IPLEX TX II Software Licence Agreement

IMPORTANT

CAREFULLY READ ALL THE TERMS AND CONDITIONS OF THIS LICENSE

AGREEMENT BELOW BEFORE USING THE SOFTWARE.

Product Name :  TXⅡ Software

Version : 1.0.0.0

THIS IS A VALID AND LEGALLY ENFORCEABLE AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR A SINGLE ENTITY) AND EVIDENT CORPORATION (“EVIDENT”). THE SOFTWARE INCLUDES EVIDENT’ COMPUTER PROGRAM, ASSOCIATED PRINTED MATERIALS, DATA AND INFORMATION, WHICH ARE PROVIDED IN THIS PACKAGE OF SOFTWARE PRODUCT. BY DOWNLOADING, COPYING OR OTHERWISE USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. THE SOFTWARE INCLUDES SOME OPEN SOURCE SOFTWARE. REGARDING THE USE OF SUCH OPEN SOURCE SOFTWARE, YOU SHALL FOLLOW THE LICENSE TERMS AND CONDITIONS APPLIED TO SUCH OPEN SOURCE SOFTWARE. ANY PART OF THIS AGREEMENT DOES NOT RESTRICT, CHANGE OR ALTER ANY OF YOUR RIGHTS AND OBLIGATIONS IMPOSED BY THE LICENSE TERMS AND CONDITIONS OF THE OPEN SOURCE SOFTWARE. EVIDENT GRANTS TO YOU A NON-EXCLUSIVE LICENSE TO USE THE SOFTWARE, PROVIDED THAT YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS:

Section 1 Intellectual property

All title and copyrights of the Software are owned by Evident or its licensors. The Software is also protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The Software is licensed, not sold.

Section 2 Conditions of use

1. You may copy and use the Software on multiple computers.
2. You may copy the Software for backup purposes.
3. The Software is subject to change without notice for debugging, upgrading or any other purposes.

Section 3 Rental and transfer

You may not rent, lease, sublicense or lend the Software or a copy of the Software. You may, however, transfer all of your rights under this Agreement, provided you retain no copies of the Software, and the recipient agrees to the terms and conditions of this Agreement.

Section 4 Restrictions

1. You may not sell, distribute or reproduce the whole or part of the Software without Evident’ prior approval.
2. You may not create, transfer, sell, distribute, rent or lease any derivative work of the Software.
3. You may not analyze, reverse engineer, decompile or disassemble the Software, DLL or any part of the Software, or print out the Software.
4. You agree that the Software is subject to the export control laws and regulations of Japan, U.S.A. and other competent countries. You shall follow any such applicable export control laws and regulations of Japan, U.S.A. and other countries.
5. You may not alter, erase or deface any trademark, warning, copyright and other notice on the Software.

Section 5 Limited warranty

EVIDENT DOES NOT WARRANT THAT ALL OF THE NONCONFOMITY TO THIS AGREEMENT (INCLUDING, SPECIFICATIONS, INSTRUCTIONS, IF ANY) WILL BE CORRECTED.

Section 6 Disclaimer

1. EXCEPT FOR THE LIMITED WARRANTIES PROVIDED HEREIN, THE SOFTWARE IS PROVIDED TO YOU “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, AND/OR FITNESS FOR A PARTICULAR PURPOSE.
2. EVIDENT SHALL NOT BE HELD LIABLE FOR ANY DAMAGES SUFFERED OR INCURRED BY YOU OR ANY OTHER THIRD PARTY (INCLUDING, BUT NOT LIMITED TO, GENERAL, SPECIAL, DIRECT, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION AND THE LIKE), ARISING OUT OF OR IN CONNECTION WITH THE DELIVERY, USE OR PERFORMANCE OF THE SOFTWARE, EXCEPT FOR SUCH DIRECT DAMAGESCAUSED BY THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF EVIDENT.

Section 7 Effective period

1. This Agreement shall become effective as of the date when you receive a license code issued by Evident, and Evident warrants that the Software will perform substantially as described in the manuals or other document accompanying the Software within ninety (90) days after you receive the license code.
2. Without prejudice to any other rights, Evident may terminate this Agreement if you fail to comply with the terms and conditions of this Agreement. In such event, you must destroy all copies of the Software and all of its component parts.
3. Evident has a right to stop providing this software without any notice to users.

Section 8 Governing law and jurisdiction

1. This Agreement shall be governed by, performed under and construed in accordance with the laws of Japan.
2. Any dispute arising in connection with this Agreement shall be subject to the exclusive jurisdiction of the Tokyo District Court.