ArcID Biometric Management Software End User License Agreement

(Version 03/08/2024)

IMPORTANT: PLEASE READ THIS END USER LICENSE AGREEMENT CAREFULLY. IT IS VERY IMPORTANT THAT YOU CHECK THAT YOU ARE PURCHASING HID SOFTWARE FROM AN APPROVED SOURCE AND THAT YOU, OR THE ENTITY YOU REPRESENT (COLLECTIVELY, THE "CUSTOMER") HAVE BEEN REGISTERED AS THE END USER FOR THE PURPOSES OF THIS HID END USER LICENSE AGREEMENT. IF YOU ARE NOT REGISTERED AS THE END USER YOU HAVE NO LICENSE TO USE THE SOFTWARE AND THE LIMITED WARRANTY IN THIS END USER LICENSE AGREEMENT DOES NOT APPLY. ASSUMING YOU HAVE PURCHASED FROM AN APPROVED SOURCE, DOWNLOADING, INSTALLING OR USING HID OR HID SUPPLIED SOFTWARE CONSTITUTES ACCEPTANCE OF THIS AGREEMENT. 

HID GLOBAL CORPORATION ("HID") IS WILLING TO LICENSE THIS SOFTWARE TO YOU ONLY UPON THE CONDITION THAT YOU PURCHASED THE SOFTWARE FROM AN APPROVED SOURCE AND THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS END USER LICENSE AGREEMENT PLUS ANY ADDITIONAL LIMITATIONS ON THE LICENSE SET FORTH IN A SUPPLEMENTAL LICENSE AGREEMENT ACCOMPANYING THE SOFTWARE OR AVAILABLE AT THE TIME OF YOUR ORDER (COLLECTIVELY THE "AGREEMENT"). TO THE EXTENT OF ANY CONFLICT BETWEEN THE TERMS OF THIS END USER LICENSE AGREEMENT AND ANY SUPPLEMENTAL LICENSE AGREEMENT, THE SUPPLEMENTAL LICENSE AGREEMENT SHALL APPLY. BY DOWNLOADING, INSTALLING, OR USING THE SOFTWARE, YOU ARE REPRESENTING THAT YOU PURCHASED THE SOFTWARE FROM AN APPROVED SOURCE AND BINDING YOURSELF TO THE AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THE AGREEMENT, THEN HID IS UNWILLING TO LICENSE THE SOFTWARE TO YOU AND (A) YOU MAY NOT DOWNLOAD, INSTALL OR USE THE SOFTWARE, AND (B) YOU MAY RETURN THE SOFTWARE (INCLUDING ANY UNOPENED CD PACKAGE AND ANY WRITTEN MATERIALS) FOR A FULL REFUND. YOUR RIGHT TO RETURN AND REFUND EXPIRES 30 DAYS AFTER PURCHASE FROM AN APPROVED SOURCE, AND APPLIES ONLY IF YOU ARE THE ORIGINAL AND REGISTERED END USER PURCHASER. FOR THE PURPOSES OF THIS END USER LICENSE AGREEMENT, AN "APPROVED SOURCE" MEANS (A) HID; OR (B) A DISTRIBUTOR OR SYSTEMS INTEGRATOR AUTHORIZED BY HID TO DISTRIBUTE / SELL HID EQUIPMENT, SOFTWARE AND SERVICES WITHIN YOUR TERRITORY TO END USERS; OR (C) A RESELLER AUTHORIZED BY ANY SUCH DISTRIBUTOR OR SYSTEMS INTEGRATOR IN ACCORDANCE WITH THE TERMS OF THE DISTRIBUTOR'S AGREEMENT WITH HID TO DISTRIBUTE / SELL THE HID EQUIPMENT, SOFTWARE AND SERVICES WITHIN YOUR TERRITORY TO END USERS.

THE FOLLOWING TERMS OF THE AGREEMENT GOVERN CUSTOMER'S USE OF THE SOFTWARE (DEFINED BELOW), EXCEPT TO THE EXTENT THERE IS A SEPARATE SIGNED CONTRACT BETWEEN CUSTOMER AND HID GOVERNING CUSTOMER'S USE OF THE SOFTWARE. FOR PURPOSES OF THE AGREEMENT, "SOFTWARE" SHALL MEAN COMPUTER PROGRAMS, INCLUDING FIRMWARE AND COMPUTER PROGRAMS EMBEDDED IN HID EQUIPMENT, AS PROVIDED TO CUSTOMER BY AN APPROVED SOURCE, AND ANY UPGRADES, UPDATES, BUG FIXES OR MODIFIED VERSIONS THERETO (COLLECTIVELY, "UPGRADES"), ANY OF THE SAME WHICH HAS BEEN RELICENSED UNDER THE HID SOFTWARE TRANSFER AND RE-LICENSING POLICY (AS MAY BE AMENDED BY HID FROM TIME TO TIME) OR BACKUP COPIES OF ANY OF THE FOREGOING.

