 End-user License Agreement | Index | Project page |
| End-user License Agreement | Index | Project page |
NOTICE: CAREFULLY READ THIS END-USER LICENSE AGREEMENT BEFORE INSTALLING, ACCESSING, COPYING OR USING THE LICENSED PRODUCT ACCOMPANYING THIS AGREEMENT. CLICKING ON THE "I ACCEPT" BUTTON OR IN ANY OTHER WAY INSTALLING, ACCESSING, COPYING OR USING THE LICENSED PRODUCT, CREATES A LEGALLY ENFORCEABLE CONTRACT AND CONSTITUTES ACCEPTANCE OF ALL TERMS AND CONDITIONS OF THIS AGREEMENT WITHOUT MODIFICATION.
RETURN: IF YOU ARE NOT AUTHORIZED TO ENTER INTO THIS AGREEMENT, OR IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, THEN YOU MUST CLICK ON THE "CANCEL" BUTTON, AND YOU MUST NOT INSTALL, ACCESS, COPY OR USE THE LICENSED PRODUCT, AND YOU MUST, WITHIN 3 DAYS, DELETE AND PERMANENTLY ERASE FROM ALL COMPUTER MEMORIES AND STORAGE MEDIA ALL COPIES OF THE LICENSED PRODUCT AND DOCUMENTATION. TO OBTAIN A REFUND, YOU MUST NOTIFY LICENSOR IN WRITING THAT YOU HAVE COMPLIED WITH THE FOREGOING.
"CONTENT" means any and images, text, database records and any other data produced by the Software.
"DOCUMENTATION" means the user guide, help information and/or other documentation provided by Licensor with the Licensed Products.
"LICENSOR" means owner of the Product, the Broken Event.
"LICENSEE" means the User, together with the business or other entity for which the Licensed Products are obtained.
"SOFTWARE" means any Licensor computer program (in object code and in graphic, text or other resources provided with object code) accompanying this Agreement.
"UPDATES" means, if applicable, any patch, update or new version of the Software delivered to Licensee pursuant to the Support Services.
"LICENSED PRODUCT" means, collectively, the Software and Updates, and all related Documentation.
"USER" means either Licensee (if Licensee is an individual) or any Licensee employee or contractor who is authorized by Licensee to use the Licensed Products. Licensee agrees to be responsible for the acts and omissions of its Users.
"ACTIVATION CODE" means code used to transform Trial Version of Licensed Products into Full Version.
"TRIAL VERSION" means limited evaluation version of the Software with time-limited license.
"FULL VERSION" means payment-based registered and activated version of the Software with perpetual license.
2.1 Licensed Products. Subject to all terms and conditions in this Agreement, Licensor grants Licensee a nonexclusive, nontransferable, nonsublicensable right and license to have the User use the Licensed Products without modification.
2.2 One User per license. The Licensed Products may only be used for the Licensee's internal business or personal purposes, but not by more than one User for whom all fees have been paid by or on behalf of Licensee. User (but not any other person) may install and use the Licensed Products on up to 3 computers, provided the same User is the primary user of all computers and does not share the license. The usage of any copy of the Licensed Products shall otherwise comply with the terms and conditions in this Agreement. No copies of the Licensed Products may be installed, used or retained on any computer for which User is not (or is no longer) the primary user.
2.3 License Control. The Licensee should acknowledge that the Licensed Products may contain code or require devices that detect or prevent unauthorized use of, or disable, the Licensed Products, and Licensee agrees not to circumvent or disable such code or devices.
2.4 Payments. The Licensee shall pay (or cause to be paid to) Licensor any and all initial and recurring fees for the Activation Codes for Licensed Products, in the amounts and at the times agreed by Licensor during the purchase process.
2.5 Activation Codes. The activation of Licensed Products with Activation Codes transforms time-limited license of the Trial Versions into perpetual license of the Full Version. By activating the Full Version with the Activation Code, User agrees to this change.
3.1 The Activation Code counts as confidential information of Licensee with all limitations exposed by law. The Activation Code cannot be used for more than one User and cannot be disclosed to third parties.
