Gradient Node Builder
Software License Agreement
(version 1.0 as of 9th November 2015)
PLEASE READ CAREFULLY BEFORE BUYING, DOWNLOADING, INSTALLING OR OTHERWISE USING THIS SOFTWARE:
This Software License Agreement, hereafter referred as "Agreement" is a legal agreement between
you (either in your individual capacity, or on behalf of an entity), hereafter referred as "you" or "Licensee" and
Qualia Communications Timo Teichert, hereafter referred as "Licensor"
in order to give you a license to use the
plug-in Gradient Node Builder for Lightwave 3D and its documentation, hereafter referred as the "Licensed Software"
as set forth in this Agreement under the conditions in the Agreement.
By activating the "Accept License Agreement" checkbox, by downloading, installing or otherwise using the Licensed Software, you acknowledge that you have read this Agreement, understand its terms and conditions, and agree to become a party to this agreement and to be bound by such terms and conditions. If you are accepting the Agreement on behalf of a corporation or other entity, you declare that you are authorized to do so.
If you do not agree to the terms and conditions of this license, do not activate or uncheck the "Accept License Agreement" button and do not buy, download, install, or otherwise use the Licensed Software.
For purposes of this Agreement,
- "Agreement", "You", "Licensee", "Licensor", and "Licensed Software" shall have the meaning set forth in the preamble to this Agreement.
- "use" or "using" shall mean to access, install, download, copy, or otherwise benefit from using the functionality of the Licensed Software.
- "Plug-in" shall mean a software component that adds specific features to an existing software application and that cannot be used without that application.
2. OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS
- The Licensee acknowledges and agrees that the Licensor and/or its licensors own all right, title and interest in the Licensed Software and in all patents, trademarks, trade names, inventions, copyrights, know-how and trade secrets relating to the design, manufacture, operation or service of the Licensed Software. All rights not expressly granted in this Agreement are hereby reserved by the Licensor. The Licensed Software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.
- You agree that,
- through using the Licensed Software you do not acquire any ownership rights to the Licensed Software.
- the rights to use the Licensed Software as set out in this Agreement are licensed, not sold to you by the Licensor.
- the price paid by you for the Licensed Software is a license fee granting you only rights set forth in this Agreement.
- Trademarks contained in the Licensed Software are trademarks or registered trademarks of the Licensor in Germany 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 Licensed Software. The Licensee acknowledges that nothing in this Agreement gives the Licensee the right to use any trademark, trade name, or service mark of the Licensor or any third party from whom the Licensor has acquired license rights.
- The Licensee agrees that nothing in this Agreement shall change the Licensor's or any of its licensors' ownership rights to their respective intellectual property, including but not limited to the Licensed Software.
3. LICENSE GRANT
- Under the condition that, the Licensee
the Licensor grants the Licensee a limited, non-exclusive, non-sub licensable, revocable license to use the Licensed Software.
- has legally acquired the ownership of a valid license for the Licensed Software (other than by an acquisition of ownership "in good faith") either by purchasing the product key and receiving the allowance to download the Software by the Licensor or an authorized dealer or through a license transfer by a former Licensee under the conditions set forth in this Agreement, and
- paid the applicable price
- The Licensee agrees to use the Licensed Software solely for the purposes as outlined in this Agreement.
- The Agreement does not convey to the Licensee any ownership rights or any other interest in the Software.
4. LICENSE SCOPE
- Each license for the Licensed Software is licensed to be installed and used only in connexion with one valid LightWave 3D license.
- To use the Software in connexion with different LightWave3D licenses, a valid license for the Licensed Software must be purchased for each LightWave 3D license.
5. LICENSE RESTRICTIONS
- The Licensee may not rent, lent, lease, sublicense or otherwise transfer the Licensed Software, in whole or in part, to any third party for any purpose on a temporary or permanent basis.
- You may, however, sell or otherwise transfer the license to use the Licensed Software as a whole to another person or entity, provided that
- you completely uninstall the Licensed Software from your computer or network, do not retain any backup copy of the Licensed Software (or its components), and
- you request the Licensor to unregister your license in order to assign it to the transferee once the transferee registers at the Licensor, and
- you provide this Agreement to the transferee before both of you claim to seal the deal, and
- transfer this Agreement with the Licensed Software, and
- any such transferee will be bound by this Agreement, and
- you will remain secondarily liable until the Licensor successfully assigned your license to the transferee.
