedures are incorporated into FAR Part 97 as regulations. Jeppesen does not design or flight-check any of these procedures, and Jeppesen has no authority to alter, modify, add to, or subtract from any flight procedure prescribed by a governing authority. Further, Jeppesen does not review or approve the adequacy, reliability, accuracy, safety or conformance with government standards of any government flight procedure, and it specifically has undertaken no such duty. Jeppesen’s flight procedure charts simply depict in a graphic form convenient for the use of knowledgeable, instrument-rated pilots, the flight procedures exactly as designed, flight-tested and prescribed by government authorities; and

The Data contains a wide variety of information useful to pilots which Jeppesen has obtained from many outside sources. Jeppesen has edited this source material, and has arranged and published it in a convenient, easy-to-use format; and

WARNING: DATA RELATED ALERTS AND NOTICES (“ALERTS”) ARE PUBLISHED ON JEPPESEN’S NOTICES AND ALERTS WEBPAGE ACCESSIBLE VIA WWW.JEPPESEN.COM. CHANGES MAY OCCUR AT ANY TIME AND LICENSEE AGREES TO REGULARLY MONITOR JEPPESEN’S NOTICES AND ALERTS WEBPAGE AS APPROPRIATE FOR ITS TYPE OF OPERATION.

7. WARRANTY.

A. Data. Jeppesen expressly warrants for the sole benefit of Licensee that it
(i) has accurately graphically depicted the flight procedures prescribed by applicable government authorities, and
(ii) has accurately communicated the information obtained from other sources on its maps and charts as supplemented and/or replaced by the Alerts described above.
Jeppesen makes no warranty regarding the use of the Data outside the 14-day period for which it was produced and was effective. This express warranty is the only warranty, express or implied, arising by law or otherwise, made by Jeppesen regarding the Data. Jeppesen will, at its option, repair or replace the chart, or refund the money paid for the chart, which fails to meet this warranty. This Section states Licensee’s sole and exclusive remedy for breach of warranty. If Licensee purchased the Data from Jeppesen GmbH in Germany, the following applies: the foregoing warranty will mean “Gewährleistung” and will not be construed as a “Garantie”. § 443 of the German Civil Code. “BGB” does not apply.

B. Software. To the maximum extent permitted by applicable law, the Software is provided “AS IS” and “AS AVAILABLE,” with all faults and without warranty of any kind. Jeppesen does not warrant that the functions contained in the Software will be accurate or meet Licensee’s requirements, that the operation of the Software will be uninterrupted or error-free, or that defects in the Software will be corrected. No oral or written information, guidelines or advice given by Jeppesen or its authorized representative will create a warranty.

8. LIMITATION OF LIABILITY.

A. DISCLAIMER AND RELEASE. THE CONDITIONS, REPRESENTATIONS, GUARANTEES, OBLIGATIONS, LIABILITIES AND WARRANTIES (IF ANY) OF JEPPESEN AND REMEDIES OF LICENSEE SET FORTH HEREIN ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND LICENSEE HEREBY WAIVES, RELEASES AND RENOUNCES, ALL OTHER WARRANTIES, CONDITIONS, REPRESENTATIONS, GUARANTEES, OBLIGATIONS AND LIABILITIES OF JEPPESEN, AND ANY OTHER RIGHTS, CLAIMS AND REMEDIES OF LICENSEE AGAINST JEPPESEN, EXPRESS OR IMPLIED, ARISING BY LAW, EQUITY OR OTHERWISE, WITH RESPECT TO THIS LICENSE AGREEMENT, THE SOFTWARE AND DATA PROVIDED HEREUNDER AND ANY NONCONFORMANCE OR DEFECT IN THE DESIGN, ADEQUACY, ACCURACY, RELIABILITY, SAFETY, OR CONFORMANCE WITH GOVERNMENT STANDARDS OR REGULATIONS OF SUCH SOFTWARE AND DATA, INCLUDING BUT NOT LIMITED TO:

(i) ANY IMPLIED WARRANTY AND/OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, COMPLETENESS, QUIET ENJOYMENT, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS;

(ii) ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE;

(iii) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY ARISING IN STRICT LIABILITY OR IN TORT, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF JEPPESEN; AND

(iv) ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY FOR LOSS OF OR DAMAGE TO ANY PROPERTY OF LICENSEE, INCLUDING WITHOUT LIMITATION ANY AIRCRAFT.

B. EXCLUSION OF SPECIFIED LOSSES AND DAMAGES. JEPPESEN WILL HAVE NO OBLIGATION OR LIABILITY WHATSOEVER, (i) WHETHER ARISING IN LAW, EQUITY, CONTRACT (INCLUDING BUT NOT LIMITED TO WARRANTY), TORT (INCLUDING BUT NOT LIMITED TO THE NEGLIGENCE OF JEPPESEN), STRICT LIABILITY, OR OTHERWISE AND (ii) WHETHER SUCH LOSSES OR DAMAGES ARE DIRECT, INDIRECT OR OTHERWISE, FOR:

(i) LOSS OF USE, REVENUE, PROFIT, ANTICIPATED SAVINGS, BUSINESS VALUE, OPPORTUNITY OR GOODWILL;

(ii) LOSS OR DAMAGES RESULTING FROM BUSINESS INTERRUPTION;

(iii) LOSS OR DAMAGES RESULTING FROM DELAY IN PERFORMANCE AND COST OF SUBSTITUTE PROCUREMENT;

(iv) LOSS OR DAMAGES RESULTING FROM REPRODUCTION OR RECOVERY OF DATA OR INFORMATION WHICH IS LOST, CORRUPTED OR DAMAGED IN ANY OTHER MANNER, WHETHER IN WHOLE OR IN PART; OR

(v) ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PURE ECONOMIC LOSSES OR DAMAGES

IN ANY WAY ARISING OUT OF OR RELATED TO THIS LICENSE AGREEMENT.

