END-USER LICENSE AGREEMENT FOR AGISOFT METASHAPE PROFESSIONAL VERSION 2.3
IMPORTANT! PLEASE READ THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT CAREFULLY BEFORE CONTINUING WITH THIS PROGRAM INSTALLATION:
AgiSoft End-User License Agreement (”EULA”) is a legal agreement between you (either an individual or a legal entity) and AgiSoft LLC (referred to as “LISENSOR”) for the AgiSoft‘s proprietary computer program (identified above) and related documentation, printed materials and/or “online” or electronic documentation, (this program and documentation, as well as any updates which may at LICENSOR’S sole discretion be provided to you from time to time, are referred to in this EULA as “PROGRAM”). By installing, copying, or otherwise using the PROGRAM, you agree to be bound by the terms of this EULA. This EULA represents the entire agreement concerning the PROGRAM between you and AgiSoft LLC, and it supersedes any prior proposal, representation, or understanding between the parties. If you do not agree to the terms of this EULA, do not install and/or use the PROGRAM.
1. GRANT OF LICENSE
LICENSOR hereby grants you a non-exclusive, non-transferable right to install and use the PROGRAM: (a) worldwide, (b) during the term of the license in compliance with your license type, (c) within the license scope relevant to your license type, (d) subject to the terms and conditions of this EULA.
2. LICENSE TYPES
2.1. Rehostable Node-Locked Licenses
Rehostable node-locked licenses are tied to the computer hardware, but can be transferred to another computer if needed. If you are to transfer the license, replace major system components or reinstall operating system, you should deactivate the PROGRAM first and then activate it on the new/renewed system.
The number of activation/deactivation operations is not effectively limited for manual license transfer scenarios. However, technical possibility to transfer a node-locked license to a new computer should not be exploited in automated scenarios involving activation/deactivation of the license on regular basis. Excessive usage of activation/deactivation mechanism may result in the situation when user gets blocked in the activation system.
2.1.1. Node-Locked License
With a Node-Locked License LICENSOR grants you a non-exclusive, non-transferable right to install and use the PROGRAM: (a) worldwide; (b) during a non-limited period of time unless otherwise indicated by LICENSOR on providing the license key; the term of the license mentioned above can be terminated on conditions stated in the Section 9 of this EULA; (c) for commercial and non-commercial purposes; (d) subject to the terms and conditions of this EULA. You may activate the PROGRAM on only one device at a time and use it in executable form only.
2.1.2. Node-Locked Educational License
With a Node-Locked Educational License LICENSOR grants you a non-exclusive, non-transferable right to install and use the PROGRAM: (a) worldwide; (b) during a non-limited period of time unless otherwise indicated by LICENSOR on providing the license key; the term of the license mentioned above can be terminated on conditions stated in the Section 9 of this EULA; (c) for educational and research purposes; the PROGRAM, executed under educational license, including any materials created with the help of it shall not be used for commercial purposes; (d) subject to the terms and conditions of this EULA. You may activate the PROGRAM on only one device at a time and use it in executable form only.
2.2. Floating Licenses
With a floating license the PROGRAM can be installed on as many computers as desired; however, at any one time, can only be run on the maximum number of computers for which licenses have been purchased. The computers should be connected to the designated network. One computer or computing device shall be designated as the “license server” where the license server utility is installed and all other devices will require access to the license server to run the PROGRAM.
2.2.1. Floating License
With a Floating License LICENSOR grants you a non-exclusive, non-transferable right to install and use the PROGRAM: (a) worldwide; (b) during a non-limited period of time unless otherwise indicated by LICENSOR on providing the license key; the term of the license mentioned above can be terminated on conditions stated in the Section 9 of this EULA; (c) for commercial and non-commercial purposes; (d) subject to the terms and conditions of this EULA. You may use the PROGRAM in executable form only.
2.2.2. Floating Educational License
With a Floating Educational License LICENSOR grants you a non-exclusive, non-transferable right to install and use the PROGRAM: (a) worldwide; (b) during a non-limited period of time unless otherwise indicated by LICENSOR on providing the license key; the term of the license mentioned above can be terminated on conditions stated in the Section 9 of this EULA; (c) for educational and research purposes; the PROGRAM, executed under educational license, including any materials created with the help of it shall not be used for commercial purposes; (d) subject to the terms and conditions of this EULA. You may use the PROGRAM in executable form only.
2.3. Trial Licenses
2.3.1. Node-Locked Trial License
With a Node-Locked Trial License LICENSOR grants you a non-exclusive, non-transferable right to install and use the PROGRAM: (a) worldwide; (b) during 30 (thirty) days after the first activation of the PROGRAM with the trial license key; the term of the license mentioned above can be terminated on conditions stated in the Section 9 of this EULA; (c) for evaluation purposes; the PROGRAM, executed under trial license, including any materials created with the help of it shall not be used for commercial purposes; (d) subject to the terms and conditions of this EULA. You may activate the PROGRAM on only one device and use it in executable form only.
2.3.2. Floating Trial License
With a Floating Trial License LICENSOR grants you a non-exclusive, non-transferable right to install and use the PROGRAM: (a) worldwide; (b) during 30 (thirty) days after the first activation of the PROGRAM with the trial license key; the term of the license mentioned above can be terminated on conditions stated in the Section 9 of this EULA; (c) for evaluation purposes; the PROGRAM, executed under trial license, including any materials created with the help of it shall not be used for commercial purposes; (d) subject to the terms and conditions of this EULA. The PROGRAM can be installed on as many computers as desired; however, at any one time, can only be run on the maximum number of computers for which licenses have been received. You may use the PROGRAM in executable form only.
