CONTRACT between you (either an individual or a single entity) and TheKompany.com Inc. (theKompany.com), which covers your use of either "Quanta Gold" and related software components. All such software is referred to herein as the "Software Product." A software license and a license key or serial number ("Software Product License"), issued to a designated user only by TheKompany.com Inc. or its authorized agents, is required for each concurrent user of the Software Product. If you do not agree to the terms of this EULA, then do not install or use the Software Product or the Software Product License. By explicitly accepting this EULA you are acknowledging and agreeing to be bound by the following terms:
1. EVALUATION LICENSE WARNING (can probably drop this whole paragraph)
This Software Product can be used in conjunction with a free evaluation Software Product License. If you are using such an evaluation Software Product License, you may use the Software Product only to evaluate its suitability for purchase. Evaluation Software has been limited in some way either through timeouts, disabled save or restricted use. TheKompany.com Inc. BEARS NO LIABILITY FOR ANY DAMAGES RESULTING FROM USE (OR ATTEMPTED USE AFTER EXPIRATION) OF THE SOFTWARE PRODUCT, AND HAS NO DUTY TO PROVIDE ANY SUPPORT BEFORE OR AFTER THE EXPIRATION DATE OF AN EVALUATION LICENSE.
2. GRANT OF NON-EXCLUSIVE LICENSE
TheKompany.com Inc. grants the non-exclusive, non-transferable right for a single user to use this Software Product. Each additional concurrent user of the Software Product requires an additional Software Product License. In the case that the source code is provided with the Software Product, theKompany grants you the right to modify, alter, improve, or enhance the Software Product without limitation, except as described in this EULA. Although rights to modification of the Software Product are granted by this EULA, you may not tamper with, alter, or use the Software Product in a way that disables, circumvents, or otherwise defeats its built-in licensing verification and enforcement capabilities. The right to modification of the Software Product also does not include the right to remove or alter any trademark, logo, copyright or other proprietary notice, legend, symbol or label in the Software Product. Any modifications made to the Software Product will render it non-supportable by TheKompany.com. You may at your discretion submit changes back to TheKompany.com and if they are incorporated into the Software Product then the changes will become supported by TheKompany.com. and ownership of the patch is transfered to The Kompany.com Inc. You may not distribute or redistribute changes made to the Software Product to anyone other than TheKompany.com Inc. Although the source code for the Software Product is included you may not share, use, reuse the knowledge or technologies in other applications without explicit approval from TheKompany.com Inc. You may make copies of the Software Product as reasonably necessary for its use. Each copy must reproduce all copyright and other proprietary rights notices on or in the Software Product. You may install each Software Product License on a single computer system. A second installation of the same Software Product License may be made on one other computer system, so long as both copies of the same Software Product License never come into concurrent use. You may also make copies of the Software Product License as necessary for backup and/or archival purposes. Backup and archival copies may not come into active use, together with the Software Product, for any purpose. No other copies may be made. Each copy must reproduce all copyright and other proprietary rights notices on or in the Software Product License. You may not modify or create derivative copies of the Software Product License. All rights not expressly granted to you are retained by TheKompany.com Inc.
3. INTELLECTUAL PROPERTY RIGHTS RESERVED BY THE KOMPANY.COM INC.
The Software Product is owned by theKompany and is protected by United States and international copyright laws and treaties, as well as other intellectual property laws and treaties. You must not remove or alter any copyright notices on any copies of the Software Product. This Software Product copy is licensed, not sold. You may not use, copy, or distribute the Software Product, except as granted by this EULA, without written authorization from TheKompany.com Inc. or its designated agents. Furthermore, this EULA does not grant you any rights in connection with any trademarks or service marks of TheKompany.com Inc. theKompany reserves all intellectual property rights, including copyrights, and trademark rights.
4. NO RIGHT TO TRANSFER
You may not rent, lease, lend, or in any way distribute or transfer any rights in this EULA or the Software Product to third parties without The Kompany.com Inc.'s written approval, and subject to written agreement by the recipient of the terms of this EULA.
5. INDEMNIFICATION
You hereby agree to indemnify TheKompany.com Inc. against and hold harmless TheKompany.com Inc. from any claims, lawsuits or other losses that arise out of your breach of any provision of this EULA.
6. THIRD PARTY RIGHTS
Any software provided along with the Software Product that is associated with a separate license agreement is licensed to you under the terms of that license agreement. This license does not apply to those portions of the Software Product. Copies of these third party licenses are included in all copies of the Software Product.
7. SUPPORT SERVICES
TheKompany.com Inc. may provide you with support services related to the Software Product. Use of any such support services is governed by The Kompany.com Inc. policies and programs described in online documentation and/or other TheKompany.com Inc.-provided materials. As part of these support services, TheKompany.com Inc. may make available bug lists, planned feature lists, and other supplemental informational materials. TheKompany.com Inc. MAKES NO WARRANTY OF ANY KIND FOR THESE MATERIALS AND ASSUMES NO LIABILITY WHATSOEVER FOR DAMAGES RESULTING FROM ANY USE OF THESE MATERIALS. FURTHERMORE, YOU MAY NOT USE ANY MATERIALS PROVIDED IN THIS WAY TO SUPPORT ANY CLAIM MADE AGAINST TheKompany.com Inc.. Any supplemental software code or related materials that TheKompany.com Inc. provides to you as part of the support services, in periodic updates to the Software Product or otherwise, is to be considered part of the Software Product and is subject to the terms and conditions of this EULA. With respect to any technical information you provide to TheKompany.com Inc. as part of the support services, TheKompany.com Inc. may use such information for its business purposes without restriction, including for product support and development. TheKompany.com Inc. will not use such technical information in a form that personally identifies you without first obtaining your permission.
