MyEclipse End User License Agreement
PLEASE READ THIS END-USER LICENSE AGREEMENT CAREFULLY BEFORE USING THE SOFTWARE. REGARDLESS OF HOW YOU ACQUIRE THE SOFTWARE (ELECTRONICALLY, PRE-LOADED, ON MEDIA OR OTHERWISE), DOWNLOADING, INSTALLING OR USING THE SOFTWARE SHALL INDICATE YOU (“LICENSEE”) ACCEPT THE TERMS AND CONDITIONS CONTAINED IN THIS END-USER LICENSE AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS END-USER LICENSE AGREEMENT, YOU MAY NOT DOWNLOAD, INSTALL OR USE THE SOFTWARE.
1.0 Definitions. 1.1) ‘Licensor’ means Genuitec L.L.C.; 1.2) ‘Subscriber’ means registered members of the MyEclipse community whose dues have been paid in full; 1.3) ‘Update’ shall refer to maintenance releases specific to the Software, as they will be made by Licensor under no obligation or commitment to do so; 1.4) ‘Software’ shall mean the release version of MyEclipse, including any Content, as downloaded by Licensee or as provided on distribution media in physical or electronic form; 1.5) ‘Agreement’ shall mean this End User License Agreement; 1.6) ‘Term’ refers to the effective duration of the license agreement and is effective for 12 months following possession of this software; 1.7) ‘Content’ means all software and information in executable, binary or text form included in the distribution media, on-line or in electronic form, embedded data, programming, HTML, files, images, graphics, icons, Documentation and all other content or materials incorporated in or generated under the terms of this Agreement ; and 1.8) ‘Documentation’ refers to published product specifications and accompanying documentation.
2.0 Software. The Software is protected by copyright under United States, foreign laws and international treaties. Unauthorized use of the Software may violate copyright, trademark and other laws. Licensor grants Licensee the non-exclusive, non-transferable non-sublicensable, limited right and license to permit one End User the use of the Software on computer workstations during the Term and subject to the terms and conditions of the Agreement. This grant is not a transfer of title, and under this license Licensee may not: a) use, republish, upload, post or transmit in any way the Software except as expressly authorized pursuant to the Agreement; b) copy, reproduce, modify or create derivative works from the Software except as expressly authorized pursuant to the Agreement; c) attempt to decompile, disassemble or reverse engineer the Software; d) remove any copyright or other proprietary notations from the Software; e) distribute, transfer, sale, lease, sublicense, assign or otherwise make available, directly or indirectly, the Software, in part or in whole, including any search output or results, to any other person; f) except as may be specifically provided in the Agreement, permit the Software to be accessed through an electronic network beyond Licensee’s normal places of business; or g) transfer the Software to another person or ‘mirror’ the Software on external servers.
3.0 Limitation of Liability. Licensor assumes no responsibility for the selection of the Software to achieve any intended purpose, for the proper use of Software or for verifying the results obtained from use of the Software. Licensee recognizes that the Software will interact with software provided by other suppliers, and accepts that Licensor assumes no responsibility for such use, interaction, performance issues, or failure to achieve any desired results. We warrant that for a period of 30 days after delivery of this copy of the Software: a) if the Software is provided on physical media by Licensor, the physical media on which this copy of the Software is provided to you will be free from defects in materials and workmanship under normal use, and b) the Software will perform in substantial accordance with the Documentation. To the extent permitted by applicable law, the foregoing limited warranty is in lieu of all other warranties or conditions, express or implied, and we disclaim any and all implied warranties or conditions, including any implied warranty of title, non-infringement, merchantability or fitness for a particular purpose, regardless of whether we know or had reason to know of your particular needs. No employee, agent, dealer or distributor of ours is authorized to modify this limited warranty, nor to make any additional warranties. Some states do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation may not apply to you. Licensor entire liability and Licensee’s exclusive remedy for breach of the foregoing warranty shall be, at our option, to either: a) return the price you paid, or b) repair or replace the Software that does not meet the foregoing warranty if it is returned to us with a copy of your receipt. In no event will Licensor be liable to you for any damages, including any lost profits, lost savings, or other incidental or consequential damages arising from the use or the inability to use the Software (even if Licensor or an authorized dealer or distributor has been advised of the possibility of these damages), or for any claim by any other party.
