Querix Lycia End-User License Agreement
PLEASE READ THE AGREEMENT CAREFULLY. BY SELECTING THE “ACCEPT LICENSE AGREEMENT” (OR THE EQUIVALENT) BUTTON AND/OR BY DOWNLOADING/INSTALLING/USING THE SOFTWARE YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS AND CONDITIONS AND AGREE TO THEM.
IF YOU ARE AGREEING TO THESE TERMS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THE LEGAL ENTITY TO THESE TERMS. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT WISH TO BE BOUND BY THE TERMS, THEN SELECT THE “DECLINE LICENSE AGREEMENT” (OR THE EQUIVALENT) BUTTON AND YOU MUST NOT USE THE SOFTWARE ON THIS SITE OR ANY OTHER MEDIA ON WHICH THE SOFTWARE IS CONTAINED.
IF YOU ARE NOT AGREEING TO THESE TERMS AND CONDITIONS, YOU SHOULD, WITHIN 7 DAYS OF RECEIPT, RETURN THE SOFTWARE, THE USER MANUAL, AND ANY ASSOCIATED DOCUMENTATION THAT COMPRISE THE SOFTWARE PACKAGE INTACT TO YOUR SUPPLIER WHO WILL CREDIT THE LICENSE FEE CHARGED TO OR PAID BY YOU.
THE LICENSE AGREEMENT ALSO APPLIES TO ANY QUERIX UPDATES, SUPPLEMENTS, INTERNET-BASED SERVICES, AND SUPPORT SERVICES.
The Software media/download, the user manual and any associated documentation (“the Software”) is supplied under license from Querix (UK) Limited (“Querix”) or a Querix reseller or other supplier (“Supplier”) upon the following terms which you will be deemed to have accepted upon opening the Software Media Package.
All copyrights and other intellectual property rights in the Software and all of its derivative works, whether now existing or hereafter created by any entity, are owned absolutely by Querix (UK) Limited or its Licensors to Querix (UK) Limited. You may not load the Software into a computer, copy it in any network, or use the Software in any manner without the express license of Querix or your Supplier on the terms set out below.
In consideration of the license fee you are granted a non-exclusive, non-transferable (except as set forth in 7.F below) license to use the Software on the conditions set out below:
A) to use the Software on the single computer or single computer system for which this Software license was purchased which is under your control and within the user limitation, as established by the software activation key delivered to you pursuant to your purchase. (The Software contains embedded user limitation facilities.)
B) to copy the Software (but not of the user manual and associated documentation) solely for security backup purposes provided that you reproduce all copyright notices, trademarks, legends and logos on any backup copy and maintain an accurate record of the location of any backup copy.
1. ADDITIONAL CONDITIONS OF USE
The Software is copyrighted by Querix, and other authorized Licensors to Querix. You may not:
a) make copies of the Software user manual or any associated documentation;
b) loan, distribute, reproduce, display, rent, assign, lease, sublicense, sell, transfer time-share, or otherwise provide, electronically or otherwise, the Software or any copy or part of it to anyone else except as expressly and specifically set forth below in Section 7.F;
c) alter, modify, translate, or adapt the Software by decompiling it or otherwise, except for routine configuration attendant to normal use of such product;
d) remove any copyright notice, trade mark, legend, logo or product identification on or in the Software or the backup copy;
e) reverse engineer, disassemble, reverse translate, or in any way decode the Software in order to derive any source code. The source code and the valuable trade secrets contained therein are not licensed to you under this License Agreement. In the event that any applicable law should, notwithstanding this clause, provide to you a limited license to achieve access beyond the binary code delivered by Querix in order to achieve interoperability with other software systems, then Querix insists that such license, as granted by law, be fully limited to the extent permitted by such law and, moreover, should such law afford Querix the alternative right of making available to you information sufficient to achieve such interoperability, you must contact Querix to inquire into such available materials prior to any action to derive code beyond the binary code delivered by Querix. Information and Code accessible within Querix’ software products by such actions constitute valuable trade secrets of Querix requiring strict confidential handling;
f) use the Software on any computer network in violation of any of the following network conditions of use:
i) the security of your network is a matter left within your discretion and Querix makes no representations whatever about any security level within the network;
ii) you may use the Software on a client-server network only in accordance with the license purchased by you with all attendant restrictions on the number of users, clients, servers and the like as set forth in the license which you purchased;
iii) the Software is not warranted by Querix to work for incompatible environments and you should check with Querix or your dealer for further information regarding system/software compatibility;
iv) license-server Software is subject to an embedded feature known as node locking which will limit use of such license-server. Software, on a time-stamped basis, to a single hardware-server CPU. You are not authorized to use license-server Software on more than one single computer network. You may, without charge to any user, reproduce and use copies of the client Software in support of the license-server Software on the single network supported by such license-server but only in a manner so that the authorized users will not exceed the number of user licenses purchased by you. In the event that you deliver any such client Software to any entity other than the legal entity which purchased this license, you agree to ensure that the terms of this license are made binding upon such other client Software user entity and you agree to indemnify Querix and its licensors and affiliates and hold the same harmless to the extent of any failure by you to do so. You may not duplicate or otherwise copy any software activation key or other software activation device.
