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| INTRODUCTION |
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| Read the terms and conditions of this
license Agreement carefully before using the software licensed
to You. The software covered by this Agreement is copyrighted
and is licensed, not sold. This license Agreement represents
the entire Agreement concerning the licensed software between
You and Cobasoft GmbH ("Cobasoft"), and it supersedes any prior
proposal, representation, or understanding between the parties.
By taking possession of the Cobasoft software, You and Your
company (collectively "You") are accepting and agreeing to the
terms of this license Agreement. If You are not willing to be
bound by the terms of this license Agreement, You should promptly
delete the licensed Cobasoft software from Your system and advise
us of the same.
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| 1. SCOPE |
| This License Agreement covers the accompanying
version of the software called 'Cobasoft Clock' ("Software").
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| 2. SHAREWARE |
The Software is distributed as Shareware.
This means that You can freely copy and distribute verbatim
copies of the unregistered Software, in any medium, provided
that You do not modify it in any fashion, keep intact all the
notices that refer to this License and to the absence of any
warranty, and do not pass on any RegCodes which You have
received.
You become a registered user by acquiring serial number and
registration key ("RegCodes") from Cobasoft or a reseller
or distributor. These RegCodes are confidential and may not
be disclosed to others, by any means. They may not be transferred
by unencrypted or otherwise unsecured media and may not be published
in any way.
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| 3. GRANT |
Subject to the provisions contained herein,
Cobasoft hereby grants You a non-exclusive, personal license
to use the Software on one or more computers.
The registered version of the Software makes some additional
features available. You can use these features only if you have
RegCodes. The RegCodes are implemented in a way that allows
multiple users on the same machine to have different RegCodes.
So registered and unregistered users may share the Software
on a single machine or network drive, even at the same time.
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| 4. SOFTWARE AND DOCUMENTATION |
| The Software is distributed as an archive
file that contains all required files, all documentation and
this license. You can install the software on any computer,
even on network servers. You can distribute it freely but you
may never distribute the serial number and registration key.
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| 5. COPYRIGHT AND TRADEMARK |
| The Software is protected by the copyright
laws and international copyright treaties. "Cobasoft" is a registered
trademark.
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| 6. TITLE |
| Title, ownership rights, and intellectual
property rights in and to all software and documentation licensed
to You, shall remain in Cobasoft and/or its suppliers. You acknowledge
such ownership and intellectual property rights and You will
not take any action to jeopardize, limit or interfere in any
manner with Cobasoft's or its suppliers' ownership of or rights
with respect to the Software. The Software is protected by copyright
and other intellectual property laws and by international treaties.
Title and related rights in the content accessed through the
Software is the property of the applicable content owner and
is protected by applicable law. The license granted under this
Agreement gives You no rights to such content. This Agreement
does not include the right to sublicense the Software and is
personal to You. You agree not to modify, decompile, disassemble,
reverse engineer, or otherwise attempt to derive the source
code for the Software.
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| 7. DISCLAIMER OF WARRANTY |
| THE SOFTWARE IS PROVIDED ON AN "AS IS"
BASIS, WITHOUT WARRANTY OF ANY KIND, INCLUDING WITHOUT LIMITATION
THE WARRANTIES THAT IT IS FREE OF DEFECTS, MERCHANTABLE, FIT
FOR A PARTICULAR PURPOSE OR NON-INFRINGING. THE ENTIRE RISK
AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE IS BORNE BY
YOU. SHOULD THE SOFTWARE PROVE DEFECTIVE IN ANY RESPECT, YOU
AND NOT COBASOFT OR ITS SUPPLIERS OR RESELLERS ASSUMES THE ENTIRE
COST OF ANY SERVICE AND REPAIR. IN ADDITION, THE SECURITY MECHANISMS
IMPLEMENTED BY THE SOFTWARE HAVE INHERENT LIMITATIONS, AND YOU
MUST DETERMINE THAT THE SOFTWARE SUFFICIENTLY MEETS ITS REQUIREMENTS.
THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF
THIS AGREEMENT. NO USE OF THE SOFTWARE IS AUTHORIZED HEREUNDER
EXCEPT UNDER THIS DISCLAIMER.
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| 8. LIMITATION OF LIABILITY |
| TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE
LAW, IN NO EVENT WILL COBASOFT OR ITS SUPPLIERS OR RESELLERS
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 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,
COBASOFT'S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT
SHALL NOT EXCEED IN THE AGGREGATE THE SUM OF THE FEES YOU PAID
FOR THIS LICENSE (IF ANY) AND FEES FOR SUPPORT OF THE SOFTWARE
RECEIVED BY COBASOFT UNDER A SEPARATE SUPPORT AGREEMENT (IF
ANY), WITH THE EXCEPTION OF DEATH OR PERSONAL INJURY CAUSED
BY THE NEGLIGENCE OF COBASOFT TO THE EXTENT APPLICABLE LAW PROHIBITS
THE LIMITATION OF DAMAGES IN SUCH CASES. SOME JURISDICTIONS
DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL
DAMAGES, SO THIS EXCLUSION AND LIMITATION MAY NOT BE APPLICABLE.
COBASOFT IS NOT RESPONSIBLE FOR ANY LIABILITY ARISING OUT OF
CONTENT PROVIDED BY YOU OR A THIRD PARTY THAT IS ACCESSED THROUGH
THE SOFTWARE AND/OR ANY MATERIAL LINKED THROUGH SUCH CONTENT.
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| 9. HIGH RISK ACTIVITIES |
| The Software is not fault-tolerant and
is not designed, manufactured or intended for use or resale
as on-line control equipment in hazardous environments requiring
fail-safe performance, such as in the operation of nuclear facilities,
aircraft navigation or communication systems, air traffic control,
direct life support machines, or weapons systems, in which the
failure of the Software could lead directly to death, personal
injury, or severe physical or environmental damage ("High Risk
Activities"). Accordingly, Cobasoft and its suppliers specifically
disclaim any express or implied warranty of fitness for High
Risk Activities. You agree that Cobasoft and its suppliers will
not be liable for any claims or damages arising from the use
of the Software in such applications.
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| 10. TERMINATION |
| Cobasoft may terminate this Agreement
immediately in the event of default by You. Upon any termination
of this Agreement, You shall immediately discontinue the use
of the Software. Your obligations to pay accrued charges and
fees, if any, shall survive any termination of this Agreement.
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| 11. COURT JURISDICTION |
| Unless otherwise agreed in writing, all
disputes relating to this Agreement shall be subject to final
and binding arbitration or jurisdiction in Gemünden, Germany.
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| 12. COSTS OF LITIGATION |
| If any action is brought by either party
to this Agreement against the other party regarding the subject
matter hereof, the prevailing party shall be entitled to recover,
in addition to any other relief granted, reasonable attorney
fees and expenses of litigation.
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| 13. ENTIRE AGREEMENT |
| This Agreement represents the complete
and exclusive statement of the Agreements concerning this license
between the parties and supersedes all prior Agreements and
representations between them. It may be amended only by a writing
executed by both parties. THE ACCEPTANCE OF ANY PURCHASE ORDER
PLACED BY YOU IS EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO
THE TERMS SET FORTH HEREIN, AND COBASOFT AGREES TO FURNISH THE
SOFTWARE AND DOCUMENTATION ONLY UPON THESE TERMS AND NOT THOSE
CONTAINED IN YOUR PURCHASE ORDER.
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| 14. SEVERABILITY |
| If any provision of this Agreement is
held to be unenforceable for any reason, such provision shall
be reformed only to the extent necessary to make it enforceable,
and such decision shall not affect the enforceability (i) of
such provision under other circumstances or (ii) of the remaining
provisions hereof under all circumstances. Headings shall not
be considered in interpreting this Agreement.
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| 15. NO WAIVER |
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The failure of either party to enforce any rights granted hereunder
or to take action against the other Party in the event of any
breach hereunder shall not be deemed a waiver by that party
as to subsequent enforcement of rights or subsequent actions
in the event of future breaches.
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