iCube Visualization License Agreement
1. Grant of License.
iCube Visualization ('The Company') is empowered, and has agreed in consideration of the payment by you of the license fee hereunder to grant you a personal non-exclusive, non-transferable limited license to use the enclosed program (the 'software' or 'MultiScatter') in accordance with the terms and conditions of this Agreement. This License agreement permits a single user to use the Software's user interface on only one computer at one location at any one time.
2. Interpretation & Definitions
In this Agreement unless the context otherwise requires:
'Documentation' means the technical manuals, user manual and other information which is being made available by the Company to you in either printed or machine readable form;
'Intellectual Property Rights' means any and all patents, registered trademarks, registered designs, application for any of the foregoing, trade and business names, unregistered trademarks, logos, know-how, trade secrets, copyrights, rights in designs, inventions, rights under licenses and consents in relation to any such rights and rights of the same on similar effect or nature in relation to software, source code, object code and associated documentation, together with all goodwill whether or not attaching or relating thereto, in any part of the world.
'MultiScatter' means the "MultiScatter" scattering plug-in for the Autodesk 3ds max(r) product.
'Use' shall mean the right of you to design, create and test your own works ('User Works') using MultiScatter; distribute your User Works to End users; Make back up copies of MultiScatter. You may modify and make unlimited copies of any resulting animations, still images or scene files contained in the Software PROVIDED THAT you shall indemnify, hold harmless and defend the Company against any and all costs, claims, demands, expenses, losses and liabilities of whatsoever nature which may arise in conjunction with the distribution or use of your User Works and copies of files contained in the Software.
3. Property and confidentiality in MultiScatter
MultiScatter and the Documentation shall remain the sole and exclusive property of the Company. Nothing in this Agreement shall confer any rights in any trade name, business name or trademark of the Company on you.
In order to properly authorize the MultiScatter software, the Company may obtain certain information about the user's computer system through the MultiScatter license request code. The Company understands that this information may be sensible and shall consider it as confidential. The Company guarantees that this information will be used only internally and in order to prevent illegal use of the Software. The Company also guarantees that it will use its best commercially reasonable efforts to protect this information except in cases where this information might be required by applicable law.
Save as otherwise expressly set out herein or as otherwise expressly permitted by law, you shall not:
(a) Make any translation, adaptation, arrangement and any other alteration of the MultiScatter software or make any reproduction, distribution, communication, display or performance to the public of the results of such acts;
(b) Adapt or reverse compile or engineer the whole or any part of MultiScatter;
(c) Assign, transfer, sell, lease, rent, charge or otherwise deal in or encumber MultiScatter or use MultiScatter on behalf of any third party, or make available the same to any third party without the prior written consent of the Company;
(d) Remove or alter any copyright or other proprietary notice from MultiScatter;
(e) Not by itself or with others participate in any illegal, deceptive, misleading or unethical practices including, but not limited to, disparagement of MultiScatter or the Company or other practices which may be detrimental to MultiScatter or the Company;
(f) Notify the Company immediately if you becomes aware of any unauthorized use of the whole or any part of MultiScatter by any third party.
THE COMPANY DOES NOT WARRANT THAT THE USE OF MULTISCATTER WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF MULTISCATTER WILL BE UNINTERRUPTED OR ERROR FREE. THE COMPANY DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE DATA CONTAINED IN MULTISCATTER. THE COMPANY DOES NOT WARRANT THE ACCURACY OF THE COMPUTATIONS CARRIED OUT BY MULTISCATTER DURING ITS OPERATION AND SPECIFICALLY DOES NOT WARRANT ITS USE IN SAFETY CRITICAL APPLICATIONS. SUBJECT TO THE FOREGOING ALL CONDITIONS, WARRANTIES, TERMS AND UNDERTAKINGS EXPRESS OR IMPLIED STATUTORY OR OTHERWISE IN RESPECT OF MULTISCATTER AND THE DOCUMENTATION ARE HEREBY EXCLUDED TO THE GREATEST EXTENT PERMISSABLE BY APPLICABLE LAW.
6. Limitation of liability & remedies
Subject to the limits set out below, the Company shall accept liability to you in respect of direct damage to tangible property resulting from the negligence of the Company or its employee's agents or sub-contractors. The Company's entire liability in respect of any Event of Default shall be limited to damages of an amount equal to the amount of the initial purchase price originally paid by you for the Software. The Company shall not be liable to you in respect of any Event of Default for loss of data, information, profits or goodwill (whether such loss is direct or indirect) or any type of special indirect or consequential loss (including loss or damage suffered by you as a result of an action brought by a third party) even if such loss was reasonably foreseeable or the Company had been advised of the possibility of you incurring the same. If a number of Events of Default give rise substantially to the same loss then they shall be regarded as giving rise to only one claim under this Agreement. The Entire Liability of the Company and your exclusive remedy under the warranty provided herein will be to attempt to correct or work around errors, to replace the Software or to refund the purchase price and terminate this Agreement. This remedy is subject to return of the Software to the Company.
You shall indemnify the Company, and keep the Company fully and effectively indemnified on demand from and against any and all losses, claims, damages, costs, charges, expenses, liabilities, demands, proceedings and actions which the Company may sustain or incur, or which may be brought or established against the Company by any person, which in any case arise out of or in relation to, or by reason of: any breach by you of your obligations under this Agreement; any alteration, modification, adjustment or enhancement made by you to MultiScatter; or any combination, connection, operation or use of MultiScatter with any other equipment, software or documentation not supplied by the Company.
This License is effective until terminated. You may terminate this License at any time by destroying the Software, related documentation and all copies thereof. This license will terminate immediately without notice from the authorized publisher if you fail to comply with any provision of this License. Upon termination you must destroy the Software and related documentation and all copies thereof.
9. Entire Agreement
The Company shall not be liable to you for loss arising from or in connection with any representations, agreements, statements or undertakings made prior to the date of execution of this Agreement other than those representations, agreements, statements or undertakings confirmed by a duly authorized representative of the Company in writing or expressly incorporated or referred to in this Agreement.
Any controversy, claim or dispute that cannot be so resolved shall be settled by final binding arbitration in accordance with the rules of the World Arbitration Association, and judgment upon the award rendered by the arbitrator or arbitrators may be entered in any court having jurisdiction thereof. Any such arbitration shall be conducted in the city where the Company's headquarters are located, or such other place as may be mutually agreed upon by the parties.
3ds max is a registered trademark of Autodesk, Inc. All other brand names, product names, or trademarks belong to their respective holders.