Software License. Conditioned upon compliance with the terms and conditions of the Agreement, HID grants to Customer a nonexclusive and nontransferable license to use for Customer's internal business purposes the Software and the Documentation for which Customer has paid the required license fees to an Approved Source. "Documentation" means written information (whether contained in user or technical manuals, training materials, specifications or otherwise) pertaining to the Software and made available by an Approved Source with the Software in any manner (including on CD-Rom, or on-line).

Description of Software. 

ArcID Enrollment Module

  1. Enrollment Production License: The Enrollment Production License includes one (1) server software program (the “Server Software”), which is comprised of the client browser application, the Windows services and the database schema creation scripts. It provides centralized enrollment services enabling biometric capture workflows from each Client Workstation), and provides management of the identity of authorized users (each a “Registered User”), including biometric support, provided that the necessary affiliated HID client software (the “Workstation Software”) has been installed on such Client Workstation. 
  2. Enrollment Device Connection License:  Each of Customer’s device requires one (1) license.  Each device, once connected to the Workstation, is validated as a valid device, and then one of the licenses is marked as used. The device’s serial number will be tracked as using a license.  Devices may be moved between Managed Workstations under the same license.
  3. Non-Production License:  If customer purchases the non-production license, Customer is provided one (1) non-production license solely for the purpose of Development, Test and Disaster Recovery. The Test license allows end-to-end System Acceptance Testing (SAT), if applicable. The Disaster Recovery license allows Customer to define and setup a disaster recovery system at a different physical location or an alternative server.
  4. Workstation Software License:  The Software Product includes workstation software, (the “Workstation Software”), which is installed on a computer, (each, a “Workstation”) and provides services to capture data from connected devices such as biometric scanners and provides secure communications between the Client Workstation and the Enrollment Server for the transmission of enrollment data.
  5. Portal License. Portal License is included as part of this module and are not separately licensed.  Its sole purpose is to manage user accounts, role definitions and user assignment to roles.

ArcID Store and Forward Module 

  1. Store and Forward License.  Store and Forward license is a web-based software, which includes one (1) license, designed to receive, validate, prepare and forward biometric and biographic data and receive responses (if any).  It utilizes secure communication protocols, such as SSL, SFTP and/or S/MIME encrypted messaging from data collected on enrollment systems and transmitted to one or more agencies. 
  2. Non-Production License:  If customer purchases the non-production license, Customer is provided one (1) non-production license solely for the purpose of Development, Test and Disaster Recovery. The Test license allows end-to-end System Acceptance Testing (SAT), if applicable. The Disaster Recovery license allows Customer to define and setup a disaster recovery system at a different physical location or an alternative server.
  3. Portal License.  Portal License is included as part of this module and are not separately licensed. Its sole purpose is to manage user accounts, role definitions and user assignment to roles. 

ArcID Identity Management Module 

  1. Identity Management License.  The Identity Management license is a web-based software, which includes one (1) license, designed to receive, validate, store and manage biometric and biographic data records.  It utilizes secure communication protocols, such as SSL, from data collected from enrollment stations and the Store and Forward module(s).
  2. Non-Production License:  If customer purchases the non-production license, Customer is provided one (1) non-production license solely for the purpose of Development, Test and Disaster Recovery. The Test license allows end-to-end System Acceptance Testing (SAT), if applicable. The Disaster Recovery license allows Customer to define and setup a disaster recovery system at a different physical location or an alternative server.
  3. Portal License.  Portal License is included as part of this module and are not separately licensed. Its sole purpose is to manage user accounts, role definitions and user assignment to roles. 

ArcID Biometric Server Module 

  1. Identity Management License.  The Biometric Server license is a web-based software, which includes one (1) license, designed to receive, validate, store and manage biometric data records. 
  2. Non-Production License:  If customer purchases the non-production license, Customer is provided one (1) non-production license solely for the purpose of Development, Test and Disaster Recovery. The Test license allows end-to-end System Acceptance Testing (SAT), if applicable. The Disaster Recovery license allows Customer to define and setup a disaster recovery system at a different physical location or an alternative server.

