Data Management Software FD-S1w

End User License Agreement

IMPORTANT: READ THIS LICENSE AGREEMENT CAREFULLY BEFORE DOWNLOADING.

Product: Data Management Software FD-S1w

PLEASE READ CAREFULLY THE LICENSE AGREEMENT BELOW ("AGREEMENT") BEFORE DOWNLOADING THIS SOFTWARE PRODUCT AND ITS REFERENCE MANUAL (COLLECTIVELY, "SOFTWARE"). DOWNLOADING THE SOFTWARE SHALL BE DEEMED YOUR LEGALLY BINDING ACCEPTANCE OF THE TERMS AND CONDITIONS BELOW. IF YOU DO NOT AGREE TO THEM, DO NOT DOWNLOAD THE SOFTWARE.

1. Copyright and Intellectual Property Rights

This is a license agreement and not an agreement for sale. Konica Minolta, Inc. ("Konica Minolta") owns, and/or has been licensed from other owners ("Konica Minolta Licensors"), copyrights and other intellectual property rights of the Software, and any and all rights and title to the Software and any copy made from it are retained by Konica Minolta and/or Konica Minolta Licensors. In no event, this Agreement shall be deemed to assign any copyright and/or any intellectual property rights of the Software from Konica Minolta and/or Konica Minolta Licensors to you. The Software is protected by copyright laws and international treaty provisions. Except as expressly provided in this Agreement, no licenses are granted to you as to any copyright and/or any intellectual property rights of the Software.

2. License

1. Subject to your compliance with this Agreement, Konica Minolta hereby grants to you a non-exclusive and limited license to install and use the Software on one computer which is under your control solely for the purpose of using the Software with Konica Minolta's Spectrodensitometer FD-5 or FD-7.
2. In addition to the duplication necessary for the installation under Section 2(1) above, you may make one copy of the Software only for backup purpose.
3. You must attach to each of the duplications set forth in Section 2(1) and Section 2(2) a legend that Konica Minolta and/or Konica Minolta Licensors own copyrights and other intellectual property rights of the Software.
4. You agree that Konica Minolta may audit your use of the Software with respect to your compliance with the terms and conditions of this Agreement at any time, upon reasonable prior notice.

3. Restrictions

1. Without a prior written consent of Konica Minolta, you shall not:
   (i) use, duplicate, modify, merge, revise or enhance the Software in any way,
   (ii) decompile, disassemble, reverse engineer or otherwise attempt to discover the Software’s source code,
   (iii) make others to install and/or use the Software by rental, lease, transfer, sub-license or any other method, or
   (iv) place the Software onto a server so that it is accessible via a public network.
2. You agree that you will not export the Software in any form in violation of any applicable laws and regulations regarding export control of any country.

4. Disclaimer of Warranties

1. THE SOFTWARE IS PROVIDED TO YOU "AS IS" WITHOUT ANY WARRANTIES WHATSOEVER. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS, KONICA MINOLTA, ITS AFFILIATE COMPANIES, THEIR DISTRIBUTORS AND KONICA MINOLTA LICENSORS DISCLAIM ALL WARRANTIES WITH REGARD TO THE SOFTWARE, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, LACK OF VIRUS, ITS FUNCTIONALITY OR CAPABILITY, ACCURACY OR COMPLETENESS, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS.
2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS, IN NO EVENT WILL KONICA MINOLTA, ITS AFFILIATE COMPANIES, THEIR DISTRIBUTORS NOR KONICA MINOLTA LICENSORS BE LIABLE FOR ANY LOST PROFITS, LOST DATA, OR ANY OTHER INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM USE OR INABILITY TO USE THE SOFTWARE, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, COMPUTER FAILURE OR MALFUNCTION OR ANY AND ALL OTHER COMMERCIAL OR OTHER DAMAGES OR LOSSES, EVEN IF KONICA MINOLTA, ITS AFFILIATE COMPANIES, THEIR DISTRIBUTORS OR KONICA MINOLTA LICENSORS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

5. Termination of Agreement

1. You may terminate this Agreement by destroying this Software and any copies thereof in your possession.
2. Konica Minolta may terminate this Agreement at any time if you fail to comply with the terms and conditions of this Agreement. Upon such termination, you must immediately destroy this Software, the along with any copies thereof and accompanying materials in your possession.

6. Applicable laws

This Agreement shall be interpreted, construed and governed by the laws of Japan.

7. SEVERABILITY

In the event that any part or parts of this Agreement shall be held illegal or null and void by any court or administrative body of competent jurisdiction, such determination shall not effect the remaining parts of this Agreement and they shall remain in full force and effect as if such part or parts determined illegal or void had not been included.

8. U.S. Government Restricted Rights Notice

If you are acquiring the Software on behalf of any unit or agency of the United States Government, the following provisions apply. Use, duplication or disclosure by the Government is subject to restrictions as set forth in the Rights in the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013, subdivision (b) (3) (ii) or subparagraph (c) (1) (ii), as appropriate. Further use, duplication or disclosure is subject to restrictions applicable to restricted rights software as set forth in FAR 52.227-19 (c) (2).