Table of Contents
Software License and Limited Warranty Agreement
PLEASE READ CAREFULLY BEFORE DOWNLOADING, INSTALLING OR USING THIS SOFTWARE:
THIS SOFTWARE LICENSE AGREEMENT IS A LEGAL AGREEMENT BETWEEN YOU ( EITHER AN INDIVIDUAL OR, IF PURCHASED OR OTHERWISE ACQUIRED BY OR FOR AN ENTITY, AN ENTITY) AND db&w Bornemann und Wolf GbR.
BY CLICKING THE “ACCEPT” BUTTON, OPENING THE PACKAGE, DOWNLOADING, INSTALLING OR OTHERWISE USING THIS SOFTWARE YOU AGREE TO BECOME BOUND BY THE TERMS OF THIS LICENSE . IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, CLICK THE “DO NOT ACCEPT” BUTTON AND DO NOT DOWNLOAD, INSTALL OR USE THIS SOFTWARE OTHERWISE.
“Licensee” means you, the User, who agrees to all of the terms set forth in this Software License and Warranty Agreement, by downloading, installing or using this software.
“Licensed Software” shall mean the exrTrader plug in for LightWave 3D and documentation for exrTrader.
“Software” shall mean the exrTrader plug in for LightWave 3D and documentation for exrTrader.
2.0 OWNERSHIP OF THE SOFTWARE
The Licensee acknowledges and agrees that all of the computer programs and associated documentation are owned exclusively by db&w Bornemann und Wolf GbR. You agree that the price paid by you for the Software is a license fee granting you only rights set forth in this License Agreement.
3.0 RESTRICTED LICENSE exrTrader
db&w Bornemann und Wolf GbR grants Licensee a non-exclusive, non-transferable, non-assignable, non-sub licensable, revocable and restricted license to use Licensed Software, in machine-readable, object code form only. The licensee agrees to use the Software solely for the purposes as outlined in this Agreement. The License Agreement does not convey to the licensee any ownership rights or any other interest in the software.
4.0 SCOPE OF LICENSE
This Software is licensed to be installed and used only in connexion with one LightWave 3D license. A valid license must be purchased for each LightWave 3D license.
5.0 LICENSE RESTRICTIONS
No license is granted to Licensee for any other purpose and Licensee may not sell, rent, lent, lease, loan or sublicense or otherwise encumber or transfer the Licensed Software, in whole or in part, to any third party for any purpose.
5.1 Licensee may not duplicate or modify or translate or decompile or create derivative works of the Licensed Software, or disassemble or reverse-engineer script or protocols of the Licensed Software.
5.2 Licensee agrees to use all reasonable efforts to protect the Software from unauthorized use, modification, reproduction, distribution or publication.
5.3 Licensee acknowledges that nothing in this Agreement gives Licensee the right to use any trademark, trade name, or service mark of db&w Bornemann und Wolf GbR or any third party from whom db&w Bornemann und Wolf GbR has acquired license rights.
5.4 The License and other terms and conditions set forth in this Agreement shall apply to any and all versions and components of the Licensed Software furnished by db&w Bornemann und Wolf GbR to Licensee during the term of this Agreement and all versions and components of the Licensed Software used by Licensee in accordance with this Agreement.
5.5 The Licensed Software shall be used only by Licensee and only subject to the terms and conditions in this Agreement.
6.0 TITLE, PROPRIETARY RIGHTS, AND DEVELOPMENT
6.1 The Licensee agrees that db&w Bornemann und Wolf GbR and/or its licensors own all right, title and interest in the Licensed Software and in all patents, trademarks, trade names, inventions, copyrights, know-how and trade secrets relating to the design, manufacture, operation or service of the Licensed Software. All rights not expressly granted are hereby reserved by db&w Bornemann und Wolf GbR. Unauthorized copying or use of the Licensed Software, or failure to comply with the restrictions provided in this Agreement, will result in automatic termination of this Agreement. Nothing in this Agreement shall change db&w Bornemann und Wolf GbR’s or any of its licensors’ ownership rights to their respective intellectual property, including but not limited to the Licensed Software.
6.2 db&w Bornemann und Wolf GbR is under no obligation to support the Licensed Software in any way, or to provide Licensee with updates, bug fixes, builds, or error corrections (collectively “Software Updates”). If db&w Bornemann und Wolf GbR at its sole option, supplies Software Updates to Licensee, the Updates will be considered part of Licensed Software, and subject to the terms and conditions of this Agreement.
6.3 The Licensee acknowledges that db&w Bornemann und Wolf GbR shall have the right, in its sole discretion and without incurring any liability, to modify the Licensed Software or discontinue its use or distribution at any time and for any reason.