- Apart from the extent that the Licensee is granted by law in order to obtain information necessary to render the Licensed Software interoperable with other software, the Licensee may not translate, decompile, reverse engineer, or disassemble the Licensed Software, nor may the Licensee create derivative works of the Licensed Software.
- The Licensee agrees to use all reasonable efforts to protect the Licensed Software from unauthorized use, modification, reproduction, distribution or publication.
- The license and other terms and conditions set forth in this Agreement shall apply to any and all versions and components of the Licensed Software provided by the Licensor to the Licensee during the term of this Agreement and all versions and components of the Licensed Software used by the Licensee in accordance with this Agreement.
- The Licensed Software shall be used only by the Licensee and only subject to the terms and conditions in this Agreement.
- The Licensor is under no obligation to support the Licensed Software in any way, or to provide the Licensee with updates, bug fixes, builds, or error corrections (collectively "Software Updates"). If the Licensor at its sole option, supplies Software Updates to the Licensee, the Updates will be considered part of the Licensed Software, and subject to the terms and conditions of this Agreement.
- The Licensee acknowledges that the Licensor shall have the right, in its sole discretion and without incurring any liability, to modify the Software or discontinue its use or distribution at any time and for any reason.
- The Licensee acknowledges that the Licensed Software — especially if it is a Plug-in — may utilize software components provided by a third party and that the Licensor may have no influence on decisions by that third party that affect the utilized software components including but not limited to decisions on continuation and compatibility.
7. TERM AND TERMINATION OF AGREEMENT
This Agreement will commence on the date on which the Licensee downloads or otherwise comes into possession of the Licensed Software (the "Effective Date") and will remain in force until terminated.
- The Licensee might terminate the license at any time by removing the Licensed Software from the computer and destroying the original Software and all copies.
- Upon termination or expiration of this Agreement, the Licensee must cease use of and destroy the Licensed Software, any records or copies thereof and any related materials, and provide to the Licensor a written statement certifying that the Licensee has complied with the foregoing obligations within thirty (30) days.
- This license will automatically terminate if the Licensee breaches any of the terms or conditions set out in this license agreement included but not limited to unauthorized copying or use of the Licensed Software.
- Rights and obligations under this Agreement which by their nature should survive, shall remain in effect after termination or expiration hereof.
8. RIGHT OF WITHDRAWAL
If you are an EU customer you have the right to withdraw from a purchase transaction for digital content without charge and without giving any reason until delivery of such content has started or performance of the service has commenced. YOU DO NOT HAVE A RIGHT TO WITHDRAW FROM A TRANSACTION OR OBTAIN A REFUND ONCE DELIVERY OF THE CONTENT HAS STARTED OR THE PERFORMANCE OF THE SERVICE HAS COMMENCED, AT WHICH POINT YOUR TRANSACTION IS FINAL. You agree that delivery of digital content commences at the moment the digital content is made accessible to you for download or use.
9. DISCLAIMER OF WARRANTY
- TO THE MAXIMUM EXTEND PERMITTED BY APPLICABLE LAW THE "LICENSED SOFTWARE" IS PROVIDED "AS IS." ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ARE DISCLAIMED, EXCEPT TO THE EXTENT THAT SUCH DISCLAIMERS ARE HELD TO BE LEGALLY INVALID.
- The Licensor does not warrant that the operation of the Licensed Software will be uninterrupted or error-free, or that defects in the Licensed Software will be corrected.
10. LIMITATION OF LIABILITY
- IN NO EVENT SHALL "THE LICENSOR" BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING ANY OR ALL GENERAL, SPECIAL, CONSEQUENTIAL, INCIDENTAL, INDIRECT OR PUNITIVE DAMAGES ARISING OUT OF THIS AGREEMENT OR USE OF THE "LICENSED SOFTWARE" OR CONFIDENTIAL INFORMATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT "THE LICENSOR" HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
- Notwithstanding the foregoing, any damages that you might incur for any reason whatsoever (including, without limitation, all damages referenced above and all direct or general damages), the entire liability of the Licensor and any of its suppliers under any provision of this Agreement and your exclusive remedy for all of the foregoing shall be limited to the greater of the amount, if any, actually paid by the first owner of your license (you or - in case of a license transfer according to §5.2 of this Agreement - the initial licensee) for the Licensed Software or U.S. $5.00. The foregoing limitations, exclusions and disclaimers shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.