8. TERMINATION WITHOUT PREJUDICE TO ANY OTHER RIGHTS
TheKompany.com Inc. may terminate this EULA if you fail to comply with any term or condition of this EULA. In such event, you must destroy all copies of the Software Product and Software Product Licenses.
9. U.S. GOVERNMENT USE
If the Software Product is licensed under a U.S. Government contract, you acknowledge that the software and related documentation are "commercial items," as defined in 48 C.F.R 2.01, consisting of "commercial computer software" and "commercial computer software documentation," as such terms are used in 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1. You also acknowledge that the software is "commercial computer software" as defined in 48 C.F.R. 252.227-7014(a)(1). U.S. Government agencies and entities and others acquiring under a U.S. Government contract shall have only those rights, and shall be subject to all restrictions, set forth in this EULA. Contractor/manufacturer is TheKompany.com Inc., P.O. Box 80265, Rancho Santa Margarita CA 92688, USA.
10. EXPORT RESTRICTIONS
You will not download, export, or re-export the Software Product, any part thereof, or any software, tool, process, or service that is the direct product of the Software Product, to any country, person, or entity -- even to foreign units of your own company -- if such a transfer is in violation of U.S. export restrictions.
11. NO WARRANTIES
YOU ACCEPT THE SOFTWARE PRODUCT AND SOFTWARE PRODUCT LICENSE "AS IS," AND THEKOMPANY AND ITS THIRD PARTY SUPPLIERS AND LICENSORS MAKE NO WARRANTY AS TO ITS USE, PERFORMANCE, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THEKOMPANY AND ITS THIRD PARTY SUPPLIERS AND LICENSORS DISCLAIM ALL OTHER REPRESENTATIONS, WARRANTIES, AND CONDITIONS, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE PRODUCT REMAINS WITH YOU.
12. LIMITATION OF LIABILITY
THIS LIMITATION OF LIABILITY IS TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. IN NO EVENT SHALL THEKOMPANY OR ITS THIRD PARTY SUPPLIERS AND LICENSORS BE LIABLE FOR ANY COSTS OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS INFORMATION) ARISING OUT OF THIS EULA OR THE USE OF OR INABILITY TO USE THE SOFTWARE PRODUCT OR THE FAILURE TO PROVIDE SUPPORT SERVICES, EVEN IF THEKOMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, THEKOMPANY'S, AND ITS THIRD PARTY SUPPLIERS' AND LICENSORS', ENTIRE LIABILITY ARISING OUT OF THIS EULA SHALL BE LIMITED TO THE LESSER OF THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE PRODUCT OR THE PRODUCT LIST PRICE; PROVIDED, HOWEVER, THAT IF YOU HAVE ENTERED INTO AN THEKOMPANY SUPPORT SERVICES AGREEMENT, THEKOMPANY'S ENTIRE LIABILITY REGARDING SUPPORT SERVICES SHALL BE GOVERNED BY THE TERMS OF THAT AGREEMENT.
13. HIGH RISK ACTIVITIES
The Software Product is not fault-tolerant and is not designed, manufactured or intended for use or resale as on-line control equipment in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, or weapons systems, in which the failure of the Software Product, or any software, tool, process, or service that was developed using the Software Product, could lead directly to death, personal injury, or severe physical or environmental damage ("High Risk Activities"). Accordingly, The Kompany.com Inc. and its suppliers and licensors specifically disclaim any express or implied warranty of fitness for High Risk Activities. You agree that TheKompany.com Inc. and its suppliers and licensors will not be liable for any claims or damages arising from the use of the Software Product, or any software, tool, process, or service that was developed using the Software Product, in such applications.
14. GOVERNING LAW; ENTIRE AGREEMENT ; DISPUTE RESOLUTION
This EULA is governed by the laws of the Commonwealth of Massachusetts, U.S.A., excluding the application of any conflict of law rules. The United Nations Convention on Contracts for the International Sale of Goods shall not apply. This EULA is the entire agreement between TheKompany.com Inc. and you, and supersedes any other communications or advertising with respect to the Software Product; this EULA may be modified only by written agreement signed by authorized representatives of you and TheKompany.com Inc.. Unless otherwise agreed in writing, all disputes relating to this EULA (excepting any dispute relating to intellectual property rights) shall be subject to final and binding arbitration in the State of California, in accordance with the Licensing Agreement Arbitration Rules of the American Arbitration Association, with the losing party paying all costs of arbitration. Arbitration must be by a member of the American Arbitration Association. If any dispute arises under this EULA, the prevailing party shall be reimbursed by the other party for any and all legal fees and costs associated therewith.
15. GENERAL
If any provision of this EULA is held invalid, the remainder of this EULA shall continue in full force and effect. A waiver by either party of any term or condition of this EULA or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof.
16. OUTSIDE THE U.S.
If you are located outside the U.S., then the provisions of this Section shall apply. The parties confirm that this EULA and all related documentation is and will be in the English language. You are responsible for complying with any local laws in your jurisdiction which might impact your right to import, export or use the Software Product, and you represent that you have complied with any regulations or registration procedures required by applicable law to make this license enforceable.
17. TRADEMARKS
The following are trademarks or registered trademarks of TheKompany.com Inc.: theKompany, Kivio, BlackAdder, KDE Studio Gold, Quanta Gold, DocBrowser, Aethera, Kode, and Rekall.
18. CONTACT INFORMATION
If you have any questions about this EULA, or if you want to contact The Kompany.com Inc. for any reason, please direct all correspondence to: theKompany P.O. Box 80265, Rancho Santa Margarita, CA 92688, United States of America or send email to info@thekompany.com.