| End-User
License Agreement
IMPORTANT: THIS SOFTWARE END USER LICENSE AGREEMENT ("EULA")
IS A LEGAL AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR,
IF PURCHASED OR OTHERWISE ACQUIRED BY OR FOR AN ENTITY, AN
ENTITY) AND PREMIUMSOFT CYBERTECH LTD..READ IT CAREFULLY BEFORE
COMPLETING THE INSTALLATION PROCESS AND USING THE SOFTWARE.
IT PROVIDES A LICENSE TO USE THE SOFTWARE AND CONTAINS WARRANTY
INFORMATION AND LIABILITY DISCLAIMERS. BY INSTALLING AND USING
THE SOFTWARE, YOU ARE CONFIRMING YOUR ACCEPTANCE OF THE SOFTWARE
AND AGREEING TO BECOME BOUND BY THE TERMS OF THIS AGREEMENT.
IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, THEN DO NOT
INSTALL THE SOFTWARE AND RETURN THE SOFTWARE TO YOUR PLACE
OF PURCHASE. THIS EULA SHALL APPLY ONLY TO THE SOFTWARE SUPPLIED
BY PREMIUMSOFT CYBERTECH LTD. HEREWITH REGARDLESS OF WHETHER
OTHER SOFTWARE IS REFERRED TO OR DESCRIBED HEREIN.
1. Definitions
- "Non-commercial Version" means a version of
the Software, so identified, for use by i) the individual
who is a natural person and not a corporation, company,
partnership or association or other entity or organization
(ii) the individual who is a student, faculty or staff member
at an educational institution, and (iii) staff of a non-profit
organization or charity organization only. For purposes
of this definition, "educational institution"
means a public or private school, college, university and
other post secondary educational establishment. A non-profit
organization is an organization whose primary objective
is to support an issue or matter of private interest or
public concern for non-commercial purposes.
- "Not For Resale (NFR) Version" means a version,
so identified, of the Software to be used to review and
evaluate the Software, only.
- "PremiumSoft" means PREMIUMSOFT CYBERTECH LTD.
and its licensors, if any.
- "Software" means only the PremiumSoft software
program(s) and third party software programs, in each case,
supplied by PremiumSoft herewith, and corresponding documentation,
associated media, printed materials, and online or electronic
documentation.
- "Unregistered version", "Trial version"
or "Demo version" means an unregistered copy of
the SOFTWARE ("UNREGISTERED SOFTWARE") which may
be used by the USER for evaluation purposes for a period
of thirty (30) days following the initial installation of
the UNREGISTERED SOFTWARE. At the end of the trial period
("TRIAL PERIOD"), the USER must either register
the SOFTWARE or remove it from his system. The UNREGISTERED
SOFTWARE may be freely copied and distributed to other users
for their evaluation.
- "Non-commercial Lite Version" means a version
of the Software, so identified, to be used for non-commercial
purpose. The Software or the applications or products created
from the Software that are intended to be used in a business,
commercial, or government environment, to be rented, leased,
or sold for profit, or to otherwise provide a benefit, is
prohibited. The non-commercial Lite Version has no any trial
period restriction and is not fully functional as Trial
or Demo version.
2. License Grants
The licenses granted in this Section 2 are subject to the terms
and conditions set forth in this EULA:
- Subject to Section 2(b), you may install and use the Software
on a single computer; OR install and store the Software
on a storage device, such as a network server, used only
to install the Software on your other computers over an
internal network, provided you have a license for each separate
computer on which the Software is installed and run. Except
as otherwise provided in Section 2(b), a license for the
Software may not be shared, installed or used concurrently
on different computers.
- In addition to the single copy of the Software permitted
in Section 2(a), the primary user of the computer on which
the Software is installed may make a second copy of the
Software and install it on either a portable computer or
a computer located at his or her home for his or her exclusive
use, provided that:
- the second copy of the Software on the portable or home
computer (i) is not used at the same time as the copy
of the Software on the primary computer and (ii) is used
by the primary user solely as allowed for such version
or edition (such as for educational use only),
- the second copy of the Software is not installed or
used after the time such user is no longer the primary
user of the primary computer on which the Software is
installed.
- In the event the Software is distributed along with other
PremiumSoft software products as part of a suite of products
(collectively, the "Studio"), the license of the
Studio is licensed as a single product and none of the products
in the Studio, including the Software, may be separated
for installation or use on more than one computer.
- You may make one copy of the Software in machine-readable
form solely for backup purposes. You must reproduce on any
such copy all copyright notices and any other proprietary
legends on the original copy of the Software. You may not
sell or transfer any copy of the Software made for backup
purposes.
- You agree that PremiumSoft may audit your use of the Software
for compliance with these terms at any time, upon reasonable
notice. In the event that such audit reveals any use of
the Software by you other than in full compliance with the
terms of this Agreement, you shall reimburse PremiumSoft
for all reasonable expenses related to such audit in addition
to any other liabilities you may incur as a result of such
non-compliance.
- Your license rights under this EULA are non-exclusive.
3. License Restrictions
- Other than as set forth in Section 2, you may not make
or distribute copies of the Software, or electronically
transfer the Software from one computer to another or over
a network.
- You may not alter, merge, modify, adapt or translate the
Software, or decompile, reverse engineer, disassemble, or
otherwise reduce the Software to a human-perceivable form.
- Unless otherwise provided herein, you may not rent, lease,
or sublicense the Software.
- Other than with respect to a Trial / Demo Version, Non-commercial
Lite Version or a Not For Resale Version of the Software,
you may permanently transfer all of your rights under this
EULA only as part of a sale or transfer, provided you retain
no copies, you transfer all of the Software (including all
component parts, the media and printed materials, any upgrades,
this EULA, the serial numbers, and, if applicable, all other
software products provided together with the Software),
and the recipient agrees to the terms of this EULA. If the
Software is an upgrade, any transfer must include all prior
versions of the Software from which you are upgrading. If
the copy of the Software is licensed as part of the whole
Studio (as defined above), the Software shall be transferred
only with and as part of the sale or transfer of the whole
Studio, and not separately. You may retain no copies of
the Software. You may not sell or transfer any Trial / Demo
Version, Non-commercial Lite Version or Not For Resale Version
of the Software.
- Unless otherwise provided herein, you may not modify the
Software or create derivative works based upon the Software.
- Non-commercial Versions of the Software may not be used
for, or distributed to any party for, any commercial purpose.
- Unless otherwise provided herein, you shall not
- in the aggregate, install or use more than one copy
of the Trial / Demo Version and Non-commercial Lite
Version of the Software,
- download the Trial / Demo Version and Non-commercial
Lite Version of the Software under more than one username,
- alter the contents of a hard drive or computer system
to enable the use of the Trial / Demo Version of the
Software for an aggregate period in excess of the trial
period for one license to such Trial / Demo Version,
- disclose the results of software performance benchmarks
obtained using the Trial / Demo Version or Non-commercial
Lite Version to any third party without PremiumSoft
prior written consent, or
- use the Trial / Demo Version of the Software for a
purpose other than the sole purpose of determining whether
to purchase a license to a commercial or education version
of the software; provided, however, notwithstanding
the foregoing, you are strictly prohibited from installing
or using the Trial / Demo Version or Non-commercial
Lite Version of the Software for any commercial training
purpose.
- You may only use the Not for Resale Version of the Software
to review and evaluate the Software.
- You may receive the Software in more than one medium but
you shall only install or use one medium. Regardless of
the number of media you receive, you may use only the medium
that is appropriate for the server or computer on which
the Software is to be installed.
- You may receive the Software in more than one platform
but you shall only install or use one platform.
- You shall not use the Software to develop any application
having the same primary function as the Software.
- In the event that you fail to comply with this EULA, PremiumSoft
may terminate the license and you must destroy all copies
of the Software (with all other rights of both parties and
all other provisions of this EULA surviving any such termination).
4. Upgrades
If this copy of the Software is an upgrade from an earlier version
of the Software, it is provided to you on a license exchange
basis. You agree by your installation and use of such copy of
the Software to voluntarily terminate your earlier EULA and
that you will not continue to use the earlier version of the
Software or transfer it to another person or entity unless such
transfer is pursuant to Section 3.
5. Ownership
The foregoing license gives you limited license to use the Software.
PremiumSoft and its suppliers retain all rights, title and interest,
including all copyright and intellectual property rights, in
and to, the Software (as an independent work and as an underlying
work serving as a basis for any application you may develop),
and all copies thereof. All rights not specifically granted
in this EULA, including Federal and International Copyrights,
are reserved by PremiumSoft and its suppliers.
6. LIMITED WARRANTY AND DISCLAIMER
- Except with respect to Trial / Demo Version, Non-commercial
Lite Version and Not For Resale Version of the Software,
PremiumSoft warrants that, for a period of thirty (30) days
from the date of delivery (as evidenced by a copy of your
receipt): the physical media on which the Software is furnished
will be free from defects in materials and workmanship under
normal use. The Software is provided "as is".
PremiumSoft makes no warranties, express or implied, arising
from course of dealing or usage of trade, or statutory,
as to any matter whatsoever.
- PremiumSoft provides no remedies or warranties, whether
express or implied, for Trial / Demo version, Non-commercial
Lite version and the Not for Resale version of the Software.
Trial / Demo version, Non-commercial Lite version and the
Not for Resale version of the Software are provided "as
is".
- Except as set Forth in the foregoing limited warranty
with respect to software other than Trial/ Demo version,
Non-commercial Lite version and Not for Resale version,
PremiumSoft and its suppliers disclaim all other warranties
and representations, whether express, implied, or otherwise,
including the warranties of merchantability or fitness for
a particular purpose. Also, there is no warranty of non-infringement
and title or quiet enjoyment. PremiumSoft does not warrant
that the Software is error-free or will operate without
interruption. The Software is not designed, intended or
licensed for use in hazardous environments requiring fail-safe
controls, including without limitation, the design, construction,
maintenance or operation of nuclear facilities, aircraft
navigation or communication systems, air traffic control,
and life support or weapons systems. PremiumSoft specifically
disclaims any express or implied warranty of fitness for
such purposes.
- If applicable law requires any warranties with respect
to the Software, all such warranties are limited in duration
to thirty (30) days from the date of delivery.
- No oral or written information or advice given by PremiumSoft,
its dealers, distributors, agents or employees shall create
a warranty or in any way increase the scope of ANY warranty
PROVIDED HEREIN.
7. LIMITATION OF LIABILITY
(a) Neither PremiumSoft nor its suppliers shall be liable to
you or any third party for any indirect, special, incidental,
punitive or consequential damages (including, but not limited
to, damages for the inability to use equipment or access data,
loss of business, loss of profits, business interruption or
the like), arising out of the use of, or inability to use, the
Software and based on any theory of liability including breach
of contract, breach of warranty,
tort (including negligence), product liability or otherwise,
even if PremiumSoft or its representatives have been advised
of the possibility of such damages.
8. Third Party Software
The Software may contain third party software which requires
notices and/or additional terms and conditions. By accepting
this EULA, you are also accepting the additional terms and conditions
of the third party software.
9. General
No PremiumSoft dealer, agent or employee is authorized to make
any amendment to this EULA.
This EULA contains the complete agreement between the parties
with respect to the subject matter hereof, and supersedes
all prior or contemporaneous agreements or understandings,
whether oral or written. You agree that any varying or additional
terms contained in any purchase order or other written notification
or document issued by you in relation to the Software licensed
hereunder shall be of no effect. The failure or delay of PremiumSoft
to exercise any of its rights under this EULA or upon any
breach of this EULA shall not be deemed a waiver of those
rights or of the breach.
If any provision of this EULA shall be held by a court of competent
jurisdiction to be contrary to law, that provision will be enforced
to the maximum extent permissible, and the remaining provisions
of this EULA will remain in full force and effect.
10. Basis of Bargain
The Limited Warranty and Disclaimer and Limited Liability set
forth above are fundamental elements of the basis of the agreement
between PremiumSoft and you. PremiumSoft would not be able to
provide the Software on an economic basis without such limitations.
Such Limited Warranty and Disclaimer and Limited Liability inure
to the benefit of PremiumSoft's licensors.
11. Term
By downloading and/or installing this SOFTWARE, the Licensor
agrees to the terms of this EULA.
This license is effective until terminated. Licensor has the
right to terminate your License immediately if you fail to comply
with any term of this License.
"as is". Licensor makes no warranties, express
or implied, arising from course of dealing or usage of trade,
or statutory, as to any matter whatsoever. In particular,
any and all warranties or merchantability, fitness for a particular
purpose or non-infringement of third party rights are expressly
excluded.
12. Governing Law
This License will be governed by the laws in force in Hong Kong.
You hereby consent to the non-exclusive jurisdiction and venue
sitting in Hong Kong to resolve any disputes arising under this
EULA.
Should you have any questions concerning the validity of
this License, please contact: licensing@navicat.com. If you
desire to contact the Licensor for any other reason, please
contact support@navicat.com.
PremiumSoft and other trademarks contained in the Software
are trademarks or registered trademarks of PremiumSoft CyberTech
Ltd. in the United States and/or other countries. Third party
trademarks, trade names, product names and logos may be the
trademarks or registered trademarks of their respective owners.
You may not remove or alter any trademark, trade names, product
names, logo, copyright or other proprietary notices, legends,
symbols or labels in the Software. This EULA does not authorize
you to use PremiumSoft or its licensors names or any of their
respective trademarks.
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