End-User Licence Agreement for CeX3D Inverse NCU ------------------------------------------------ Preamble -------- CeX3D Inverse NCU is copyright protected by Hardcore Processing (http://www.hardcoreprocessing.com). This licence agreement may informally be summarized as: * The Program is licenced, not sold * You may not redistribute the Program or any parts of it * The Program is only for non-commercial use (NCU) * The Program may not be used on servers * There is NO WARRANTY for the Program * We are NOT RESPONSIBLE FOR ANY DAMAGES Terms and Conditions -------------------- 0. Definitions "The Program" means CeX3D Inverse NCU, a computer program that generates 3D-models from images. Licensees may be individuals or organizations. Each licensee is referred to as "you". Hardcore Processing is referred to as "we" and "us". 1. Licence Acceptance This licence agreement is a legally binding agreement between you and us for the Program, which may include associated software components, media, printed materials, and online or electronic documentation. By installing, copying, or otherwise using the Program, you agree to be bound by the terms of this licence agreement. This license agreement represents the entire agreement concerning the Program between you and us, and it supersedes any prior proposal, representation, or understanding between you and us unless explicitly agreed upon by written contract. If you do not agree to the terms of this licence, do not install or use the Program. The Program is licenced, not sold. 2. Grant of Licence The Program is licensed as follows: (a) Installation and Use. We hereby grant you the right to install and use copies of the Program on your computer. (b) Backup Copies. You may make copies of the Program only as may be necessary for backup and archival purposes. 3. Description of other Rights and Limitations (a) Maintenance of Copyright Notices. You may not remove or alter any copyright notices on any and all copies of the Program. (b) Distribution. You may not distribute the Program or any parts of it to third parties. (c) Prohibition on Reverse Engineering, Decompilation and Disassembly. You may not reverse engineer, decompile, or disassemble the Program, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation. (d) Rental. You may not rent, lease, or lend the Program. (e) Assignment and Transfer. You may not assign or otherwise transfer this licence agreement or any of its rights and obligations hereunder without our prior written consent. (f) Development and Support Services. We may provide you with development and support services related to the Program ("Development and Support Services"). Any supplemental software provided to you as part of the Development and Support Services (regardless of whether provided as source code or binary code) shall be considered part of the Program and subject to the terms and conditions of this licence. (g) Compliance with Applicable Laws. You must comply with all applicable laws regarding use of the Program. (h) Use on One Computer by One User. Each purchased licence entitles to installation of the Program on one computer and use on that computer by one user. (i) No Use on Servers. We expressly forbid any use of the Program on servers or by any other means that would enable one or more users to use or otherwise activate the Program directly or indirectly. (j) Non-commercial Use. This licence restricts use of the Program to non-commercial use as detailed below in section 4. 4. Non-Commercial Use The Program may not be used in ways that are commercial in nature or either directly or indirectly involve flows of money. Use explicitly forbidden by this licence is: use that gives rise to any kind of income, sponsoring or flow of money; use for the purpose of advertising, such as advertising a product, website, place or service, that generates any kind of income, sponsoring or other flow of money; use for teaching, where either the teachers get paid, either directly or indirectly (for example by public funding), or where the students pay, either directly or indirectly (for example by membership fees). 5. Termination Without prejudice to any other rights, we may terminate this licence if you fail to comply with the terms and conditions of this licence. In such event, you must destroy all copies of the Program in your possession. 6. Intellectual Property Rights We retain all rights, title and interest, including but not limited to all intellectual property rights, trademarks, know-how and copyrights, in and to the Program and any copies thereof. Any disregarding of our rights, including careless use of the Program which might render copying of the Program possible for third parties, shall be deemed breach of this licence agreement. All title and intellectual property rights in and to the content which may be accessed through use of the Program is the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. This licence grants you no rights to use such content. All rights not expressly granted are reserved by us. 7. Audit During the term of this licence agreement and for a period of one (1) year thereafter, upon our written request, we or an independent representative or accounting firm chosen by us will be provided reasonable access to examine your records and computer equipment, at our expense, for the purpose of auditing your obligations under this agreement. Our written request for audit will be submitted to you at least fifteen (15) days prior to the specified audit date. If such audit shows that you are not in material compliance with the terms of this agreement, then you shall reimburse us for the expenses incurred by us in conducting the audit and immediately pay to as any outstanding licence payment. If such an audit shows that you are not in material compliance with sections 3(d), 3(h), 3(i), 3(j) and 4 of this agreement, you shall immediately pay us for the appropriate licences required to avoid the violated limitations, including for the period during which they have already been violated. For example, licences for our (current) product CeX3D Inverse Pro do not have the limitations in sections 3(j) and 4 and paying for enough of these licences accounts for the limitation in section 3(h). 8. Disclaimer of Warranty There is no warranty for the Program, to the extent permitted by applicable law. Except when otherwise stated in writing, we provide the Program "as is" without any warranty of any kind, either expressed or implied, including, but not limited to, the implied warranties of merchantability, non-infringement, or fitness for a particular purpose. The entire risk arising out of use, quality or performance of the Program is with you. Should the Program prove defective, you assume the cost of all necessary servicing, repair or correction. You will indemnify, hold harmless, and defend us against lawsuits, claims, costs associated with defence or accusations that result from the use of the Program. 9. Limitation of Liability The provisions of this paragraph are in effect to the maximum extent permitted by applicable law. We are in no event liable to you for damages, including any general, special, incidental or consequential damages arising out of the use or inability to use the Program or the provision of or failure to provide proper support, (including but not limited to interruption of business, lost profit or interest, personal injury, loss of data or data being rendered inaccurate or losses sustained by you or third parties for a failure of the Program to operate with any other programs), even if we or any other party have been advised of the possibility of such damages. Similarly, we accept product liability only to the extent that it cannot be contractually waived. Absent any wilful misconduct or gross negligence, our entire liability, without exception, is limited to reimbursement of the licence fee actually paid by you for the Program (maximum being the retail price listed by us) in exchange for a signed contract of assurance that you have deleted all copies of the Program in your possession. 10. Confidentiality You agree to maintain confidential any and all information which is made available by either you or us to the other party under this licence agreement or which relates to the Program or us. 11. Governing Law and Disputes This licence agreement is governed by Danish law. Disputes that cannot be settled amicably shall be settled by the Copenhagen City Court.