- The Licensee will hold the Licensor harmless from any claims based on Licensee's use of the Licensed Software for any purposes, and from any claims that later versions or releases of any Licensed Software furnished to the Licensee are incompatible with the Licensed Software provided to the Licensee under this Agreement.
- The Licensee shall have the sole responsibility to adequately protect and backup the Licensee's data or equipment used in connexion with the Licensed Software. Licensee shall not claim against the Licensor for lost data, inaccurate output, work delays or lost profits resulting from Licensee's use of the Licensed Software.
- Neither party will be liable for any indirect, punitive, special, incidental or consequential damage in connection with or arising out of this Agreement, including loss of business, revenue, profits, use, data or other economic advantage, however it arises, whether for breach or in tort, even if that party has been previously advised of the possibility of such damage.
11. GOVERNING LAW/PLACE OF PERFORMANCE AND JURISDICTION/DISPUTE RESOLUTION
- Exclusively German law applies, with the exception of the CISG, even if the Licensee has his/her residential or business seat abroad. If the Licensee is a Consumer, this choice of law shall not, however, have the result of depriving the consumer of the protection afforded to him by provisions that cannot be derogated from by agreement by virtue of the law which, in the absence of choice, would have been applicable on the basis according to Art. 6 I of the ROM I (REGULATION (EC) No 593/2008).
- The place of performance is Königswinter, Germany.
- For all present and future claims from this Agreement, the exclusive jurisdiction is Königswinter, Germany. The same jurisdiction applies if the Licensee has no general jurisdiction inside Germany, if he/she relocates his/her residence or habitual abode out of the country, or if his/her residence or habitual abode is not known at the time of institution of legal proceedings. Mandatory regulations of the EuGVVO [Europäisches Gerichtsstands- und Vollstreckungsverordnung (Council Regulation (EC) on Jurisdiction and the Recognition and Enforcement of Judgments in Civil and Commercial Matters)] are unaffected hereby.
- By agreeing to these terms and conditions, in the event of any claim you may have arising from or related to the Licensed Software or this Agreement you agree you hereby waive any right to participate in any type of law suit brought and/or maintained as a class action or similar in nature to a class action.
12. GENERAL TERMS AND INDEMNITY
- Any action relating to or arising out of this Agreement shall be governed by German law.
- Neither party may assign or otherwise transfer any of its rights or obligations under this Agreement, without the prior written consent of the other party, except that the Licensor may assign this Agreement to any other company.
- If any part of this Agreement is found void and unenforceable, it will not affect the validity of the balance of the Agreement, which shall remain valid and enforceable according to its terms. In the event that it is determined by a court of competent jurisdiction as a part of a final non-appealable judgement that any provision of this Agreement (or part thereof) is invalid, illegal, or otherwise unenforceable, such provision will be enforced as nearly as possible in accordance with the stated intention of the parties, while the remainder of the Agreement will remain in full force and effect and the parties will be bound by obligations which approximate, as closely as possible, the effect of the provision found invalid or unenforceable, without being themselves invalid or unenforceable. The waiver of any breach or default shall not constitute a waiver of any other right in this Agreement or any subsequent breach or default. No waiver shall be effective unless in writing and signed by an authorized representative of the party to be bound. Failure to pursue, or delay in pursuing, any remedy for a breach shall not constitute a waiver of such breach.
- The Licensee agrees that the Licensee shall indemnify, defend, and hold harmless the Licensor, and its respective officers, directors, employees, agents, successors, and assigns, from any damage, allegation, cost, loss, liability, or expense (including court costs and reasonable fees for attorneys or other professionals) arising out of or resulting from or in connexion with any breach or claimed breach of the terms of this Agreement or warranties provided herein.
Trademark and copyright information
© 2015 Qualia Communications Timo Teichert. All rights reserved.
All brands, company names, and product names are trademarks or registered trademarks of their respective holders.
This paper may contain brands, company names and product names of third parties, and following are the requirements for identifying trademarks and registered trademarks of those third parties. This list is not exhaustive and the paper may contain brands, company names and product names of additional third parties. All brands, company names and product names are trademarks or registered trademarks of their respective holder.
LightWave® is a registered Trademark of NewTek, Inc.