7.0 TERM AND TERMINATION OF AGREEMENT
This Agreement will commence on the date on which Licensee downloads Licensed Software (the “Effective Date”) and will remain in force until terminated.
7.1 Licensee might terminate the license at any time by removing the Software from the computer and destroying the original Software and all copies.
7.2 Upon termination or expiration of this Agreement, Licensee must cease use of and destroy the Licensed Software, any records or copies thereof and any related materials, and provide to db&w Bornemann und Wolf GbR a written statement certifying that Licensee has complied with the foregoing obligations within thirty (30) days.
7.3 This license will automatically terminate if the licensee breaches any of the terms or conditions set out in this license agreement.
7.4 Rights and obligations under this Agreement which by their nature should survive, shall remain in effect after termination or expiration hereof.
8.0 DISCLAIMER OF WARRANTY
8.1 Licensed Software IS PROVIDED “AS IS.” ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ARE DISCLAIMED, EXCEPT TO THE EXTENT THAT SUCH DISCLAIMERS ARE HELD TO BE LEGALLY INVALID.
8.2 db&w Bornemann und Wolf GbR does not warrant that the operation of the Licensed Software will be uninterrupted or error-free.
9.0 LIMITATION OF LIABILITY
9.1 IN NO EVENT SHALL db&w Bornemann und Wolf GbR BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING ANY OR ALL GENERAL, SPECIAL, CONSEQUENTIAL, INCIDENTAL, INDIRECT OR PUNITIVE DAMAGES ARISING OUT OF THIS AGREEMENT OR USE OF THE LICENSED Software OR CONFIDENTIAL INFORMATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT db&w Bornemann und Wolf GbR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
9.2 Notwithstanding the foregoing, any damages that you might incur for any reason whatsoever (including, without limitation, all damages referenced above and all direct or general damages), the entire liability of db&w Bornemann und Wolf GbR and any of its suppliers under any provision of this Agreement and your exclusive remedy for all of the foregoing shall be limited to the greater of the amount, if any, actually paid by you for the Licensed Software or U.S.$5.00. The foregoing limitations, exclusions and disclaimers shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.
9.3 Licensee will hold db&w Bornemann und Wolf GbR harmless from any claims based on Licensee's use of the Licensed Software for any purposes, and from any claims that later versions or releases of any Licensed Software furnished to Licensee are incompatible with the Licensed Software provided to Licensee under this Agreement.
9.4 Licensee shall have the sole responsibility to adequately protect and backup Licensee's data or equipment used in connexion with the Licensed Software. Licensee shall not claim against db&w Bornemann und Wolf GbR for lost data, inaccurate output, work delays or lost profits resulting from Licensee's use of the Licensed Software.
9.5 Neither party will be liable for any indirect, punitive, special, incidental or consequential damage in connection with or arising out of this Agreement, including loss of business, revenue, profits, use, data or other economic advantage, however it arises, whether for breach or in tort, even if that party has been previously advised of the possibility of such damage.
10.0 GENERAL TERMS AND INDEMNITY
10.1 Any action relating to or arising out of this Agreement shall be governed by German law.
10.2 Neither party may assign or otherwise transfer any of its rights or obligations under this Agreement, without the prior written consent of the other party, except that db&w Bornemann und Wolf GbR may assign this Agreement to any other company.
10.3 If any part of this Agreement is found void and unenforceable, it will not affect the validity of the balance of the Agreement, which shall remain valid and enforceable according to its terms. In the event that it is determined by a court of competent jurisdiction as a part of a final non-appeal able judgement that any provision of this Agreement (or part thereof) is invalid, illegal, or otherwise unenforceable, such provision will be enforced as nearly as possible in accordance with the stated intention of the parties, while the remainder of the Agreement will remain in full force and effect and the parties will be bound by obligations which approximate, as closely as possible, the effect of the provision found invalid or unenforceable, without being themselves invalid or unenforceable. The waiver of any breach or default shall not constitute a waiver of any other right in this Agreement or any subsequent breach or default. No waiver shall be effective unless in writing and signed by an authorized representative of the party to be bound. Failure to pursue, or delay in pursuing, any remedy for a breach shall not constitute a waiver of such breach.
10.4 Licensee agrees that the Licensee shall indemnify, defend, and hold harmless db&w Bornemann und Wolf GbR, and its respective officers, directors, employees, agents, successors, and assigns, from any damage, allegation, cost, loss, liability, or expense (including court costs and reasonable fees for attorneys or other professionals) arising out of or resulting from or in connexion with any breach or claimed breach of the terms of this Agreement or warranties provided herein.