THE FOLLOWING TERMS AND CONDITIONS CONSTITUTE A SOFTWARE LICENSE AGREEMENT ("LICENSE AGREEMENT") BETWEEN DAPFOR SARL (REFERRED TO AS "Dapfor") AND THE INDIVIDUAL OR SINGLE ENTITY HEREIN REFERRED TO AS "YOU" OR "THE LICENSEE" FOR THE "SOFTWARE" (AS DEFINED BELOW).
PLEASE READ THESE LICENSE TERMS AND CONDITIONS CAREFULLY BEFORE INSTALLING OR USING THE LICENSED SOFTWARE. Dapfor IS WILLING TO GRANT LICENSEE THE FOLLOWING LICENSE TO USE SOFTWARE ACCORDING TO THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT PROVIDED THAT THE LICENSEE ACCEPTS ALL TERMS AND CONDITIONS IN THIS DOCUMENT. IF YOU DON'T AGREE TO ANY PART OF TERMS OF THIS LICENSE AGREEMENT, DO NOT INSTALL, USE, OR EVALUATE, ANY PART, FILE OR PORTION OF THE "SOFTWARE".
All SOFTWARE is licensed, not sold. Dapfor grants you a non-exclusive limited license to use the Software solely for your internal business purposes and in accordance with the terms and conditions of this LICENSE AGREEMENT.
RIGOROUS ENFORCEMENT OF INTELLECTUAL PROPERTY RIGHTS. If YOU purchase the licensed right of use for this SOFTWARE with any intent to reverse engineer, decompile, modify or perform unauthorized transfer of any Dapfor intellectual property and commercial secrets, any resulting products shall be judged illegal by definition of all applicable laws. Any sale or resale of intellectual property or its derivatives so obtained will be prosecuted to the fullest extent of all local, federal and international laws.
ARTICLE 1. DEFINITIONS
- "LICENSE" means the terms and conditions set out in this software License agreement.
- "LICENSEE" means the owner of the LICENSE rights (also referred to as "YOU")
- "LICENSOR" means Dapfor SARL
- "DOCUMENTATION" means all user guides, reference manuals, other documentation accompanying the SOFTWARE (as defined below), and all other documentation otherwise made available by Dapfor.
- "SOFTWARE" means the Dapfor software components, in the form of source code or in binary form together with the user guides, build guides, examples, reference manuals and other documentation accompanying such software components or otherwise made available by Dapfor (collectively, the "Documentation"), any executables delivered with the software components and any modified or updated versions of any of the foregoing made available to LICENSEE pursuant to LICENSEE's purchase of Maintenance and Support.
ARTICLE 2. LICENSE GRANTS
ARTICLE 2.1 USER LICENSE GRANTS
LICENSOR grants you a nonexclusive, nontransferable, perpetual, royalty-free, limited right and license to:
- install and use SOFTWARE and create applications that use SOFTWARE on a single computer.
- use SOFTWARE in binary form on any computer, workstation or server for the sole purpose of executing applications created by LICENSEE.
- copy or have copied SOFTWARE as necessary for back-up or disaster recovery purposes, provided that Dapfor copyright notice and other proprietary rights notices are reproduced on each copy.
ARTICLE 2.2. TRIAL LICENSE GRANTS
- If You would like to try using SOFTWARE before purchasing a USER LICENSE, Dapfor grants you permission to install SOFTWARE for testing purposes for the period ("Evaluation Period") of thirty (30) calendar days from the date of installation or first compilation or first debugging of applications that use SOFTWARE.
- Installing or using of other (new or previous) version of SOFTWARE is not considered as starting a new Evaluation period. This period starts only once without regard to SOFTWARE version.
TRIAL LICENSE does not grant you a permission to make any profit from applications that use SOFTWARE.
Dapfor reserves the rights to apply all reasonable measures to verify Evaluation period on the computer where SOFTWARE has been installed or debugged. If you want to continue using SOFTWARE after expiration of the evaluation period, you must buy a USER LICENSE. Otherwise you must uninstall SOFTWARE and stop using it.
ARTICLE 2.3. LICENSE VALIDITY
Dapfor reserves the rights to apply all reasonable measures to verify validity of USER LICENSE.
ARTICLE 3. SOURCE CODES.
- If Dapfor provides you source code of SOFTWARE, you should maintain strict confidentiality of this information and make it accessible only to authorized users.
- If you purchase source code of SOFTWARE, Dapfor shall not provide you with source code for new versions of SOFTWARE.
- It is forbidden to use any part of the source code to create any similar products. To develop, debug and compile applications based on SOFTWARE after expiration of the Evaluation Period, you must have a USER LICENSE, disregarding whether you have purchased the source code or not.
ARTICLE 4. SOFTWARE UPGRADES.
Dapfor provides you free upgrades of the SOFTWARE (except source code) for a period of 365 days from the purchase date. If you want to use a newer version of the SOFTWARE upon expiration of this period, you have to purchase a license for the newer version of SOFTWARE. Dapfor can offer a discount for the newer version of the same SOFTWARE.
If you use SOFTWARE that is an upgrade/downgrade of another version of SOFTWARE, you may use that upgraded/downgraded SOFTWARE only in accordance with this LICENSE AGREEMENT.
ARTICLE 5. CONFIDENTIALITY
Any license information, activation keys, source codes or similar information provided by Dapfor to LICENSEE is considered confidential information of Dapfor, and LICENSEE must maintain strict confidence of such information. If LICENSEE is a legal entity, LICENSEE may provide activation key to authorized users solely in accordance with this LICENSE AGREEMENT.