2.4. Demo Mode
The PROGRAM can be used in demo mode without any license key. With a Demo License LICENSOR grants you a non-exclusive, non-transferable right to install and use the PROGRAM: (a) worldwide; (b) during a non-limited period of time unless otherwise stated in a EULA for any subsequent version of the PROGRAM; (c) according to the restricted functionality as defined for the demo mode; the PROGRAM, executed under Demo license, including any materials created with the help of it shall not be used for commercial purposes; (d) subject to the terms and conditions of this EULA. You may use the PROGRAM in executable form only.
3. LIMITATION OF LICENSE, RESTRICTIONS AND REQUIREMENTS
(a) Maintenance of Proprietary Notices
You may not alter, remove, or obscure any copyright, trade secret, patent, trademark, logo, proprietary and/or other legal notices on or in copies of the PROGRAM.
(b) Reverse Engineering
The PROGRAM contains Qt and PySide libraries licensed under the GNU Lesser General Public License version 3. Under the terms of the GNU LGPLv3 you may reverse engineer those portions of the PROGRAM that link with and utilize Qt and PySide, but only to the extent needed for the purpose of debugging your modifications to Qt and PySide. You may not decompile, disassemble, reverse engineer, or otherwise attempt to gain access to its methods of operation or to derive the source code of the PROGRAM for any other purpose.
(c) No Transfer
You may not redistribute, encumber, sell, rent, lease, sublicense, assign or otherwise transfer your rights in the PROGRAM, nor transfer license key information to any third party.
(d) No Hosting or Third Party Use
You may not make the PROGRAM available to third parties via the Internet on your computer system or otherwise, including, without limitation, use in connection with a web hosting or similar service.
(e) No Automated Processing Service
You may not use the PROGRAM in any kind of automated processing service, irrespectively of how many components comprise the service.
(f) Use in a Virtualized Environment
If you use virtualization software, including without limitation client hyper-v, to create one or more virtual computers on a single computer hardware system, each virtual computer, and the physical computer, is considered a separate computer for purposes of this EULA. If you want to use the PROGRAM on more than one virtual computer, you must obtain separate copies of the PROGRAM and a separate license for each copy.
4. TITLE AND OWNERSHIP
All title, including but not limited to copyright, in and to the PROGRAM and any copies thereof are owned by AgiSoft LLC. This EULA grants you no title or ownership rights in the PROGRAM.
5. DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY
(a) THE PROGRAM IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGMENT, OR OF FITNESS FOR A PARTICULAR PURPOSE. LICENSOR DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE PROGRAM WILL MEET YOUR REQUIREMENTS OR THAT OPERATION WILL BE UNINTERRUPTED OR ERROR FREE. LICENSOR MAKES NO WARRANTIES RESPECTING ANY HARM THAT MAY BE CAUSED BY THE TRANSMISSION OF A COMPUTER VIRUS, WORM, TIME BOMB, LOGIC BOMB, OR OTHER SUCH COMPUTER PROGRAM. LICENSOR FURTHER EXPRESSLY DISCLAIMS ANY WARRANTY OR REPRESENTATION TO AUTHORIZED USERS OR TO ANY THIRD PARTY.
(b) LICENSOR shall not be liable for special, indirect, incidental, consequential (including , but not limited to, lost profit or the loss of data or information of any kind, however caused, or failure of any licensed software to work or perform in any way) or other damages based in contract, tort or otherwise with respect to any claim on account of or arising from this EULA or use of or inability to use the PROGRAM, even if LICENSOR has been or is hereafter advised of the possibility of such damages. In no event total liability hereunder shall exceed the amount paid by you for this license. LICENSOR does not indemnify you in any way against anything.
6. SUPPORT SERVICES
LICENSOR provides you with e-mail based support for a period of 12 months after the first activation of the PROGRAM with a duly acquired license key, provided that the license key term has not expired, nor has the license been terminated by the date of the support request. Any supplemental software code provided to you as part of the support services shall be considered part of the PROGRAM and subject to the terms and conditions of this EULA, unless otherwise agreed in writing by the parties.
7. UPDATES
You are also granted rights to use any updates of the PROGRAM versions 2.x.x, which LICENSOR makes generally available for download, free of charge. The current EULA shall not entitle you to updates to later versions of the PROGRAM (e.g., versions 3.x.x or later) nor to upgrades to separate products.
8. FEEDBACK
It is not obligatory for you to provide LICENSOR with any comments, suggestions or other feedback (”Feedback”) about the PROGRAM. However, if the Feedback is provided by you, LICENSOR gets the right to use the Feedback to improve the PROGRAM. In order to support this right of the LICENSOR, with this EULA you grant to LICENSOR a non-exclusive, worldwide, irrevocable, perpetual, royalty-free license to, directly or indirectly, use, reproduce, license, sublicense, distribute, make, have made, sell and otherwise commercialize the Feedback in the PROGRAM or other LICENSOR’s products and technologies. You further agree NOT to provide any Feedback that (a) you know is subject to any Intellectual Property Rights of any third party or (b) is subject to license terms which seek to require any products incorporating or derived from such Feedback, or other LICENSOR’s intellectual property, to be licensed to or otherwise shared with any third party.
9. TERMINATION
If you at any time fail to abide by the terms of this EULA, LICENSOR shall have the right to immediately terminate the license (right to use the PROGRAM) granted herein, require the return or destruction of all copies of the PROGRAM from you and certification in writing as to such return or destruction, and pursue any other legal or equitable remedies available.
