This Westbay Engineers Ltd. End-User Licence Agreement ("EULA") is a legal agreement between you (either an individual or a single entity) and Westbay Engineers Ltd. for the Westbay Engineers Ltd. software, including: computer software, programs, its code, objects including their API's, as well as any images, photographs, templates, animations, video, audio, music, text, and "applets" incorporated into the software, the accompanying printed materials, and "online" or electronic documentation ("SOFTWARE PRODUCT"). By installing, downloading, creating a back-up, or otherwise using the SOFTWARE PRODUCT, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, do not install or use the SOFTWARE PRODUCT.
SOFTWARE PRODUCT LICENCE
The SOFTWARE PRODUCT is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.
1. GRANT OF LICENCE.
This EULA grants you the following rights:
Westbay Engineers Ltd. grants you a non-exclusive licence to use the SOFTWARE PRODUCT pursuant to the terms and conditions of this EULA.
The SOFTWARE PRODUCT is licensed, not sold.
Applications Software. You may install and use one copy of the SOFTWARE PRODUCT on a single computer.
Storage/Network Use. You may also store or install a copy of the SOFTWARE PRODUCT on a storage device, such as a network server, used only to install or run the SOFTWARE PRODUCT on your other computers over an internal network; however, you must acquire and dedicate a separate EULA for each separate computer on which the SOFTWARE PRODUCT is installed or run from the storage device. A EULA for the SOFTWARE PRODUCT may not be shared or used concurrently on different computers.
2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS.
Not for Resale Software. If the SOFTWARE PRODUCT is labeled "Not for Resale" or "NFR," then, notwithstanding other sections of this EULA, you may not resell, or otherwise transfer for value, the SOFTWARE PRODUCT.
Prohibition on Reverse Engineering, Decompilation, and Disassembly. You may not reverse engineer, decompile, or disassemble the SOFTWARE PRODUCT, except and only to the extent that such activity is expressly permitted by applicable law and to the extent that a party is not permitted by such applicable law to exclude or limit such rights. Information relating to the SOFTWARE PRODUCT which is necessary to enable the production of software which is interoperable with the SOFTWARE PRODUCT (or with other software) may be available from Westbay Engineers Ltd..
Separation of Components. The SOFTWARE PRODUCT is licensed as a single product. Neither it nor its component parts (including, but not limited to: images) may be downloaded, sublicensed or separated from the SOFTWARE PRODUCT, or used on more than one computer, except as specifically provided for in Section 1 of this EULA.
Rental. You may not rent, lease, license, sub-license or lend the SOFTWARE PRODUCT.
Support Services. Westbay Engineers Ltd. may provide you with support services related to the SOFTWARE PRODUCT ("Support Services") described in "online" documentation, and/or in other Westbay Engineers Ltd.-provided materials.
Permanent Software Transfer. You may permanently transfer all of your rights under this EULA, provided you retain no copies, you transfer all of the SOFTWARE PRODUCT (including all component parts, the media and printed materials, any upgrades, and this EULA), and the recipient expressly agrees to the terms of this EULA.
Termination. Without prejudice to any other rights, Westbay Engineers Ltd. may terminate this EULA if you fail to comply with the terms and conditions of this EULA. In such event, you must destroy or return all copies of the SOFTWARE PRODUCT and all of its component parts. Sections 4, 5, 6, 7, 8, and 9 hereof shall survive any termination of this EULA.
If the SOFTWARE PRODUCT is labeled as an upgrade, you must be properly licensed to use a product identified by Westbay Engineers Ltd. as being eligible for the upgrade in order to use the SOFTWARE PRODUCT. A SOFTWARE PRODUCT labeled as an upgrade replaces and/or supplements the product that formed the basis for your eligibility for the upgrade. You may use the resulting upgraded product only in accordance with the terms of this EULA.
