READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE INSTALLING/OPENING/DOWNLOADING SOFTWARE. INSTALLING/OPENING/DOWNLOADING SOFTWARE INDICATES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, RETURN/DO NOT INSTALL/DO NOT DOWNLOAD THE SOFTWARE.
1. LICENSE. In this license agreement (“License Agreement”), you, the owner/purchaser of license rights granted by this Agreement, are referred to as “Licensee” or “You.” In accordance with the terms and conditions of this License Agreement, Cyber Science 3D (“Licensor”) grants Licensee the non-exclusive license to use the accompanying software (“Software”) and documentation (“Documentation”) subject to the restrictions stated herein. In this License Agreement, the Software and Documentation and any copies or modifications are referred to as the “Licensed Product.” Except as authorized herein, Licensee shall not transfer or distribute the Licensed Product to others, and this Agreement shall automatically terminate in the event of such unauthorized transfer or distribution. Licensee shall not copy, modify or create derivative works the Licensed Product, except that Licensee may make one copy the Software solely for back-up purposes as long as all titles, trademark, trade name, copyright, restricted rights and other notices are reproduced and included on the back-up copy.
2. Ownership. All rights to and in the Licensed Product, all copies and derivative works, including, but not limited to, copyrights and trade secret rights, belong to Licensor and Licensor holds title to each copy of the Software. All rights not specifically granted to Licensee are hereby reserved by Licensor.
3. Term. This License Agreement is effective for one (1) year from the effect date unless earlier terminated. Without prejudice to any other rights, Licensor may terminate this License Agreement if Licensee breaches any of the terms and conditions contained herein. Upon expiration or termination of this License Agreement for any reason, Licensee shall uninstall, delete and discard the Licensed Product. Licensee may terminate this License Agreement by uninstalling, deleting or discarding the Licensed Product and notifying Licensor of such actions. All provisions of this Agreement relating to disclaimers of warranties, limitation of liability, remedies, or damages, and Licensor’s proprietary rights shall survive termination.
4. Restrictions On Transfer. Licensee may transfer the Software and this License Agreement to another party only if the other party agrees to accept the terms and conditions of this License Agreement. Upon transfer, Licensee must transfer all copies, whether in print or machine-readable form, to the transferee and destroy any copies not transferred, including all modifications and portions of the Licensed Product contained or merged into other programs and all back-up or archival copies. Licensee shall not sublicense, assign, or transfer the License Agreement or the Licensed Product except as expressly provided in this Agreement and any attempt otherwise to sublicense, assign, or transfer any of the rights hereunder is void.
5. Restrictions on Use. The Software is delivered in executable code only. Licensee shall not adapt, alter, merge, modify, or translate the Software, or decompile, disassemble, reverse engineer or reduce the Software to human-perceivable form. Licensee shall not sell, rent, lease, loan or publish the Licensed Product. Licensee may not modify or create derivative works of the Software or Documentation. Licensee shall not make or distribute copies of the Software or Documentation.
6. Limited Warranty. Licensor does not warrant that the functions contained in the Licensed Product will meet Licensee’s requirements or that the operation of the Software will be uninterrupted or error-free. Licensor does warrant that the media on which the Software is furnished will be free from defects in materials and workmanship under normal use for a period of ninety (90) days from the date of delivery (“Warranty Period”). Licensee’s exclusive remedy under this limited warranty is the replacement of any defective physical media on which the Software is furnished, as provided herein. To receive a replacement for defective media under this limited warranty, return the defective media to Licensor during the Warranty Period, with proof of purchase. Licensor will
provide error fixes during the term of the License under the terms of any Support Agreement that You may have with Licensor.
EXCEPT AS PROVIDED ABOVE, THE LICENSED PRODUCT IS PROVIDED “AS IS, WITH ALL FAULTS” AND WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT AND NONINFRINGEMENT. LICENSOR DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET LICENSEE REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ERRORS WILL BE CORRECTED. FURTHERMORE, LICENSOR DOES NOT WARRANT THE DATA GENERATED BY THE OPERATION OR USE OF THE SOFTWARE OR THE ACCURACY, CORRECTNESS, RELIABILITY OR OTHERWISE OF SUCH DATA. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE LICENSED PRODUCT IS WITH LICENSEE.
Some states do not allow the exclusion of implied warranties, so the above exclusion may not apply to You. This warranty gives You specific legal rights, and You may also have other rights that vary from state to state.
7. Limitation Of Liability. LICENSOR’S SOLE OBLIGATION OR LIABILITY UNDER THIS AGREEMENT IS THE REPLACEMENT OF DEFECTIVE MEDIA ACCORDING TO THE LIMITED WARRANTY ABOVE. IN NO EVENT WILL LICENSOR BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, DIRECT OR INDIRECT DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF DATA, LOSS OF PROFITS, LOST SAVINGS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION OR ANY OTHER PECUNIARY LOSS ARISING OUT OF USE OF OR INABILITY TO USE THE SOFTWARE OR DOCUMENTATION, BASED ON ANY THEORY OF LIABILITY, INCLUDING TORT, CONTRACT, STRICT LIABILITY, BREACH OF WARRANTY, PRODUCT LIABILITY, NEGLIGENCE OR OTHERWISE, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY. IN ANY EVENT LICENSOR’S ENTIRE LIABILITY SHALL BE THE AMOUNT ACTUALLY PAID BY LICENSEE FOR THE LICENSED PRODUCTS. SOME STATES DO NOT PERMIT THE EXCLUSION OR LIMITATION OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
8. General. This Agreement is governed by and interpreted under the substantive and procedural laws of the State of Iowa, without regard to conflicts of provisions. All disputes shall be resolved in the state and federal courts having jurisdiction in Johnson County, Iowa. This License Agreement is the complete and final agreement between the parties and supersedes all other written or oral agreements, including any purchase or sale orders. The failure or delay of Licensor to enforce any provision hereof shall not be deemed a waiver of its rights or of the breach.