ArcID Proofing Server Module 

  1. Identity Management License.  The ID Proofing Server license is a web-based software, which includes one (1) license, designed to receive, validate, store and manage biometric data records. 
  2. Non-Production License:  If customer purchases the non-production license, Customer is provided one (1) non-production license solely for the purpose of Development, Test and Disaster Recovery. The Test license allows end-to-end System Acceptance Testing (SAT), if applicable. The Disaster Recovery license allows Customer to define and setup a disaster recovery system at a different physical location or an alternative server.

ArcID PAD Server Module

  1. Identity Management License.  The PAD Server license is a web-based software, which includes one (1) license, designed to receive, validate, store and manage biometric data records. PAD Server can be used only with other HID products, like Biometric and/or ID Proofing Server. It can not be used as stand-alone server.
  2. Non-Production License:  If customer purchases the non-production license, Customer is provided one (1) non-production license solely for the purpose of Development, Test and Disaster Recovery. The Test license allows end-to-end System Acceptance Testing (SAT), if applicable. The Disaster Recovery license allows Customer to define and setup a disaster recovery system at a different physical location or an alternative server.

General Limitations. This is a license, not a transfer of title, to the Software and Documentation, and HID retains ownership of all copies of the Software and Documentation. Customer acknowledges that the Software and Documentation contain trade secrets of HID or its suppliers or licensors, including but not limited to the specific internal design and structure of individual programs and associated interface information. Except as otherwise expressly provided under the Agreement, Customer shall have no right, and Customer specifically agrees not to: 

  1. transfer, assign or sublicense its license rights to any other person or entity (other than in compliance with any HID relicensing/transfer policy then in force), and Customer acknowledges that any attempted transfer, assignment, sublicense or use shall be void;
  2. make error corrections to or otherwise modify or adapt the Software or create derivative works based upon the Software, or permit third parties to do the same;
  3. reverse engineer or decompile, decrypt, disassemble or otherwise reduce the Software to human-readable form, except to the extent otherwise expressly permitted under applicable law notwithstanding this restriction or except to the extent that HID is legally required to permit such specific activity pursuant to any applicable open source license;
  4. publish any results of benchmark tests run on the Software;
  5. use or permit the Software to be used to perform services for third parties, whether on a service bureau or time sharing basis or otherwise, without the express written authorization of HID; or
  6. disclose, provide, or otherwise make available trade secrets contained within the Software and Documentation in any form to any third party without the prior written consent of HID. Customer shall implement reasonable security measures to protect such trade secrets.

Software, Upgrades and Additional Copies. NOTWITHSTANDING ANY OTHER PROVISION OF THE AGREEMENT: (1) CUSTOMER HAS NO LICENSE OR RIGHT TO MAKE OR USE ANY ADDITIONAL COPIES OR UPGRADES UNLESS CUSTOMER, AT THE TIME OF MAKING OR ACQUIRING SUCH COPY OR UPGRADE, ALREADY HOLDS A VALID LICENSE TO THE ORIGINAL SOFTWARE AND HAS PAID THE APPLICABLE FEE TO AN APPROVED SOURCE FOR THE UPGRADE OR ADDITIONAL COPIES; AND (2) THE MAKING AND USE OF ADDITIONAL COPIES IS LIMITED TO NECESSARY BACKUP PURPOSES ONLY.

Proprietary Notices. Customer agrees to maintain and reproduce all copyright, proprietary, and other notices on all copies, in any form, of the Software in the same form and manner that such copyright and other proprietary notices are included on the Software. Except as expressly authorized in the Agreement, Customer shall not make any copies or duplicates of any Software without the prior written permission of HID.

Term and Termination. The Agreement and the license granted herein shall remain effective until terminated. Customer may terminate the Agreement and the license at any time by destroying all copies of Software and any Documentation. Customer's rights under the Agreement will terminate immediately without notice from HID if Customer fails to comply with any provision of the Agreement. Upon termination, Customer shall destroy all copies of Software and Documentation in its possession or control. All confidentiality obligations of Customer, all restrictions and limitations imposed on the Customer under the section titled "General Limitations" and all limitations of liability and disclaimers and restrictions of warranty shall survive termination of this Agreement. In addition, the provisions of the sections titled "U.S. Government End User Purchasers" and "General Terms Applicable to the Limited Warranty Statement and End User License Agreement" shall survive termination of the Agreement.

Customer Records. Customer grants to HID and its independent accountants the right to examine Customer's books, records and accounts during Customer's normal business hours to verify compliance with this Agreement. In the event such audit discloses non-compliance with this Agreement, Customer shall promptly pay to HID the appropriate license fees, plus the reasonable cost of conducting the audit.