All right, title and interest in and to the SOFTWARE PRODUCT and any copies of the SOFTWARE PRODUCT made by you are owned by Westbay Engineers Ltd. or its suppliers. The SOFTWARE PRODUCT is protected by copyright laws, other laws, and international treaty provisions. Therefore, you must treat and protect the SOFTWARE PRODUCT like any other protected material. You may not remove any copyright, trademark, proprietary rights, disclaimer or warning notice included on or embedded in any part of the SOFTWARE PRODUCT or any copy you make of the SOFTWARE PRODUCT. Except as expressly set forth in this EULA, you may not copy or duplicate the SOFTWARE PRODUCT or printed materials accompanying the SOFTWARE PRODUCT, except as permitted by applicable law. Except as specifically provided for in this EULA, Westbay Engineers Ltd. reserves all of its other rights.
5. LIMITED WARRANTY.
Westbay Engineers Ltd. warrants that the SOFTWARE PRODUCT will substantially conform to the accompanying written documentation and specifications. Westbay Engineers Ltd. also warrants that the media that the SOFTWARE PRODUCT is provided on will be free from defects in material and workmanship. These warranties extend for a period of ninety (90) days from the date of receipt.
CUSTOMER REMEDY. Westbay Engineers Ltd.'s and its suppliers' entire liability and your exclusive remedy shall be, at Westbay Engineers Ltd.'s sole option either (a) return of the price paid, or (b) repair or replace the SOFTWARE PRODUCT or media that does not meet this LIMITED WARRANTY and which is returned to your place of purchase with a copy of your receipt. This LIMITED WARRANTY is void if failure of the SOFTWARE PRODUCT media has been subjected to: accident, abuse or misapplication. Any replacement SOFTWARE PRODUCT media will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer.
DISCLAIMER OF WARRANTIES.
EXCEPT AS SET FORTH IN THIS SECTION 7, WESTBAY ENGINEERS LTD. MAKES NO WARRANTIES WHATSOEVER, AND SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WESTBAY ENGINEERS LTD. DOES NOT WARRANT THAT THE SOFTWARE PRODUCT WILL BE ERROR OR BUG FREE. NO EMPLOYEE, AGENT, DEALER, OR DISTRIBUTOR IS AUTHORIZED TO MAKE ANY ADDITIONAL WARRANTIES OR TO MODIFY THE FOREGOING LIMITED WARRANTY. IF IMPLIED WARRANTIES MAY NOT BE DISCLAIMED UNDER APPLICABLE LAW, THEN ANY IMPLIED WARRANTIES ARE LIMITED IN DURATION TO THIRTY DAYS AFTER YOU RECEIVE THE SOFTWARE PRODUCT. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. YOU MAY HAVE OTHER RIGHTS WHICH VARY FROM STATE/JURISDICTION TO STATE/JURISDICTION.
6. LIMITATION OF LIABILITY.
IN NO EVENT SHALL WESTBAY ENGINEERS LTD. OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL, PUNITIVE OR MULTIPLE DAMAGES WHATSOEVER, WHETHER IN CONTRACT, TORT OR OTHERWISE (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE PRODUCT OR ACCOMPANYING PRINTED MATERIALS OR DOCUMENTS OR THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES, EVEN IF WESTBAY ENGINEERS LTD. AND ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR IF THE DAMAGES ARE FORESEEABLE. IN ANY CASE, WESTBAY ENGINEERS LTD.'S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS EULA SHALL BE LIMITED TO THE GREATER OF THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE PRODUCT OR U.S.$5.00; YOU ACKNOWLEDGE THAT THE LICENCE FEES REFLECT THIS ALLOCATION OF RISK. BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
This EULA is governed by the laws of England, without regard to its conflict of law principles. In no event shall the United Nations Convention on Contracts for the International Sale of Goods apply to this EULA.
If any provision of this EULA is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable, and such provision shall not affect the enforceability of (i) such provision under other circumstances, or (ii) the remaining provisions hereof under all circumstances.
You agree that this EULA is the complete and exclusive statement of the licence agreement between you and Westbay Engineers Ltd. which supersedes any proposal or prior agreement, oral or written, and any other communication between you and Westbay Engineers Ltd. relating to the subject matter of this licence agreement.
Should you have any questions concerning this EULA, or if you desire to contact Westbay Engineers Ltd. for any reason, please contact or write: Westbay Engineers Ltd., 21 Pagewood Close, Crawley, West Sussex, RH10 7ZL, United Kingdom.