v) You may not have more than one copy of each license-server Software for each license purchased by you with the exception of backup license-server Software to be used for backup purposes only.
This License Agreement becomes effective when you open the Software Media Package. This license shall be effective for a period of fifteen (15) years subject to termination provisions specified below. The license granted under this Agreement shall terminate automatically if you are in breach of or fail to comply with any term or condition herein. Upon termination you must destroy all copies of the Software, completely purge the Software from any system and network upon which it may have been installed under your license, and certify to Querix or your Supplier that they have been so destroyed. Upon termination you will not be entitled to any refund of any moneys or other consideration paid by you.
3. LIMITED 90-DAY WARRANTY
A. For a period of 90 days from the date on which you receive the Software, your Supplier will, if you discover and notify your Supplier of any material physical defect in the media on which the Software is recorded, replace the defective media free of charge provided that you return the defective media to your Supplier stating your name and address and enclosing proof of your license (e.g. an Invoice).
B. The 90-day warranty shall not apply in the event that the Software media is lost or stolen or has been damaged by accident, misuse, neglect, or unauthorized use or modification.
C. Your sole remedy in the event of any defects in the Software media is limited to replacement of the media under this 90-day warranty.
4. DISCLAIMER OF WARRANTIES
Except as expressly provided above for media, Querix (UK) Limited, other authorized licensors to Querix, and your suppliers make no representations or warranties whether express or implied (by statute or otherwise) relating to the performance, quality, merchantability or fitness for a particular purpose of the software or otherwise and all such representations or warranties are hereby specifically disclaimed and excluded. All software is subject to software errors and this software is no exception. It is licensed as-is with all such software errors. You agree not to attempt any error correction for any such error which may appear unless you first give Querix an opportunity to correct such error and unless you subsequently allow Querix to correct the error if Querix is able to do so within its then current maintenance program and in accordance with its then applicable maintenance terms and conditions.
5. LIMITATION OF LIABILITY
A. You alone are able to determine whether the software will meet your requirements and the entire risk as to its performance and correct operation with you and, except to the extent provided in section 3 above, should the software prove defective, you alone must assume the entire cost of all necessary servicing, repair or correction and any incidental or consequential damages. In no event will Querix (UK) Limited, authorized Licensors to Querix, or your suppliers be liable for (1) Direct, (2) Indirect, (3) Special, (4) Incidental or (5) consequential damages (including loss of profits or business) resulting from any defect and/or use of the software, even if Querix or an such entity has been advised of the possibility of such damage, whether due to Querix’s or any such other entity’s negligence, breach of contract, misrepresentation or otherwise.
B. Notwithstanding the above, if there should arise any liability on the part of Querix, or any other such entity by reason of the licensing or use of the software or otherwise, whether due to Querix’s or any other such entity’s negligence, breach of contract, misrepresentation, or otherwise, such liability shall under no circumstances whatsoever exceed the price paid by you for the license to use this software or 5€ (Euro) or, at the election of Querix, the cost of repair or replacement of the defective software.
6. INDEMNIFICATION FOR NON-INTENDED USE
The Querix Software has been developed for use as a productivity tool to develop 4th. Generation Language Applications. It is not intended for use in any inherently dangerous activity such as, but not by way of exclusion, use relating to medical, health or safety systems. Please notice the specific disclaimers of all express and implied warranties above. In the event that the Software is used in a manner which is inherently dangerous or for any inherently dangerous systems or activities you shall indemnify Querix (UK) Limited, other authorized Licensors to Querix, and your Suppliers against all claims by you and any third parties arising from possession or use of the Software by you or by anyone using it with your consent or under your control in such a manner.
