Chilkat Software License states that components can be redistributed
with your application royalty-free.)
READ THIS AGREEMENT BEFORE OPENING THIS SOFTWARE PACKAGE. IF YOU
OPEN THIS PACKAGE OR KEEP IT FOR MORE THAN THIRTY (30) DAYS, YOU
ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU
DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT OPEN THIS SOFTWARE
PACKAGE. YOU MAY ONLY UNLOCK AND/OR USE THE SOFTWARE FOR WHICH
YOU HAVE A PAID-UP LICENSE OR FOR WHICH YOU HAVE LEGALLY RECEIVED
AN UNLOCK KEY.
DEFINITION OF TERMS
any explanatory written or on-line material including, but not
limited to, user guides, reference manuals and HTML files.
shall refer to the individual licensee, whether as an individual
programmer, company, or other organization.
All material in this distribution including, but not limited to,
one or more of the following: source code, object code, byte code,
dynamic-link libraries, shared libraries, static libraries, header
files, executables, scripts, sample programs, utility programs,
makefiles and Documentation.
Software": the Software for which Licensee has paid the applicable
license fee and received an authorized unlock key.
Application Programming Interface ("API")": the
set of access methods, whether provided by Chilkat Software, third
parties, or developed by Licensee, through which the programmatic
services provided by the Licensed Software are made available.
"End-User Software Product": an application developed
by Licensee intended for execution on a computer, that makes use
of the Licensed Software in its implementation.
The Licensed Software
contains certain runtime libraries and files intended for duplication
and distribution by Licensee within End User Software Products
to the user(s) of the End User Software Product(s) (the Redistributable
Components). The Redistributable Components are those files
specifically designated as being distributable as part of the
SPECIAL LIMITED TERM EVALUATION LICENSE
If Licensee has been
provided with a copy of the Software for evaluation purposes,
Chilkat Software, Inc. ("Chilkat") grants to Licensee,
subject to the terms of this Single User License Agreement (excluding
Section 3, under which Licensee has no rights) a non-exclusive,
non-transferable, non-concurrent limited internal use license
for evaluation purposes only. This license is for a period of
thirty (30) days, commencing upon receipt of the Software, or,
if received electronically, from Licensees initial downloading
date, to evaluate the Software. If the Software is acceptable,
Licensee agrees to promptly notify his Chilkat Sales Representative.
Otherwise, Licensee shall immediately cease any further use of
the Software and destroy all copies of the Software (including
the original) and related Documentation provided to Licensee by
Software is owned by Chilkat Software, Inc. ("Chilkat")
and is protected by U.S. copyright laws and other laws and by
international treaties. It is intended for use by a software programmer
who has experience using development tools and class libraries.
Per-developer license. Subject to the terms and conditions of this Agreement , Chilkat grants to Licensee the perpetual, non-exclusive, non-transferable, world-wide license for one (1) developer to (i) install and use the Licensed Software on any number of computers, and (ii) use the associated user documentation and online help.
Site-wide license. If you have purchased a site-wide license, the following rights apply notwithstanding section 3(a): Subject to the terms and conditions of this Agreement , Chilkat grants to Licensee the perpetual, non-exclusive, non-transferable, world-wide license for any number of developers at a single Licensee's office location to (i) install the Licensed Software on any number of computers across Licensee's enterprise, and (ii) use the associated user documentation and online help.
(i) Make one backup copy of the Licensed Software solely for archival and disaster-recovery purposes, or transfer the Licensed Software to a hard disk and keep the original copy solely for archival and disaster-recovery purposes; and
(ii)Reproduce and distribute the Redistributable Components directly or indirectly for any number of applications to any number of end users and Licensee's Authorized OEMs, VARs and Distributors, through customary distribution channels, world wide, on a royalty free basis provided that such distribution is (i) in conjunction with an End User Software Product developed by Licensee using the Licensed Software and (ii) the Licensed Software is not the sole or primary component of such End User Software Product.
(iii) The license rights
granted under this Agreement do not apply to development and distribution
of software development products or toolkits of any kind that
are destined to be used by software developers other than Licensee(s)
that are Authorized.
has no rights to use the Licensed Software beyond those specifically
granted in this section.
