Codalogic Ltd License Agreement for LMX Software
License Version 1.5
By installing, copying, or otherwise using THE SOFTWARE, YOU agree to be bound by the terms of this AGREEMENT. If YOU do not agree to the terms of this AGREEMENT, do not install, copy, or otherwise use THE SOFTWARE.
If YOU are not the USER of THE SOFTWARE, YOU must ensure that the USER agrees to the terms of this AGREEMENT before THE SOFTWARE is used.
"AGREEMENT" means the agreement between YOU and CODALOGIC LTD as described in this document.
"CODALOGIC LTD" means Codalogic Ltd, its officers, directors, employees, agents, affiliates, and third party representatives.
"YOU" means the person accepting this AGREEMENT and, if applicable, the legal entity (such as a corporation) on whose behalf the person accepting this AGREEMENT is acting.
"THE SOFTWARE" means the software that is supplied directly and indirectly by CODALOGIC LTD as part of this licence AGREEMENT including THE SOFTWARE PROGRAM, THE SOFTWARE OUTPUT and THE SUPPORTING SOFTWARE.
"THE SOFTWARE PROGRAM" means the executable software program used to generate THE SOFTWARE OUTPUT.
"THE SOFTWARE OUTPUT" means code, text and other material generated by THE SOFTWARE PROGRAM.
"THE SUPPORTING SOFTWARE" means additional software supplied by CODALOGIC LTD intended to be combined with THE SOFTWARE OUTPUT.
"LICENSE FILE" means a file obtained from the CODALOGIC LTD licensing server that is required to operate THE SOFTWARE in non-EVALUATION MODE.
"USER" means a person that uses THE SOFTWARE PROGRAM, either directly or indirectly.
"INTEGRATOR" means an individual or legal entity that YOU or any USER have a management relationship with, or have financial control over, that combines THE SOFTWARE OUTPUT and THE SUPPORTING SOFTWARE with other code to make a program or program fragment. An INTEGRATOR may or may not be a USER.
"THIRD PARTY" means a party, individual or legal entity that YOU or any USER have no management relationship with or financial control over.
"ACADEMIC FUNDING PARTY" means a party, individual or legal entity that provides financial (or equivalent) funding to YOU or any USER, where YOU and any USER are a member of an academic institution, or a student on a training course recognised by CODALOGIC LTD.
"EVALUATION MODE" means a reduced functionality mode in which THE SOFTWARE PROGRAM operates to allow you to evaluate the functionality of THE SOFTWARE.
Subject to the Terms and Conditions of this AGREEMENT, CODALOGIC LTD hereby grants YOU a non-exclusive right to use the specified version of THE SOFTWARE.
YOU may reproduce, install and use THE SOFTWARE in accordance with the following Conditions:
(i) THE SOFTWARE may be used in EVALUATION MODE without purchasing a LICENSE FILE.
(ii) THE SOFTWARE can be used in EVALUATION MODE only for the purpose of determining whether THE SOFTWARE is fit for purpose.
(iii) THE SOFTWARE OUTPUT that is ultimately intended to be supplied to a THIRD PARTY must be generated by a copy of THE SOFTWARE PROGRAM for which a LICENSE FILE has been purchased from CODALOGIC LTD.
(iv) THE SOFTWARE OUTPUT that is used to directly or indirectly develop code ultimately intended to be supplied to a THIRD PARTY must be generated by a copy of THE SOFTWARE PROGRAM for which a LICENSE FILE has been purchased from CODALOGIC LTD.
(v) Other than for evaluation purposes and for use by students on a training course recognised by CODALOGIC LTD, a unique LICENSE FILE is required for each USER of THE SOFTWARE PROGRAM. A single LICENSE FILE must not be used by more than one USER.
(vi) A unique LICENSE FILE is required for each machine that autonomously runs THE SOFTWARE PROGRAM on behalf of a number of individuals (such as a nightly build machine).
(vii) Once purchased from CODALOGIC LTD, a LICENSE FILE must not be sublicensed, leased, rented, loaned, lent, sold, time-shared, or otherwise transferred for value to any other party.
(viii) YOU may directly or indirectly supply THE SOFTWARE OUTPUT generated by a copy of THE SOFTWARE PROGRAM for which a LICENSE FILE has been purchased from CODALOGIC LTD to a THIRD PARTY only in a form that the THIRD PARTY cannot compile, link, or by some other process incorporate THE SOFTWARE OUTPUT into other software items.