ARTICLE 6. LIMITATIONS ON REVERSE ENGINEERING, DECOMPILATION, AND DISASSEMBLY
You may not reverse engineer, decompile, modify, translate, or disassemble SOFTWARE, unless such activity is expressly permitted by applicable law notwithstanding this limitation. You agree to take all reasonable, legal and appropriate measures to prohibit the illegal dissemination of SOFTWARE or any of its constituent parts and redistributables to the fullest extent of all applicable local, US Codes and International Laws and Treaties regarding anti-circumvention, including but not limited to the Geneva and Berne World Intellectual Property Organization (WIPO) Diplomatic Conferences.
ARTICLE 7. RENTAL
You may not rent, lease, or lend SOFTWARE.
ARTICLE 8. TRANSFER
You may NOT permanently or temporarily transfer ANY of your rights under LICENSE AGREEMENT to any individual or entity without prior written approval from Dapfor. You may not reproduce or distribute any Dapfor documentation without Dapfor's explicit permission.
ARTICLE 9. COPYRIGHT
All title and copyrights in and to SOFTWARE (including but not limited to any copyrighted images, demos, source code, intermediate files, packages, photographs, animations, video, audio, music, text, and "applets" incorporated into SOFTWARE, the accompanying printed materials, and any copies of SOFTWARE) are owned by Dapfor or its subsidiaries. SOFTWARE is protected by copyright laws and international treaty provisions and, therefore, you must treat SOFTWARE like any other copyrighted material except that you may install and use SOFTWARE as described in this LICENSE AGREEMENT.
ARTICLE 10. DISCLAIMER OF WARRANTY
Dapfor expressly disclaims any warranty for SOFTWARE. SOFTWARE AND ANY RELATED DOCUMENTATION IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. Dapfor DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE, OR THE RESULTS OF THE USE, OF SOFTWARE IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF SOFTWARE REMAINS WITH YOU. No oral or written information or advice given by Dapfor or its employees shall be considered a warranty or in any way increase the scope of this warranty.
ARTICLE 11. LIMITATIONS ON LIABILITY
To the maximum extent permitted by applicable law, in no event shall Dapfor be liable for any special, incidental, indirect, or consequential damages whatsoever (including but not limited to loss of business, loss of profit, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use SOFTWARE or the provision of or failure to provide Support Services, even if Dapfor has been advised of the possibility of such damages.
LICENSEE understands that the SOFTWARE may produce inaccurate results because of a failure or fault within the SOFTWARE or failure by LICENSEE to properly use and or deploy the SOFTWARE. LICENSEE assumes full and sole responsibility for any use of the SOFTWARE, and bears the entire risk for failures or faults within the SOFTWARE. You agree that regardless of the cause of failure or fault or the form of any claim, YOUR SOLE REMEDY AND Dapfor's SOLE OBLIGATION SHALL BE GOVERNED BY THIS AGREEMENT AND IN NO EVENT SHALL Dapfor's LIABILITY EXCEED THE PRICE PAID TO Dapfor FOR SOFTWARE. This Limited Warranty is void if failure of SOFTWARE has resulted from accident, abuse, alteration, unauthorized use or misapplication of SOFTWARE.
ARTICLE 12. SUPPORT SERVICES
Dapfor may provide you with support services related to the SOFTWARE ("Support Services"). Use of Support Services is governed by Dapfor policies and programs described in the user manual, in online documentation and/or other Dapfor provided materials. Any supplemental the SOFTWARE provided to you as part of the Support Services shall be considered as part of the SOFTWARE and is subject to the terms and conditions of this LICENSE AGREEMENT. Dapfor may use technical information provided by you to Dapfor as the part of the Support Services for its business purposes, including SOFTWARE support and development. Dapfor will not use such technical information in a form that personally identifies you.
ARTICLE 13. TAX
All prices for SOFTWARE on the Dapfor website are shown without any indirect taxes. Unless directly specified by this LICENSE AGREEMENT, Dapfor SARL shall not charge the LICENSEE any taxes excluding the value added tax (V.A.T.). Where applicable, Dapfor shall charge any LICENSEE residing in the European Union (European Economic Community) value added tax under the legislation of the France. The amount of value added tax shall be added to the amount of final invoice issued by Dapfor at the moment of purchase and shall be considered mandatory for any EU resident user.
Except for the above cases, the LICENSEE shall independently pay all taxes and duties, including value added taxes, sales taxes, and any other taxes or duties as required by any jurisdiction or country of their residence as the result of this license that is granted to the LICENSEE for use of any of the Image(s), according to this LICENSE AGREEMENT.
ARTICLE 14. AMENDMENT OF THE LICENSE AGREEMENT
This LICENSE AGREEMENT may only be amended in written form signed by you and an authorized representative of Dapfor. If any provision of this LICENSE AGREEMENT is found void or unenforceable, the remaining provisions shall remain valid and enforceable according to its terms. If any remedy provided is determined to have failed for its essential purpose, all limitations of liability and exclusions of damages set forth in the Limited Warranty shall remain in effect.
ARTICLE 15. MISCELLANEOUS
This LICENSE AGREEMENT shall be construed, interpreted and governed in accordance with the laws of France. You agree and consent that jurisdiction and proper venue for all claims, actions and proceedings of any kind relating to Dapfor or the matters in this LICENSE AGREEMENT shall be exclusively in courts located in France.
Dapfor reserves all rights not specifically granted in this LICENSE AGREEMENT.