CONTROLS: If the Software is for use outside the United States
of America, Licensee agrees to comply with all relevant regulations
of the United States Department of Commerce and with the United
States Export Administration Act to insure that the Software is
not exported in violation of United States law.
provisions in this Agreement to the contrary, Licensee may not
distribute any portion of the Software other than the Redistributable
In addition, Licensee
may not decompile, disassemble, or reverse engineer any object
code form of any portion of the Software.
acknowledges and agrees that all right, title and interest in
and to the Software, including all intellectual property rights
therein, are the property of Chilkat, subject only to the licenses
granted to Licensee under this Agreement. This Agreement is not
a sale and does not transfer to the Licensee any title or ownership
in or to the Software or any patent, copyright, trade secret,
trade name, trademark or other proprietary or intellectual property
rights related thereto.
for Licensees rights to distribute the Redistributable Components,
Licensee may not rent, transfer, assign, sublicense or grant any
rights in the Software, in full or in part, to any other person
or entity without Chilkats written consent, except that this
agreement may be assigned to a successor of Licensee in the case
that all or substantially all of the assets or equity of Licensee
are acquired by the successor.
warrants to Licensee that the Licensed Software will substantially
perform the functions described in the Documentation for a period
of thirty (30) days after the date of delivery of the Licensed
Software to Licensee. Chilkats sole and exclusive obligation,
and Licensees sole and exclusive remedy, under this warranty
is limited to Chilkats using reasonable efforts to correct material,
documented, reproducible defects in the Licensed Software that
Licensee describes and documents to Chilkat during the thirty
(30) day warranty period. In the event that Chilkat fails to correct
a material, documented, reproducible defect during this period,
Chilkat may, at Chilkats discretion, replace the defective Licensed
Software or refund to Licensee the amount that Licensee paid Chilkat
for the defective Licensed Software and cancel this Agreement
and the licenses granted herein. In such event, Licensee agrees
to return to Chilkat all copies of the Licensed Software (including
EXCEPT AS EXPRESSLY SET FORTH ABOVE, CHILKAT EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, RESULTS, OR OTHERWISE.
LIMITATION OF LIABILITY
IN NO EVENT SHALL CHILKAT BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS, REVENUES, DATA OR OTHER ECONOMIC ADVANTAGE) WHETHER BASED ON CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, EVEN IF CHILKAT WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING THE FOREGOING, THE TOTAL AMOUNT OF CHILKATíS LIABILITY TO LICENSEE SHALL BE LIMITED TO THE AMOUNT USER PAID FOR THE USE OF THE SOFTWARE, IF ANY.
Chilkat reserves the
right, at its sole discretion, to terminate this Agreement upon
written notice if Licensee has breached the terms and conditions
hereof. Licensee to be provided written notification of breach
and reasonable time to cure breach. Licensee may terminate this
Agreement at any time by ceasing to use the Licensed Software
and by destroying all copies of the Licensed Software (including
the original). Sections 4, 5, 6, 7, 8, 9 and 10 survive any termination
of this Agreement and apply fully to any termination. Unless terminated
as provided herein by either party, this Agreement shall remain
in effect. Termination will not affect end user licenses of the
End User Software Product which contain the Redistributable Components
which were distributed by Licensee prior to termination.
Law and Jurisdiction. This Agreement will be governed by and construed
in accordance with the laws of the State of Illinois without regard
to conflict of laws principles and without regard to the 1980
U.N. Convention on Contracts for the International Sale of Goods.
The federal and state courts of Illinois shall have exclusive
jurisdiction and venue to adjudicate any dispute arising out of
this Agreement, and Licensee expressly consents to (i) the personal
jurisdiction of the state and federal courts of Illinois, and
(ii) service of process being effected upon Licensee by registered
Limitation of Actions.
No action, regardless of form, may be brought by either party
more than twelve (12) months after the cause of action has arisen. No such claim may be
brought unless Chilkat has first been given commercially reasonable
notice, a full written explanation of all pertinent details (including
copies of all materials), and a good faith opportunity to resolve
and Waiver. Should any provision of this Agreement be held by
a court of law to be illegal, invalid, or unenforceable, the legality,
validity, and enforceability of the remaining provisions of this
Agreement will not be affected or impaired thereby. The failure
of any party to enforce any of the terms or conditions of this
Agreement, unless waived in writing, will not constitute a waiver
of that partys right to enforce each and every term and condition
of this Agreement.
Government Restricted Rights. The Licensed Software is provided
with Restricted Rights. Use, duplication, or disclosure by the
Government is subject to restrictions as set forth in subparagraph
(c) (1) (ii) of The Rights in Technical Data and Computer Software
clause at DFARS 252.227-7013 or subparagraphs (c) (1) and (2)
of the Commercial Computer Software Restricted Rights at 48 CFR
52.227-19, as applicable. Manufacturer is Chilkat Software, Inc.,
1719 E Forest Ave, Wheaton, Illinois 60187 USA.
ACKNOWLEDGES THAT HE HAS READ THIS AGREEMENT, UNDERSTANDS IT AND
AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS. LICENSEE FURTHER
AGREES THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE
AGREEMENT BETWEEN LICENSEE AND CHILKAT WHICH SUPERSEDES ANY PROPOSAL
OR PRIOR OR CONTEMPORANEOUS AGREEMENT, ORAL OR WRITTEN, AND ANY
OTHER COMMUNICATIONS RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT