Xopus 3.0 EULA
Xopus End User License Agreement
Q42 Internet BV ("Licensor") will license the Xopus software to a person, or organisation ("Customer") if and only if the Customer accepts the software license agreement ("License"). By purchasing the Xopus software, Customer accepts the License. If Customer does not accept the License Customer must destroy all copies of the Xopus software in Customers possession.
DEFINITIONS. The Xopus software are delivered as a package of (including but not limited to) the Xopus product files ("Product Files", contained in the XOPUS directory), license files ("License Files", contained in the LICENSE directory), configuration files, examples and documentation. "Software" means this package provided to Customer by Licensor under the License. "Seat" means a personal computer that can be used to access the Software. "Hostname" means the name of a web server by which it is identified in the HTTP protocol.
LICENSE. The Software are licensed, not sold, to Customer by Licensor. Licensor grants Customer a non-exclusive, non-transferable, limited license for the number of Seats specified on the invoice to use the Software in combination with a web server identified by the Hostname specified on the invoice. Using the Software beyond these limitations will terminate the License. Customer may not loan, rent, lease, sublicense, reproduce, distribute or otherwise transfer the Software to third parties without written permission of Licensor.
RESTRICTIONS. The Product Files are confidential and copyrighted. Title to the Product Files and all associated intellectual property rights is retained by Licensor. Unless enforcement is prohibited by applicable law, Customer may not modify, extend or reverse engineer the Product Files or the License Files without written permission of Licensor. No right to any trademark, service mark, logo or trade name of Licensor is granted under this License. As between Customer and Licensor, anything created by Customer via Customers utilization of the Software, in accordance with the terms of this License, is Customers property.
LIMITED WARRANTY. Customers exclusive remedy for any problem with the Software and Licensor's entire liability under this License will be at Licensor's option to replace the Software media or refund the fee paid for the Software. Any warranties (implied or explicit) on the Software are limited to ninety (90) days.
LIMITATION OF LIABILITY. Licensor and its suppliers are not liable for any loss or damages of any kind arising out of, or related to the use or inability to use the Software even if the Licensor or its representatives have been advised of the possibility of such loss or damages. Licensor's liability to Customer never exceeds the fee paid for the Software.
SOFTWARE UPDATES. Customer acknowledges that installing new versions of the Software ("Updates") provided by Licensor may require Customer to accept updated terms and conditions for installation. If additional terms and conditions are not presented on installation, the Updates will be considered part of the Software and subject to the terms and conditions of the License.
TERMINATION. This License is effective until terminated. Customer may terminate this License at any time. This License will terminate immediately without notice from Licensor if Customer fails to comply with any provision of this License. Either party may terminate this License immediately should Software become, or in either party's opinion be likely to become, the subject of a claim of infringement of any intellectual property right. Upon termination, Customer must destroy all copies of the Software.
EXPORT REGULATIONS. All Software delivered under this License are subject to the export control laws of the jurisdiction in which the Software was obtained and may be subject to export or import regulations in other jurisdictions. Customer agrees to comply strictly with all such laws and regulations and acknowledge that Customer has the responsibility to obtain such licenses to export, re-export, or import as may be required after delivery to Customer.
COPYRIGHTS. Customer acknowledges that the Product Files are intellectual property of and are owned by Licensor. The Product Files are protected by copyright, including but not limited to Dutch Copyright Law, international treaty provisions and applicably laws in the jurisdiction in which it is used. Customer agrees to protect the confidentiality of the Product Files. Customer agrees not to provide a copy of this Software nor divulge any proprietary information of Licensor to any person or entity, other than Customers employees, except under written permission of Licensor. Customer agrees to use its best efforts to see that any user of the Software complies with this License.
TRADEMARKS AND LOGOS. Customer acknowledges and agrees as between Customer and Licensor that Licensor owns the Q42, XOPUS and THE FRIENDLY XML EDITOR trademarks and all Q42, XOPUS and THE FRIENDLY XML EDITOR related trademarks, service marks, logos and other brand designations ("Licensor Marks"). Any use Customer makes of Licensor Marks inures to Licensor's benefit. GOVERNING LAW. Any action related to this License will be governed by the laws of the Netherlands. No choice of law rules of any jurisdiction will apply.
SEVERABILITY. If any provision of this License is held to be unenforcable, this License will remain in effect with the provision omitted, unless omission would frustrate the intent of the parties, in which case this License will immediately terminate.
INTEGRATION. The License is the entire agreement between Customer and Licensor relating its subject matter. It supersedes all prior or contemporaneous communications and prevails over any conflicting or additional terms of any other communication between the parties relating to its subject matter during the term of this License. No modification of this License will be binding, unless accepted by both the Customer and the Licensor.