4.0 Export Restrictions. The Software is subject to United States Export laws and regulations. Licensor agrees to comply with all domestic and international export laws and regulations as it applies to intended use of the Software or any Content created by Software including restrictions on destinations, end user or end use intent.
5.0 Termination of Agreement. The Agreement shall immediately and automatically terminate without notice or any other act upon i) the attempted illegal copying, distribution, transfer, assignment, lease or sale of the Software, or rights thereto, without the prior written consent of Licensor; or ii) notice in writing given by Licensor upon the violation by that party of any provision of the Agreement. Upon termination of the Agreement, Licensee will forthwith cease use of the Software and destroy all originals and copies of the Software or any portion thereof, stored in any form, including electronic form on any of its computer equipment. Upon Licensor’s request, Licensee will provide a written certification that all the copies of the Software, in whole or in part in any form have been destroyed. Failure to do so may result in additional fees and charges being levied against Licensee. Any and all use of the Software by Licensee following termination of the Agreement is prohibited and may result in additional fees and charges being levied against Licensee.
6.0 Confidentiality. The Software contains trade secrets and proprietary know-how that belong to the Licensor and it is being made available to you in strict confidence. Any use or disclosure of the Software, or of its algorithms, protocols or interfaces, other than in strict accordance with the Agreement may be actionable as a violation of licensor trade secret rights.
7.0 Indemnity. Licensee will indemnify Licensor and hold it harmless from and against any and all claims which a third party may assert against Licensor by reason of or as a consequence of Licensee’s use of the Software.
8.0 Consent to Collect, Store, and Use Information. Licensor respects your privacy rights and recognizes the importance of protecting any information collected about you. Solely for the purpose of improving Licensor Services to you, you hereby authorize and consent to the collection, storage and use of aggregate information and data related to or derived from your use of the Software and any information or data (including personally identifiable information) that you elect to provide to Licensor in connection with your use of the Software. By installing, accessing or using the Software, you consent to these information collection and usage terms, including (where applicable) the transfer of data into a country outside of the European Union and/or the European Economic Area or the United States of America. Licensor assumes no obligation to protect confidential or proprietary information that you elect to provide to Licensor (other than personally identifiable information) from disclosure, and Licensor will be free to reproduce, use, and distribute the Information (other than personally identifiable information) to others without restriction.
9.0 Changes and Notices. Licensor reserves the right to make changes to the Agreement at any time through software releases and updates or through licensor’s website where the Software is made available.
10.0 General Provisions. The Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, oral and written, express or implied, by and between any of the parties with respect to the subject matter of the Agreement. No amendment or modification of the Agreement shall be binding unless in writing and signed by a duly authorized representative of both parties. The Agreement shall be governed by and construed in accordance with the laws of the State of Texas and federal laws of the United States. Any actions at law or in equity arising out of or in relation to the Agreement may be filed only in the state or federal courts of Dallas, Texas, U.S.A. and Licensee hereby consents and submits to the personal and exclusive jurisdiction of such courts. Failure to enforce any legal right or remedy which is contained in this Agreement will not be taken to be a formal waiver of Licensor’s rights. If any one or more of the provisions contained in the Agreement should be invalid, illegal or unenforceable in any respect in any jurisdiction, the validity, legality and enforceability of such provision or provisions shall not in any way be affected or impaired as a result of such event in any other jurisdiction and the validity, legality and enforceability of the remaining provisions contained in the Agreement shall not in any way be affected or impaired as a result of such event, unless in either case as a result of such determination the Agreement would fail in its essential purpose.
11.0 Copyright and Trademark Notices. The Software is trademarked and Copyright © 2018 Genuitec, LLC. 2221 Justin Rd #119-340, Flower Mound, Texas, 75056 USA. Any rights not expressly granted herein are reserved to the Licensor.
MyEclipse End User License Agreement August 01, 2018