End User License Agreement for Macaos Fusion Demo Version

THIS IS A LEGAL AGREEMENT between "you," the end user of Macaos software, and Macaos Software AS, a Norwegian limited company ("Macaos").

As used in this Agreement, the capitalized term "Software" means the Macaos Fusion Demo Version software together with any and all enhancements, upgrades, and updates that may be provided to you in the future by Macaos.

Download, installation or use of the Software indicates your acceptance of these terms. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU SHOULD PROMPTLY DISCONTINUE THE INSTALLATION AND/OR DOWNLOAD PROCESS AND DELETE OR DESTROY ANY PORTION OF THE SOFTWARE WHICH MAY BE IN YOUR POSSESSION.

Ownership

The Software and any accompanying documentation are owned by Macaos and ownership of the Software shall at all times remain with Macaos. Copies are provided to you only to allow you to exercise your rights under this Agreement. This Agreement does not constitute a sale of the Software or any accompanying documentation, or any portion thereof. Without limiting the generality of the foregoing, you do not receive any rights to any patents, copyrights, trade secrets, trademarks or other intellectual property rights relating to or in the Software or any accompanying documentation. All rights not expressly granted to you under this Agreement are reserved by Macaos.

Grant of License Applicable To Macaos Fusion Demo Version

Subject to the terms and conditions set out in this Agreement, Macaos grants you a limited, nonexclusive, nonsublicensable, and revocable right to use the Software solely in accordance with the following terms and conditions:

  1. Use of Macaos Fusion Demo Version. Macaos Fusion Demo Version is distributed at no cost for the purpose of allowing potential users to test the functionality of the Macaos Fusion system. Output from the Software may not be used for the production or resale of any printed circuit board accessible with the Software. Permission is granted to use the Software within the scope of testing the suitability of system output within a printed circuit board production line. Any printed circuit boards manufactured during such tests must be destroyed immediately upon completion of the test run. You may use the Software on as many computers within your organization as you require.
  2. Distribution Permitted. Macaos Fusion Demo Version may be freely copied and distributed within your organization as long as all original files are included, including this license and Macaos’s copyright notice. You may make copies of your copy of Macaos Fusion Demo Version to give to other users within your organization provided that such copies are not modified from the original downloaded copy of Macaos Fusion Demo Version.
  3. Distribution Prohibited. You may not distribute copies of Macaos Fusion Demo Version for use by any individual outside of your organization. Distribution of Macaos Fusion Demo Version by you to third parties is hereby expressly prohibited.
  4. Termination. Macaos may terminate your license to Macaos Fusion Demo Version at any time, for any reason or no reason. Macaos may also terminate your license to Macaos Fusion Demo Version if you breach any of the terms and conditions set forth in this Agreement. Upon termination, you shall immediately destroy all copies of the Software in your possession, custody or control.
  5. Fees. There is no license fee for Macaos Fusion Demo Version. If you wish to make use of the Macaos Fusion system for any manufacturing, trading or sales purpose, you will be required to enter into a license fee agreement with Macaos and pay the applicable license fee.
  6. Support. Macaos will provide you with support services related to Macaos Fusion Demo Version ("Support Services") on a non-prioritized, as-available basis.

Prohibited Conduct

You represent and warrant that you will not violate any of the terms and conditions set forth in this Agreement and that:

  • You will not, and will not permit others to: (i) reverse engineer, decompile, disassemble, derive the source code of, modify, or create derivative works from the Software; or (ii) use, copy, modify, alter, or transfer, electronically or otherwise, the Software or any of the accompanying documentation except as expressly permitted in this Agreement; or (iii) redistribute, sell, rent, lease, sublicense, or otherwise transfer rights to the Software whether in a stand-alone configuration or as incorporated with other software code written by any party except as expressly permitted in this Agreement.
  • You will not use the Software to engage in or allow others to engage in any illegal activity.
  • You will not engage in use of the Software that will interfere with or damage the operation of the services of third parties by overburdening/disabling network resources through automated queries, excessive usage or similar conduct.
  • You will not use the Software to engage in any activity that will violate the rights of third parties, including, without limitation, through the use, public display, public performance, reproduction, distribution, or modification of communications or materials that infringe copyrights, trademarks, publicity rights, privacy rights, other proprietary rights, or rights against defamation of third parties.
  • You will not transfer the Software or utilize the Software in combination with third party software authored by you or others to create an integrated software program which you transfer to unrelated third parties.