3.2 Except as expressly specified in this Agreement, Licensee may not:
a) Use the Licensed Product to create competing product or any software or documentation that is similar to any of Licensed Products.
b) Disassemble, decompile, reverse engineer or otherwise try to discover any source code or underlying structures, ideas or algorithms of the Licensed Products (except and only to the extent these restrictions are expressly prohibited by applicable statutory law).
c) Sublicense, lease, lend, rent or otherwise provide access to the Software to any third party.
e) Allow the transfer, transmission, export or re-export of all or any part of the Licensed Products or any product thereof in violation of any export control laws or any other relevant jurisdiction, or permit any third party to engage in any of the foregoing proscribed acts.
f) Make the functionality of the Software available to multiple users or third parties without causing them to use the Licensed Products directly and to accept this Agreement. This means, but not limited to, uploading the Software to an application services provider, service bureau, software-as-a-service (SaaS) or any other type of services without Licensor's prior written consent, at its consequences.
g) Do anything that could cause or result in the Licensed Product or its part being subject to any open source license (or similar license) that requires as a condition of use, modification or distribution.
h) Distribute Software itself without designation of Licensor and link to Licensor's website.
i) Distribute or disclose to third parties any Content produced by the Software without designation of the Software's title and author.
3.3 Licensee shall not alter, obscure or remove any trademark (including the author and third party markings), patent notice or other proprietary or legal notice displayed by or contained in any Licensed Product or packaging.
4.1 Ownership. The Licensed Product is licensed, not sold. Licensor retain ownership of the Licensed Product including all intellectual property rights therein.
4.2 Copyrights. The Licensed Product is protected by copyright law and international treaties, as well as other intellectual property laws and treaties. Licensor reserves all rights in the Licensed Product not expressly granted to you in this Agreement.
4.3 Third Party Software. The Licensed Products may operate or interface with software or other technology (In-Licensed Code) that is in-licensed from, and owned by, third parties (Third Party Licensors). Licensee agrees that (a) he will use In-Licensed Code in accordance with this Agreement and any other restrictions specified in the applicable license set forth or referenced in the Documentation, (b) no Third Party Licensor makes any representation or warranty to Licensee concerning the In-Licensed Code or the Licensed Products and (c) no Third Party Licensor will have any obligation or liability to Licensee as a result of this Agreement or Licensee's use of the In-Licensed Code or Licensed Products.
4.4 Licensee owns all rights for any Content produced by the Software and can use it for any purposes he wants, except of those specified in 3.2.i of this document.
5.1 Licensor may add or make changes to the License from time to time. When these changes are made, Licensor will make a new copy of License available at Licensor's website and in Licensed Product during usual update process.
5.2 Licensee understands and agrees that after License has been changed, Licensor will consider use of the Licensed Product as acceptance of the updated License.
6.1 To the maximum extent permitted by law, Licensee agrees to defend, indemnify and hold harmless Licensor, its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorney fees) arising out of or accruing from use of the Licensed Product, including downloading, installation or violation of these Terms.
6.2 If a third party initiates a formal lawsuit against Licensee, claiming that the Licensed Products directly infringe any copyrights or misappropriate any trade secrets, Licensor will pay the costs and damages that a court (having final jurisdiction) awards against Licensee in the lawsuit, to the extent that the costs and damages directly relate to the claim. Alternatively, Licensor will pay the costs and damages that Licensor agrees to in a written settlement of the lawsuit. Licensor's obligations under this Section apply only if Licensee.
a) Promptly notifies Licensor of the lawsuit in writing.
b) Allows Licensor to control the defense of the lawsuit and any related settlement negotiations.
c) Cooperates with Licensor and, at Licensor's request and expense, assists Licensor in the defense or settlement of the lawsuit.
The Licensor's obligations under this Section do not apply to any infringement claim based upon:
I) Any use of the Licensed Products not in accordance with this Agreement.
II) Any use of the Licensed Products in combination with other products, equipment, software, or data that Licensor does not supply.
III) Any use of any release of the Licensed Products other than the most current release made available to Licensee.
IV) Any use of any modification of the Licensed Products by any person other than Licensor. This Section states Licensor's entire liability and Licensee's sole and exclusive remedy for infringement claims and actions.
