Information about http://www.sigmaphoto.com/downloads/full/spp_license_agreement.pdf

SIGMA CORPORATION …

Tags: corporation software, internal business purposes, japan, sigma corporation, software license agreement, software program, third parties, third party beneficiaries, unauthorized disclosure,
Pages: 4
Language: english
Created: Mon May 12 10:46:34 2003
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                                   SIGMA CORPORATION

                            SOFTWARE LICENSE AGREEMENT


NOTICE -- READ THIS BEFORE DOWNLOADING, COPYING OR USING THE
SOFTWARE

     INSTALLING AND USING THE SOFTWARE ACCOMPANYING THIS LICENSE
AGREEMENT ("AGREEMENT") INDICATES YOUR ACCEPTANCE OF THESE TERMS
AND CONDITIONS. READ ALL OF THE TERMS AND CONDITIONS OF THIS LICENSE
AGREEMENT PRIOR TO INSTALLING OR USING THE SOFTWARE. IF YOU DO NOT
ACCEPT THESE TERMS, YOU MUST DELETE THE SOFTWARE FROM YOUR
HARDWARE.

     PLEASE NOTE THAT YOU MAY NOT USE, COPY, MODIFY OR TRANSFER THE
PROGRAM OR DOCUMENTATION OR ANY COPY, EXCEPT AS EXPRESSLY
PROVIDED IN THIS AGREEMENT.

         1.     License. This software program (the "Program") and the accompanying on-line
read-me and help files (the "Documentation") are licensed, not sold, to you by SIGMA
Corporation ("Licensor"). The term "Program" shall also include any updates of the Program
licensed to you by Licensor and its licensors. Subject to the terms of this Agreement, you have a
personal, nontransferable, nonexclusive and non-sublicensable right to use the Program solely for
your personal or internal business purposes, and not for any further resale, re-license or other use
by third parties. You may use this Program on any computer owned by you or under your
control which is located in Japan, the United States and its territories or any other country to
which this Program is legally exported. You agree to prevent and protect the contents of the
Program and Documentation from unauthorized disclosure or use. Licensor and its licensors
reserve all rights not expressly granted to you. Licensor's licensors are the intended third party
beneficiaries of this license agreement and have the express right to rely upon and directly
enforce the terms set forth herein.

        2.     Limitation on Use. You agree not to (i) assign, transfer, lease, rent or engage in
any time-sharing of the Program, (ii) alter or modify the Program, in whole or in part, (iii) modify
or create any derivative work of the Program, in whole or in part or, (iv) reverse assemble,
decompile, reverse engineer or otherwise attempt to derive source code, the underlying ideas,
algorithms, structure or organization of the Program in whole or in part. You shall not remove,
alter, cover or obfuscate any copyright notices or other proprietary rights notices placed or
embedded by Licensor or its licensors on or in any Program or Documentation.

       3.     Restrictions You may not sublicense, assign, delegate, rent, lease, time-share or
otherwise transfer this license or any of the related rights or obligations for any reason. Any
attempt to make any such sublicense, assignment, delegation or other transfer by you shall be
void.



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        4.      Copyright. The Program and related Documentation are copyrighted by Licensor
and its licensors. You may only copy the Program (or this license) for use by you on computers
which are owned by you or under your control. You may make one copy of the Documentation
and print one copy of any on-line documentation or other materials provided to you in electronic
form for each permitted copy of the Program. Any and all other copies of the Program and any
copy of the Documentation made by you are in violation of this license.

        5.      Ownership. You agree that all rights, title and interest in and to the Program and
Documentation including all intellectual property rights thereto belong to Licensor and its
licensors. You agree that you neither own nor hereby acquire any claim or right of ownership to
the Program and Documentation or to any related patents, copyrights, trademarks or other
intellectual property. Licensor and its licensors retain all right, title and interest in and to the
Documentation and all copies and the Program at all times, regardless of the form or media in or
on which the original or other copies may subsequently exist. This license is not a sale of the
original or any subsequent copy. All content accessed through the Program is the property of the
applicable content owner and may be protected by applicable copyright law. This license gives
you no rights to such content.

        6.     Term and Termination. This license is effective upon your using the Program
until terminated. You may terminate this license at any time by destroying the Program and
Documentation and any permitted copies. This license automatically terminates if you fail to
comply with its terms and conditions. You agree that, upon such termination, you will either
destroy (or permanently erase) all copies of the Program and Documentation, or return the
original Program and Documentation to Licensor, together with any other material you have
received from Licensor in connection with the Program. At the termination of this Agreement,
Licensor shall not refund any payment of the Program you have made. You may not make a
claim against Licensor, its licensor, subsidiaries, distributors or dealers for the refund of the
payment of the Program.

        7.     LIMITED WARRANTY. LICENSOR AND ITS LICENSORS PROVIDE THE
PROGRAM AND THE DOCUMENTATION "AS IS" AND SPECIFICALLY DISCLAIM ANY
WARRANTY OF ANY KIND WHETHER EXPRESS, IMPLIED OR STATUTORY,
INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF
MERCHANTABILITY, NONINFRINGEMENT AND FITNESS FOR A PARTICULAR
PURPOSE. All risk of quality and performance of the Program and the Documentation is with
you, the licensee. Should the Program prove defective, you, and not the Licensor nor its
licensors, shall assume the entire cost of any service and repair. This disclaimer of warranty
constitutes an essential part of this Agreement. However, if the Program is provided on a CD-
ROM, then the CD-ROM storing the Program shall be warranted only against defective material
for a period of ninety (90) days after purchase as evidenced by your sales receipt and the
warranty card. During the ninety (90) day warranty period, your sole remedy for a defective CD-
ROM shall be replacement of the same without charge when returned at your expense. This
limited warranty does not apply if the failure of the CD-ROM results from accident, abuse or
misapplication of the Program and shall not extend to anyone other than you.