C. MAXIMUM LIABILITY. IN NO EVENT WILL JEPPESEN’S TOTAL LIABILITY, WHETHER IN CONTRACT (INCLUDING BUT NOT LIMITED TO WARRANTY), TORT (INCLUDING BUT NOT LIMITED TO THE NEGLIGENCE OF JEPPESEN), STRICT LIABILITY OR OTHERWISE, IN ANY WAY ARISING OUT OF OR RELATING TO THIS LICENSE AGREEMENT, INCLUDING BUT NOT LIMITED TO THE USE OF OR INABILITY TO USE THE SOFTWARE AND DATA EXCEED THE GREATER OF (i) THE PURCHASE PRICE OF THE SOFTWARE AND DATA LICENSE FOR THE IMMEDIATELY PRECEDING TWELVE (12) MONTH PERIOD OR (ii) $100.00 USD. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Some states and jurisdictions do not allow limitations on direct, indirect, incidental, or consequential damages, so the above limitations or exclusions may not apply to Licensee.

For purposes of this Section, the term “Jeppesen” means (i) Jeppesen, (ii) The Boeing Company, (iii) their respective parents, subsidiaries, and affiliates, (iv) the assignees of each, and (v) their respective directors, officers, contractors, licensors, subcontractors, employees and agents.

If a court of competent jurisdiction determines that applicable law implies warranties and liabilities which cannot be excluded or limited or which can only partly be excluded or limited, then the limit on Jeppesen’s liability set forth in this Section will apply to the fullest extent permitted by law. If Jeppesen cannot exclude or limit a warranty or liability implied by law, this License Agreement will be read and construed subject to such provisions of law.

9. INDEMNIFICATION. Licensee will indemnify and hold harmless Jeppesen and its licensors, contractors, subcontractors and agents from and against all claims and liabilities (including claims by third parties), and costs and expenses (including attorneys’ fees), incident thereto or incident to successfully establishing the right to indemnification, for injury to or death of any person or persons, including employees of Licensee but not employees of Jeppesen, or for loss of or damage to any property, including without limitation any aircraft, arising out of or in any way relating to the use of or inability to use the Software and Data provided to Licensee under this License Agreement, whether or not arising in strict liability or tort or occasioned by the negligence of Jeppesen. Licensee’s obligations under this indemnity will survive the termination of this License Agreement.

For purposes of this Section, the term “Jeppesen” means (i) Jeppesen, (ii) The Boeing Company, (iii) their respective parents, subsidiaries, and affiliates, (iv) the assignees of each, and (v) their respective directors, officers, contractors, licensors, subcontractors, employees and agents.

10. REMEDY FOR DEFECTIVE MEDIA. Jeppesen’s entire liability and Licensee’s exclusive remedy is limited to replacing the defective media if returned to Jeppesen or an authorized representative of Jeppesen (at Licensee’s expense) accompanied by dated proof of purchase satisfactory to Jeppesen provided Licensee has first received a Return Authorization by contacting Jeppesen in advance. This remedy will not apply if the media has been damaged by negligence, accident, improper or unreasonable use, or by any other causes, unrelated to defective material or workmanship.

11. EXPORT COMPLIANCE. Licensee is responsible for its compliance with any applicable export control restrictions, laws and regulations as may be modified from time to time, imposed by the governments of the United States and, if applicable, other countries. Licensee will not attempt to, or knowingly export or re-export the Software or Data or any products using the Software and Data covered under this License Agreement to any country, or national thereof, prohibited from obtaining such Software or Data, either directly or indirectly through affiliates, licensees or subsidiaries of Licensee.

12. ENTIRE AGREEMENT. This License Agreement contains the entire understanding of the parties hereto relating to the subject matter hereof. No waiver or modification of any of the terms hereof will be valid unless in writing and signed by both Jeppesen and Licensee. No waiver of any breach will be deemed a waiver of any subsequent breach. If any provision of this License Agreement is held to be invalid or unenforceable, the remaining provisions will not be affected.

13. GOVERNING LAW. This License Agreement will be interpreted under and governed by the laws of the State of Colorado, USA without recourse to choice of law statutes or principles that would otherwise result in the application of the law of any other jurisdiction to this License Agreement. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this License Agreement.

14. CONFLICTING DOCUMENTS. In the event Licensee issues a purchase order for its request of the Software and Data, the terms and conditions therewith are hereby rejected by Jeppesen and this License Agreement will govern and take precedence over such purchase order.

15. PRIVACY. The Software may require Licensee to enter a serial number or user name/password to access the Data. Please refer to Boeing’s Privacy Statement on its website for information on how Jeppesen collects, uses and discloses personally identifiable information from its users.