7.1 Support. Licensor will use commercially reasonable efforts to provide Licensee with maintenance and support for the Licensed Products in accordance with its standard practices (as amended from time to time, Support Services). Licensor shall have no obligation to support any version other than the then current and immediate prior version of the Licensed Products. Licensee agrees that Licensor may charge in accordance with its then current policies for any support services resulting from:
a) Problems, errors or inquiries relating to any non-Licensor-provided hardware, system, service or other content or software.
b) Use of any unsupported version of the Licensed Products.
7.2 Updates. Licensor will provide Licensee with any Update that he makes generally available to his other licensees that have purchased the same level of support. Trial Versions will not receive updates automatically.
THE LICENSED PRODUCTS AND SUPPORT SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. LICENSOR DOES NOT WARRANT THAT THE LICENSED PRODUCTS OR SUPPORT SERVICES:
A) WILL MET LICENSEE'S REQUIREMENTS.
B) THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERRORS.
C) ANY CONTENT PRODUCED BY LICENSED PRODUCTS WILL BE ACCURATE OR RELIABLE.
TO THE FULLEST EXTENT PERMITTED BY LAW, LICENSOR HEREBY DISCLAIMS (FOR HIMSELF AND HIS SUPPLIERS) ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE LICENSED PRODUCTS AND SUPPORT SERVICES INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, INTEGRATION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE AND ALL WARRANTIES ARISING FROM ANY COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE.
IN NO EVENT SHALL LICENSOR (OR ITS SUPPLIERS) BE LIABLE CONCERNING THE SUBJECT MATTER OF THIS AGREEMENT, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION (WHETHER IN CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), FOR:
A) LOSS OR INACCURACY OF DATA, LOSS OR INTERRUPTION OF USE OR COST OF PROCURING SUBSTITUTE TECHNOLOGY, GOODS OR SERVICES.
B) INDIRECT, PUNITIVE, INCIDENTAL, RELIANCE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF BUSINESS, REVENUES, PROFITS OR GOODWILL.
C) AGGREGATE DAMAGES, IN EXCESS OF THE AMOUNT PAID TO LICENSOR FOR THE LICENSED PRODUCT OR SUPPORT SERVICE THAT GAVE RISE TO THE CLAIM DURING THE PRIOR 12-MONTH PERIOD, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF THIS AGREEMENT AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED HEREIN.
NONE OF LICENSED PRODUCTS ARE INTENDED FOR USE IN THE OPERATION OF NUCLEAR FACILITIES, LIFE SUPPORT SYSTEMS, EMERGENCY COMMUNICATIONS, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL SYSTEMS, OR ANY OTHER SUCH ACTIVITIES IN WHICH CASE THE FAILURE OF THE LICENSED PRODUCTS COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE. LICENSEE EXPRESSLY ACKNOWLEDGES AND AGREES THAT USE OF ANY OF LICENSED PRODUCTS FOR SUCH PURPOSES IS AT LICENSEE'S RISK.
10.1 Term. This Agreement shall commence on the Effective Date and continue in effect until terminated as provided herein. Trial Version license will be terminated automatically after evaluation period end. To extend license, shoud activate the Full Version. In this case time-limited Trial Version license will be transformed into perpetual Full Version license.
10.2 Without prejudice to any other rights, Licensor may terminate this Agreement if Licensee fails to comply with the terms and conditions of this Agreement.
10.3 Licensee may terminate this Agreement at any time.
10.4 Effects of Termination. Upon termination of this Agreement for any reason, all rights, obligations and licenses of the parties hereunder shall cease, except that:
a) All obligations that accrued prior to the effective date of termination (including without limitation, any payment obligation) and any remedies for breach of this Agreement shall survive any termination.
b) Licensee shall promptly return or destroy all of the Licensed Products and other tangible Confidential Information, and permanently erase all Confidential Information from any computer and storage media.
c) The provisions of Sections 2.2 (Limitations), 2.4 (Payments), 4 (Copyrights), 8 (Warranty Disclaimers), 9 (Limitation of Liability), 10.4 (Effects of Termination) shall survive.
Update date: 15 July 2014.