» version 1.3.0 - posted on 2008-10-15
EULA - End User License Agreement
1. License Agreement.
Binarema S.L. (hereinafter "Binarema") grants Licensee a non-exclusive and non-transferable license to reproduce and use for personal or internal business purposes the executable code version of Volutive 1 (hereinafter the "Software"), provided any copy must contain all of the original proprietary notices. This license does not entitle Licensee to receive from Binarema hard-copy documentation, technical support, telephone assistance, or enhancements or updates to the Software.
If more than one license agreement was provided for the Software, and the terms vary, the order of precedence of those license agreements is as follows: a signed agreement, a license agreement available for review on the Binarema website, a printed or electronic agreement that states clearly that it supersedes other agreements, a printed agreement provided with the Software, an electronic agreement provided with the Software.
Binarema may terminate this Agreement at any time, for any reason or no reason. Binarema may also terminate this Agreement if Licensee breaches any of its terms and conditions. Upon termination, Licensee shall destroy all copies of the Software.
The terms of this agreement may not be extensive to future versions of the Software.
Without Binarema’s prior written consent, Licensee may not: (i) modify or create any derivative works of the Software or documentation, including customization, translation or localization; (ii) decompile, disassemble, reverse engineer, or otherwise attempt to derive the source code for the Software (except to the extent applicable laws specifically prohibit such restriction); (iii) redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer rights to the Software; (iv) remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Software; or (v) publish any results of benchmark tests run on the Software to a third party.
There is no license fee for the Software.
4. Proprietary Rights.
Title, ownership rights, and intellectual property rights in the Software shall remain in Binarema. The Software is protected by copyright and other intellectual property laws and by international treaties.
5. Disclaimer of Warranty.
THE SOFTWARE IS PROVIDED FREE OF CHARGE, AND, THEREFORE, ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES THAT IT IS FREE OF DEFECTS, VIRUS FREE, ABLE TO OPERATE ON AN UNINTERRUPTED BASIS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR NON-INFRINGING. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. NO USE OF THE SOFTWARE IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER.
6. Limitation of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL BINAREMA OR ITS AFFILIATES OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN ANY CASE, BINAREMA’S COLLECTIVE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL NOT EXCEED IN THE AGGREGATE THE SUM OF THE FEES LICENSEE PAID FOR THIS LICENSE (IF ANY). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, SO THIS EXCLUSION AND LIMITATION MAY NOT APPLY TO YOU.
7. Export Control.
Licensee agrees to comply with all export laws and restrictions and regulations of the United States or foreign agencie or authorities, and not to export or re-export the Software or any direct product thereof in violation of any such restrictions, laws or regulations, or without all necessary approvals. As applicable, each party shall obtain and bear all expenses relating to any necessary licenses and/or exemptions with respect to its own export of the Software from the U.S. By installing or using the Software, Licensee agrees to the foregoing and represents and warrants that it complies with these conditions.
8. U.S. Government End-Users.
The Software is a "commercial item", as that term is defined in 48 C.F.R. 2.101 (Oct. 1995), consisting of "commercial computer software" and "commercial computer software documentation", as such terms are used in 48 C.F.R. 12.212 (Sept. 1995). Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4 (June 1995), all U.S. Government End-Users acquire the Software with only those rights set forth herein.
This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof, and may be amended only by a writing signed by both parties. This Agreement shall be governed by the laws of Spain, excluding its conflict of law provisions. All disputes relating to this Agreement are subject to the exclusive jurisdiction of the courts of Spain and you expressly consent to the exercise of personal jurisdiction in the courts of Spain in connection with any such dispute including any claim involving Binarema.
This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods.
If any provision in this Agreement should be held illegal or unenforceable by a court of competent jurisdiction, such provision shall be modified to the extent necessary to render it enforceable without losing its intent, or severed from this Agreement if no such modification is possible, and other provisions of this Agreement shall remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof.