Software License Agreement

Software License Agreement

This Software License Agreement (this “Agreement”) sets forth the terms and conditions between you and SANTEC CORPORATION (“Licensor”) with respect to your use of the software below (this “Software”), which is provided to you via Internet or other distribution measures.

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE DOWNLOADING THIS SOFTWARE. WHEN YOU CLICK “I AGREE” BUTTON OR YOU INSTALL OR USE THIS SOFTWARE, YOU ARE DEEMED AS ACCEPTING AND AGREEING TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT IRREVOCABLY. IF YOU DO NOT AGREE TO THIS AGREEMENT, THEN NEITHER DOWNLOAD, INSTALL NOR USE THIS SOFTWARE.

1. Copyright, etc.
Any and all copyright and other intellectual property rights in this Software are reserved by Licensor or a licensor to Licensor. This Software is protected by copyright laws in Japan or other countries and international copyright treaties.

2. License
2.1. Licensor hereby grants you a non-exclusive license to use this Software under the terms and conditions of this Agreement. You may install this Software in your device and use it on the condition that you accept and comply with these terms and conditions.
2.2. You may copy this Software solely for the purpose of backup.

3. Restrictions
3.1. You shall not modify, alter, reverse engineer, decompile or disassemble in any way whole or part of this Software.
3.2. You shall not use or copy whole or part of this Software unless expressly permitted by this Agreement.
3.3. You shall not license, sell, rent or lease this Software to any third party.

4. No Warranty
This Software is provided “as is” without warranty of any kind. Licensor disclaims all express or implied representations or warranties with respect to this Software including but not limited to any warranty of merchantability, fitness for a particular purpose or non-infringement. Any and all problems arising out of or in connection with this Software shall be settled at your own cost and responsibility.

5. Limitation on Liability
5.1. Licensor shall not be liable for direct, indirect, consequential, incidental, special and any other damages (including but not limited to loss of revenue, loss of use, damage to reputation or goodwill) arising out of or in connection with your use of this Software.
5.2. You shall acknowledge that there is a risk to lose data used, managed or stored by this Software. You shall backup such data at your own responsibility so as to prevent the occurrence of damages due to complete data lost. Under any circumstances, Licensor shall not be liable for loss of data.
5.3. You shall indemnify and hold harmless Licensor and its respective directors, officers, employees, and the like from and against any liabilities, damages, losses, costs and expenses arising out of third party claims with respect to your use of this Software.

6. Term of Agreement
6.1. This Agreement shall become effective when you accept this Agreement or you download, install or use this Software and shall remain valid until and unless terminated pursuant to the following Article 6.2.
6.2. Licensor may immediately terminate this Agreement by a termination notice if you fail to comply with any terms and conditions of this Agreement. In such a case, you shall be liable for damages incurred by Licensor due to your breach of this Agreement. Upon termination of this Agreement, you shall immediately cease to use this Software, and erase this Software from hardware.

7. Export Control
You shall comply with the export control rules and regulations of Japan and other relevant foreign countries.

8. Miscellaneous
This Agreement shall be governed by and construed under the laws of Japan. Any and all disputes arising out of or in connection with this Agreement shall be submitted to the exclusive jurisdiction of the Nagoya District Court.