7. REMOTE SUPPORT LIABILITY DISCLAIMER AND TERMS
By utilizing and enabling (i.e. entering the session code and clicking on connect) any remote support tool provided to you by Querix or a Querix reseller or other supplier (“Supplier”) you are (1) representing that you are over the age of 18 and have the capacity and authority to bind yourself and your employer, as applicable, to the terms of the disclaimer below; and (2) consenting on behalf of yourself and/or as an authorized representative of your employer, as applicable, to be bound by this dis¬claimer. If you do not agree to all of the terms and conditions of the disclaimer, or do not represent the foregoing, you will not and may not receive remote support services from Querix. You have requested the assistance of an Querix Customer Support Representative through a remote connection to your computer. The ability for Querix to remotely access your computer significantly enhances Querix ability to resolve your problem quickly. You understand that by requesting such assistance, you will be providing Querix Customer Support personnel with access to and control of your computer. In addition, you may be providing Querix Customer Support personnel with access to files that reside on your computer. Remote access services are provided at your sole risk.
Querix’s assistance is provided on the following terms and conditions:
Whilst all reasonable measures have been taken to ensure that the remote support service is virus-free no warranty is given that the services, system or server is free from infection from viruses or anything else that has contaminating or destructive properties and Querix shall have no liability in respect thereof. Querix shall not be liable to the customer for any loss or damage whatsoever or howsoever caused arising directly or indirectly in connection with the provision of remote support services, except to the extent that such liability may not be lawfully excluded under the applicable law. In the event that any exclusion contained in these terms shall be held to be invalid for any reason and Querix becomes liable for loss or damage that may lawfully be limited, such liability shall be limited to the charges paid by the customer for the services in the month in which the liability occurred.
8. SENSITIVE DATA DUE TO DIAGNOSTIC LOGGING
For diagnostic logging, Querix tools may create log and dump files in the course of their work. The creation of log files can be turned off in the software configuration, but by default it is on. The generated log files may contain sensitive information about the host computer such as the computer name, owner’s name, and OS version and configuration, as well as text being read, written, encoded or decoded by the software. It is licensee’s responsibility to protect any such log file from being accessed by non-authorised parties to meet the licensee’s security goals and to legally confirm to the corresponding countries data and intellectual property protection laws. Querix support may request them to aid you in solving technical problems.
A. This Agreement is governed by and construed in accordance with the laws, other than choice of laws rules, of the United Kingdom.
B. By opening and/or installing the Software Media Package you acknowledge that you have read this Agreement, agree to be bound by its terms and conditions and agree that it is the complete and exclusive statement of the Agreement between you and Querix which supersedes any other previous proposal or agreement, whether oral or written, relating to the subject matter of this Agreement.
C. Any representations, modifications or amendments to this Agreement shall be of no force unless contained in a written memorandum signed by an authorized officer of Querix.
D. Either party’s failure or delay in enforcing any provision hereof will not waive that party’s rights.
E. If any provision of this Agreement is found invalid or unenforceable pursuant to any judicial decree or otherwise, the remainder of this Agreement shall remain valid and enforceable according to its terms. Notwithstanding the foregoing, in the event that any such invalidity or unenforceability results, or could result, in any way in the diminishment, directly or indirectly, of any intellectual property rights of Querix (UK) Limited, or Licensor to Querix or Querix (UK) Limited, then Querix shall be entitled to terminate this agreement and shall provide to you a refund for the software, as your sole remedy for such termination, using the effective date of such termination to determine the refund based on a depreciation scale, using a straight line basis, of 3 years.
F. Querix may assign or transfer its rights and obligations under this Agreement without your prior consent. You may transfer to another party all of your rights under this Agreement, but only if the party to whom you transfer such rights agrees in advance in writing provided to Querix to the terms and conditions of this Agreement and completes and returns a Customer Registration Card available from Querix, and only if all copies of the software on any medium are transferred to such third party (or destroyed). Notwithstanding the foregoing, you may not transfer your rights under this Agreement to a person or entity located in any country in which English copyrights and trade secrets are not enforceable. Any purported transfer except as provided for herein shall be null and void.
G. Support to anyone who has not got a valid maintenance contract with Querix (UK) Ltd. is at the discretion of the company, and is chargeable prier to taking place. This also includes tasks such as licence re-activation or replacements.
H. Querix only supports its own software. Third party products which are required to operate the Querix software (such as your hardware, operating system, Services, other programming compilers and runtimes (i.e. Java, .NET, C), Web Server, business reporting programs (i.e. BIRT, JasperReport, SpagoBI) are not supported nor is Querix responsible for their correct working and compatibility in any way.
I. All trademarks, product names and/or service marks and names used in this document, or any other media provided by Querix are the trademarks and/or service marks of their respective owners.
K. The third-party libraries enclosed in the Software may only be used via the Querix provided API. Direct usage or extracting them to be used in other tools or projects may violate the licence agreement of the corresponding third-party library vendor/provider.
For inquiries please contact: Querix (UK) Ltd., 50 The Avenue, Southampton SO17 1XQ, UK.