Cross the Road Electronics End User License Agreement
This Software License Agreement (the “Agreement”) is a legal agreement between you
(“You”, “Your”, or “Customer”) and Cross The Road Electronics LLC (CTRE), a
Michigan based company with its principal place of business located at Macomb, MI.
Terms
Agreement - this End-User License Agreement that forms the entire
agreement between You and the Company regarding the use of the Software.
CAN BUS - a communication standard designed to allow hardware devices to communicate with each other.
Company - (referred to as either "Company", "We", "Us" or "Our" in this
Agreement) refers to Cross The Road Electronics LLC, 16065 Leone Drive, Macomb, MI, 48042, USA.
Content - refers to content such as text, images, or other information that can be
posted, uploaded, linked to or otherwise made available by You, regardless of the
form of that content.
Device - a hardware product manufactured, supplied, or sold by Company.
FRC - FIRST Robotics Competition (FRC) is an international high school robotics competition.
Software - a collection of software supplied by Company that interacts with
Devices and/or simulates the behavior of Devices, and/or is stored with Devices.
This includes and is not limited to Device Firmware (CRF), binaries, source,
and documentation.
roboRIO - The roboRIO is a hardware robotics controller used in FRC
manufactured by National Instruments (NI), a multinational company
headquartered in Austin, Texas.
You and Licensee - the individual accessing or using the Software or the
company, or other legal entity on behalf of which such individual is accessing or
using the Software, as applicable.
Suggestions - any feedback, comments, ideas, improvements, or suggestions
provided by You to the Company with respect to the Software.
License Option - the manner in which the License(s) are installed, used,
accessed, and allocated to You.
Acknowledgment
By downloading, installing, accessing, or using the Software you are agreeing to be
bound by the terms and conditions of this Agreement.
If you do not agree to the terms of this Agreement, do not download the Software,
do not access the Software and do not use the Software.
This Agreement is a legal document between You and the Company and it governs your use
of the Software made available to You by the Company.
The Software is licensed, not sold, to You by the Company for use strictly in
accordance with the terms of this Agreement.
License
Scope of License
The Company grants You a revocable, non-exclusive, non-transferable, limited license to
download, install and use the Software strictly in accordance with the terms of this
Agreement.
The license that is granted to You by the Company is solely for use by You strictly in
accordance with the terms of this Agreement.
License Restrictions
You agree not to, and You will not permit others to:
License, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or
otherwise commercially exploit the Software or make the Software available to
any third party.
Modify, make derivative works of, disassemble, decrypt, reverse compile or reverse
engineer any part of the Software.
Remove, alter or obscure any proprietary notice (including any notice of copyright
or trademark) of the Company or its affiliates, partners, suppliers or the licensors of
the Software.
Use the Software for the purpose of supporting hardware not manufactured by The Company.
Intellectual Property
The Software, including without limitation all copyrights, patents, trademarks, trade
secrets and other intellectual property rights are, and shall remain, the sole and exclusive
property of the Company.
The Company shall not be obligated to indemnify or defend You with respect to any third
party claim arising out of or relating to the Software. To the extent the Company is
required to provide indemnification by applicable law, the Company shall be solely
responsible for the investigation, defense, settlement and discharge of any claim that the
Software or your use of it infringes any third party intellectual property rights
Your Suggestions
Any feedback, comments, ideas, improvements or suggestions provided by You to the
Company with respect to the Software shall remain the sole and exclusive property of the
Company.
The Company shall be free to use, copy, modify, publish, or redistribute the Suggestions for
any purpose and in any way without any credit or any compensation to You.
Modifications to the Software
The Company reserves the right to modify, suspend or discontinue, temporarily or
permanently, the Software or any service to which it connects, with or without notice and
without liability to You.
Updates to the Software
The Company may from time to time provide enhancements or improvements to the
features/functionality of the Software, which may include patches, bug fixes, updates,
upgrades and other modifications.
Updates may modify or delete certain features and/or functionalities of the Software. You
agree that the Company has no obligation to (i) provide any Updates, or (ii) continue to
provide or enable any particular features and/or functionalities of the Software to You.
You further agree that all updates or any other modifications will be (i) deemed to constitute
an integral part of the Software, and (ii) subject to the terms and conditions of this
Agreement.
Term and Termination
This Agreement shall remain in effect until terminated by You or the Company. The
Company may, in its sole discretion, at any time and for any or no reason, suspend or
terminate this Agreement with or without prior notice.
This Agreement will terminate immediately, without prior notice from the Company, in the
event that you fail to comply with any provision of this Agreement. You may also terminate
this Agreement by deleting the Application and all copies thereof from all Devices.
Upon termination of this Agreement, You shall cease all use of the Software and delete all
copies of the Software from your Devices.
Termination of this Agreement will not limit any of the Company's rights or remedies at law
or in equity in case of breach by You (during the term of this Agreement) of any of your
obligations under the present Agreement
License Options
Licenses are provided in several ways, depending on the Software used by You.
Phoenix 5 License
Phoenix 5 Software does not require a monetary purchase.
The Company licenses to You the right to use copies of Phoenix 5 compatible
CRF (Cross The Road) firmware files (*.crf) and Phoenix 5 Software API Libraries
ONLY when in use with Devices.
Phoenix 6 License
Phoenix 6 Software does not require a monetary purchase for basic features.
The Company licenses to You the right to use copies of Phoenix 6 compatible
CRF (Cross The Road) firmware files (*.crf) and Phoenix 6 Software API Libraries
ONLY when in use with Devices. Advanced features labeled as "Pro" do require
a PRO license purchase.