Upgrades, Updates And Enhancements

All upgrades, updates or enhancements of the Software shall be deemed to be part of the Software and will be subject to this Agreement.

Disclaimer of Warranty

THE SOFTWARE IS PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES THAT IT IS FREE OF DEFECTS, VIRUS FREE, ABLE TO OPERATE ON AN UNINTERRUPTED BASIS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR NON-INFRINGING. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS LICENSE AND AGREEMENT. NO USE OF THE SOFTWARE IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL MACAOS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN ANY CASE, THE COLLECTIVE LIABILITY OF MACAOS UNDER ANY PROVISION OF THIS LICENSE SHALL NOT EXCEED IN THE AGGREGATE THE SUM OF THE FEES (IF ANY) YOU PAID FOR THIS LICENSE.

Export Control

The Software may contain encryption and is subject to United States export control laws and regulations and may be subject to export or import regulations in other countries, including controls on encryption products. You agree that you will not export, re-export or transfer the Software in violation of any applicable laws or regulations of the United States or the country where you legally obtained it. You are responsible for obtaining any licenses to export, re-export, transfer or import the Software.
In addition to the above, the Software may not be used by, or exported or re-exported to: (i) any U.S. or EU sanctioned or embargoed country, or to nationals or residents of such countries; or (ii) to any person, entity or organization or other party identified on the U.S. Department of Commerce’s Table of Denial Orders or the U.S. Department of Treasury’s lists of "Specially Designated Nationals and Blocked Persons," as published and revised from time to time; (iii) to any party engaged in nuclear, chemical/biological weapons or missile proliferation activities, unless authorized by U.S. and local (as required) law or regulations.

U.S. Government Legends

The Software is commercial in nature and developed solely at private expense. The Software is delivered as "Commercial Computer Software" as defined in DFARS 252.227-7014 (June 1995) or as a commercial item as defined in FAR 2.101(a) and as such is provided with only such rights as are provided in this Agreement.

Legends and Notices

You agree that you will not remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Software or any accompanying documentation.

Term and Termination

This Agreement is effective upon your acceptance as provided herein and payment of the applicable license fees (if any), and will remain in force until terminated. You may terminate the licenses granted in this Agreement at any time by destroying the Software and any accompanying documentation, together with any and all copies thereof. The licenses granted in this Agreement will terminate automatically if you breach any of its terms or conditions or any of the terms or conditions of any other agreement between you and Macaos. Upon termination, you shall immediately destroy the original and all copies of the Software and any accompanying documentation, or return them to Macaos.

Software Suggestions

Macaos welcomes suggestions for enhancing the Software and any accompanying documentation that may result in computer programs, reports, presentations, documents, ideas or inventions relating or useful to Macaos. You acknowledge that all title, ownership rights, and intellectual property rights concerning such suggestions shall become the exclusive property of Macaos and may be used for its business purposes in its sole discretion without any payment or accounting to you.

Miscellaneous

This Agreement constitutes the entire agreement between the parties concerning the Software, and may be amended only by a writing signed by both parties. This Agreement shall be governed by the laws of Norway. All disputes relating to this Agreement are subject to the exclusive jurisdiction of the court of Bergen, Norway and you expressly consent to the exercise of personal jurisdiction in the court of Bergen, Norway in connection with any such dispute. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods. If any provision in this Agreement should be held illegal or unenforceable by a court of competent jurisdiction, such provision shall be modified to the extent necessary to render it enforceable without losing its intent, or severed from this Agreement if no such modification is possible, and other provisions of this Agreement shall remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof.

The following is a listing of all the licenses included within Macaos Fusion Demo Version.

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