Export, Re-Export, Transfer and Use Controls. The Software, Documentation and technology  supplied by HID under the Agreement are subject to export controls under the laws and regulations of the United States ("U.S.") and any other applicable countries' laws and regulations. Customer shall comply with such laws and regulations governing export, re-export, import, transfer and use of HID Software and will obtain all required U.S. and local authorizations, permits, or licenses. HID and Customer each agree to provide the other information, support documents, and assistance as may reasonably be required by the other in connection with securing authorizations or licenses. 

U.S. Government End User Purchasers. The Software and Documentation qualify as "commercial items", as that term is defined at Federal Acquisition Regulation ("FAR") (48 C.F.R.) 2.101, consisting of "commercial computer software" and "commercial computer software documentation" as such terms are used in FAR 12.212. Consistent with FAR 12.212 and DoD FAR Supp. 227.7202-1 through 227.7202-4, and notwithstanding any other FAR or other contractual clause to the contrary in any agreement into which the Agreement may be incorporated, Customer may provide to Government end user or, if the Agreement is direct, Government end user will acquire, the Software and Documentation with only those rights set forth in the Agreement. Use of either the Software or Documentation or both constitutes agreement by the Government that the Software and Documentation are "commercial computer software" and "commercial computer software documentation", and constitutes acceptance of the rights and restrictions herein.

Identified Components; Additional Terms. The Software may contain or be delivered with one or more components, which may include third-party components, identified by HID in the Documentation, readme.txt file, third-party click-accept or elsewhere (e.g. on www.hidglobal.com) (the "Identified Component(s)") as being subject to different license agreement terms, disclaimers of warranties, limited warranties or other terms and conditions (collectively, "Additional Terms") than those set forth herein. You agree to the applicable Additional Terms for any such Identified Component(s).

Limited Warranty.  For a period of ninety (90) days after initial delivery of the Software (the “Software Warranty Period”), HID warrants that the Software, when used as permitted under this Agreement, will operate substantially as described in the Documentation. HID will, as its sole and exclusive obligation and Company’s sole and exclusive remedy for any breach of this warranty, use commercially reasonable efforts to remedy any reproducible error in the Software reported to HID by Company in writing during the Software Warranty Period, or, if such error is material and HID determines that it is unable to remedy the error, HID will refund to Company all License Fees paid by Company, in which case this Agreement will immediately terminate. EXCEPT FOR THE LIMITED WARRANTIES EXPRESSLY STATED HEREIN, THE SOFTWARE, DOCUMENTATION AND MAINTENANCE, AS WELL AS ALL SERVICES, ARE PROVIDED “AS IS”, AND HID AND ITS SUPPLIERS HEREBY EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. HID AND ITS SUPPLIERS DO NOT WARRANT OR REPRESENT THAT THE SOFTWARE, DOCUMENTATION OR MAINTENANCE WILL BE FREE FROM BUGS OR THAT THEIR USE WILL BE UNINTERRUPTED OR ERROR-FREE, OR MAKE ANY OTHER REPRESENTATIONS REGARDING THE USE, OR THE RESULTS OF THE USE, OF THE SOFTWARE OR DOCUMENTATION IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. COMPANY ACKNOWLEDGES THAT HID IS NOT RESPONSIBLE FOR AND WILL HAVE NO LIABILITY FOR HARDWARE, SOFTWARE OR OTHER ITEMS OR ANY SERVICES PROVIDED BY ANY PERSON OR ENTITY OTHER THAN HID OR FOR NETWORK FAILURE. COMPANY FURTHER ACKNOWLEDGES THAT IT HAS RELIED ON NO WARRANTIES OTHER THAN THE EXPRESS WARRANTIES SET FORTH IN THIS AGREEMENT.

Restrictions. This warranty does not apply if the Software, or any other equipment upon which the Software is authorized to be used (a) has been altered, except by HID or its authorized representative, (b) has not been installed, operated, repaired, or maintained in accordance with instructions supplied by HID, (c) has been subjected to abnormal physical or electrical stress, abnormal environmental conditions, misuse, negligence, or accident; or (d) is licensed for beta, evaluation, testing or demonstration purposes. The Software warranty also does not apply to (e) any temporary Software modules; (f) any Software for which an Approved Source does not receive a license fee; and (g) Software supplied by any third party.

Governing Law.  This Agreement shall be deemed to have been made and performed in, and shall be construed pursuant to the laws of the State of Texas, excluding application of its conflict of laws principles.