Phoenix PRO Device License
This one-year License Option is available for Phoenix PRO compatible devices.
After purchasing a Device License, Tuner X may be used to activate a particular Device.
The release year of all involved software components must match license year for licensing to occur.
Phoenix PRO CANivore License
You may elect to purchase the one-year CANivore based license and activate the CANivore instead.
At which point all Phoenix PRO devices available on the CANivore CAN BUS are
temporarily Phoenix PRO activated, and Phoenix PRO features will be available
so long as the devices are present on the CANivore CAN BUS.
The release year of all involved software components must match license year for licensing to occur.
Phoenix PRO Season Pass
You may elect to purchase the one-year FRC "Season Pass". When installed, this license
will temporarily activate Phoenix PRO devices available on the roboRIO and CANivore CAN BUSes.
Devices must remain on the CAN BUS for device to be considered "PRO" licensed.
Each season pass is bound to a single FRC team number, and requires use of a roboRIO.
The release year of all involved software components must match license year for licensing to occur.
Phoenix Tuner X
Phoenix Tuner X does not require a monetary purchase on the Microsoft Windows or Google Android
platforms.
Phoenix Tuner X does require a monetary purchase on Apple iOS or Apple
macOS platforms.
Certain features may not be available without additional license purchase.
The Company licenses to You the right to use Tuner to monitor, field-upgrade, and configure
Devices.
owlet
The owlet extraction tool may be used without monetary purchase.
The Company licenses to You the right to use owlet to extract data logged from Phoenix integrated logger (hoot files).
Certain features may not be available without additional license purchase.
owlet may be re-distributed only with expressed permission from the Company.
caniv
The caniv tool may be used without monetary purchase.
The Company licenses to You the right to use caniv to manage Devices.
Certain features may not be available without additional license purchase.
caniv may be re-distributed only with expressed permission from the Company.
Phoenix Diagnostic Server
The Phoenix Diagnostic Server may be used without monetary purchase.
The Company licenses to You the right to use Phoenix Diagnostic Server to manage Devices.
Certain features may not be available without additional license purchase.
Phoenix Diagnostics Server may be re-distributed only with expressed
permission from the Company.
Indemnification
You agree to indemnify and hold the Company and its parents, subsidiaries, affiliates,
officers, employees, agents, partners and licensors (if any) harmless from any claim or
demand, including reasonable attorneys' fees, due to or arising out of your: (a) use of the
Software; (b) violation of this Agreement or any law or regulation; or (c) violation of any
right of a third party.
No Warranties
The Software is provided to You "AS IS" and "AS AVAILABLE" and with all faults and
defects without warranty of any kind. To the maximum extent permitted under applicable
law, the Company, 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 Software, 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, the Company provides no warranty or
undertaking, and makes no representation of any kind that the 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.
Without limiting the foregoing, neither the Company nor any of the company's provider
makes any representation or warranty of any kind, express or implied: (i) as to the
operation or availability of the Software, or the information, content, and materials or
products included thereon; (ii) that the Software will be uninterrupted or error-free; (iii)
as to the accuracy, reliability, or currency of any information or content provided through
the Software; or (iv) that the Software, its servers, the content, or e-mails sent from or
on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware,
timebombs or other harmful components.
Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on
applicable statutory rights of a consumer, so some or all of the above exclusions and
limitations may not apply to You. But in such a case the exclusions and limitations set forth
in this section shall be applied to the greatest extent enforceable under applicable law. To
the extent any warranty exists under law that cannot be disclaimed, the Company shall be
solely responsible for such warranty.
Severability and Waiver
Severability
If any provision of this Agreement is held to be unenforceable or invalid, such provision will
be changed and interpreted to accomplish the objectives of such provision to the greatest
extent possible under applicable law and the remaining provisions will continue in full force
and effect.
Waiver
Except as provided herein, the failure to exercise a right or to require performance of an
obligation under this Agreement shall not affect a party's ability to exercise such right or
require such performance at any time thereafter nor shall the waiver of a breach constitute
waiver of any subsequent breach.
Product Claims
The Company does not make any warranties concerning the Software.
United States Legal Compliance
You represent and warrant that (i) You are not located in a country that is subject to the
United States government embargo, or that has been designated by the United States
government as a "terrorist supporting" country, and (ii) You are not listed on any United
States government list of prohibited or restricted parties.
Changes to this Agreement
The Company reserves the right, at its sole discretion, to modify or replace this Agreement
at any time. If a revision is material we will provide at least 30 days' notice prior to any new
terms taking effect. What constitutes a material change will be determined at the sole
discretion of the Company.
By continuing to access or use the Software after any revisions become effective, You
agree to be bound by the revised terms. If You do not agree to the new terms, You are no
longer authorized to use the Software.
Governing Law
The laws of the State of Michigan, United States of America, excluding its conflicts of law
rules, shall govern this Agreement and your use of the Software. Your use of the
Software may also be subject to other local, state, national, or international laws.
Entire Agreement
The Agreement constitutes the entire agreement between You and the Company regarding
your use of the Software and supersedes all prior and contemporaneous written or oral
agreements between You and the Company.
You may be subject to additional terms and conditions that apply when You use or purchase
other Company's services, which the Company will provide to You at the time of such use or
purchase.
Contact Us
If you have any questions about this Agreement, You can contact Us via email:
support@ctr-electronics.com