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     8.     LIMITATION OF REMEDIES. IN NO EVENT WILL LICENSOR NOR ITS
LICENSORS, ANY OF LICENSOR'S SUBSIDIARIES, DISTRIBUTORS, OR DEALERS BE
LIABLE FOR ANY INDIRECT DAMAGES OR OTHER RELIEF ARISING OUT OF YOUR
USE OR INABILITY TO USE THE PROGRAM INCLUDING, BY WAY OF ILLUSTRATION
AND NOT LIMITATION, LOST PROFITS, LOST BUSINESS OR LOST OPPORTUNITY, OR
ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL OR EXEMPLARY
DAMAGES, INCLUDING LEGAL FEES, ARISING OUT OF SUCH USE OR INABILITY TO
USE THE PROGRAM, EVEN IF LICENSOR, ITS LICENSORS OR AN AUTHORIZED
LICENSOR DEALER, DISTRIBUTOR OR SUPPLIER HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY TO
THE MAXIMUM EXTENT PERMITTED BY LAW. THESE LIMITATIONS SHALL APPLY
NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED
REMEDY.     NEITHER LICENSOR, NOR ANY OF LICENSOR'S SUBSIDIARIES,
DISTRIBUTORS OR DEALERS SHALL HAVE ANY OBLIGATION TO INDEMNIFY YOU
AGAINST ANY CLAIM OR SUIT BROUGHT AGAINST YOU BY A THIRD PARTY.

         9.      Applicable Law. This license will be governed by the laws of Japan, without
reference to conflicts of laws principles. All controversies and disputes arising out of or relating
to this Agreement shall be submitted to the exclusive jurisdiction of the Tokyo District Court in
Tokyo, Japan. The United Nations Convention on Contracts for the Sale of Goods does not apply
to this license.

       10.     Export Controls. The Program, in whole or in part, and the underlying
information and technology may not be downloaded or otherwise exported or reexported (i) to
any countries, either directly or indirectly, without necessary permission of the Japanese
government or other applicable government, and (ii) into (or to a national or resident of) Cuba,
Iraq, Libya, Yugoslavia, North Korea, Iran, Syria or any other country to which the U.S. has
embargoed goods; or (iii) to anyone on the U.S. Treasury Department's list of Specially
Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By
downloading or using the Program, you are agreeing to the foregoing and you represent and
warrant that you are not located in, under the control of, or a national or resident of any such
country or on any such list.

       11.     U.S. Government End Users. The Program is a "commercial item," as that term
is defined at 48 C.F.R. 2.101 (Oct. 1995), consisting of "commercial computer software" and
"commercial computer software documentation," as such terms are used in 48 C.F.R. 12.212
(Sept. 1995). Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4
(June 1995), all U.S. Government end users acquire only those rights in the Program and the
Documentation that are provided by this Agreement.

        12.    No Other Agreements. This Agreement constitutes the entire agreement between
the parties with respect to the Program and the Documentation, and supersedes any other written
or oral agreement.




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       13.     General Provisions.        If any part of this Agreement is found void and
unenforceable by any law or court, such provision shall be null and void. However, all the
remaining part of the agreement shall remain in full force and effect.

      14.    JURISDICTION SPECIFIC EXCEPTIONS TO TERMS ABOVE

              14.1 Limited Warranty for software purchaser within the Federal Republic
      of Germany only. If the Program was purchased by you within the Federal Republic of
      Germany, there shall be a warranty period of 24 months starting with the passing of the
      risk (handover of the Program). In case of defects of the Program, the warranty shall be
      affected by subsequent rectification or substitute delivery. If the subsequent rectification
      fails or if the substitute delivery also contains a defect or if Licensor does not meet its
      subsequent delivery or substitute delivery obligation within a reasonable period then you
      shall be entitled to a reduction of the purchase price or recession of the contract for the
      Program. The risk and costs of transport for the return of the defective CD-ROM shall be
      borne by Licensor.

               14.2 Limitation of Remedies for software purchaser within the Federal
      Republic of German only.If the Program was purchased by you within the Federal
      Republic of Germany, Licensor or its licensors shall not be liable to you for any loss or
      damage or compensation arising from Licensor's failure to comply with its warranty
      obligation, with any of its contractual or precontractual obligations or for any delay or
      non-performance except such failure was caused due to wilful default or gross negligence
      of Licensor or its authorised managerial staff. This shall not apply in any cases of product
      liability or trespass to a person. Licensor or its licensors shall be liable to you for any
      breach of substantial contractual obligations limited to the reasonably foreseeable damage
      sustained by the customer.

              14.3 Applicable Law. If the Program was purchased by you within the Federal
      Republic of Germany, the laws of the Federal Republic of Germany shall govern the legal
      relationship between Licensor and you. The application of the United Nations Convention
      on Contracts for the International Sale of Goods (CISG) is excluded.

           14.4     General Provision. This warranty shall not apply in any case of
      amendment or alterations of the Program made by you.




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