(ix) YOU may directly or indirectly supply THE SUPPORTING SOFTWARE to a THIRD PARTY only in combination with THE SOFTWARE OUTPUT generated by a copy of THE SOFTWARE PROGRAM for which a LICENSE FILE has been purchased from CODALOGIC LTD and only in a form that the THIRD PARTY can not compile, link, or by some other process incorporate THE SUPPORTING SOFTWARE into other software items.
(x) Without prior arrangement with CODALOGIC LTD, YOU or any USER or any INTEGRATOR may not supply THE SOFTWARE OUTPUT or THE SUPPORTING SOFTWARE to a THIRD PARTY in a form that the THIRD PARTY could compile, link, or by some other process incorporate THE SOFTWARE OUTPUT or THE SUPPORTING SOFTWARE into other software items.
(xi) At the discretion of CODALOGIC LTD, a free, time-limited LICENSE FILE may be provided to a USER for the purpose of extended evaluation. THE SOFTWARE OUTPUT associated with such a free, time-limited LICENSE FILE may not be supplied in any form (e.g. compiled or otherwise) to a THIRD-PARTY. The possession of such a free, time-limited LICENSE FILE does not confer any rights to distribute THE SUPPORTING SOFTWARE to a THIRD-PARTY.
(xii) At the discretion of CODALOGIC LTD, a free LICENSE FILE (time-limited or otherwise) may be provided to a USER who is a member of an academic institution. THE SOFTWARE OUTPUT and THE SUPPORTING SOFTWARE associated with such a free LICENSE FILE may be supplied in compiled form to an ACADEMIC FUNDING PARTY only for non-commercial training purposes.
(xiii) At the discretion of CODALOGIC LTD, a free LICENSE FILE (time-limited or otherwise) may be provided to a training provider recognised by CODALOGIC LTD for the temporary use of students attending a training course recognised by CODALOGIC LTD. THE SOFTWARE OUTPUT and THE SUPPORTING SOFTWARE associated with such a free LICENSE FILE may be supplied in compiled form to an ACADEMIC FUNDING PARTY only for non-commercial training purposes.
Any use of THE SOFTWARE not explicitly permitted by the above Conditions is expressly not permitted, unless separate written agreement has been obtained from CODALOGIC LTD.
A USER may use THE SOFTWARE PROGRAM on any number of machines subject to said machines being solely for the use of said USER.
An INTEGRATOR may use THE SOFTWARE OUTPUT and THE SUPPORTING SOFTWARE without acquiring a LICENSE FILE.
Subject to the above Conditions, THE SOFTWARE OUTPUT and THE SUPPORTING SOFTWARE may be supplied to a THIRD PARTY royalty-free.
A USER may modify THE SUPPORTING SOFTWARE, but this does not change any restrictions imposed on the allowed uses of THE SUPPORTING SOFTWARE.
THE SOFTWARE PROGRAM is licensed as a single product. Except as otherwise stated, its component parts may not be separated for use by more than one USER.
YOU or any USER must not reverse engineer, decompile, or disassemble THE SOFTWARE, except and only to the extent that such activity is expressly permitted by applicable law.
THE SOFTWARE and its documentation are protected by copyright and other intellectual property laws and treaties. CODALOGIC LTD owns the title, copyright, and other intellectual property rights in THE SOFTWARE, and its documentation. CODALOGIC LTD reserves all rights not expressly granted to you in this agreement. THE SOFTWARE is licensed, not sold.
If YOU decide that THE SOFTWARE is not suitable for your purpose YOU are entitled to a refund of the amount you paid for the first LICENSE FILE, at any time prior to YOU delivering any item that depends on THE SOFTWARE to a THIRD PARTY or within a period of 90 days from the date of order, whichever is the earlier. On determining that THE SOFTWARE is not suitable for your purpose, all copies of THE SOFTWARE associated with a LICENSE FILE for which a refund is being claimed must be destroyed.
Without prejudice to any other rights, CODALOGIC LTD may terminate this AGREEMENT if YOU fail to comply with the Terms and Conditions of this AGREEMENT. In such event, YOU and any USER and any INTEGRATOR must destroy all copies of THE SOFTWARE in your possession.
THE SOFTWARE IS PROVIDED 'AS IS' AND COMES WITH NO WARRANTY OF ANY KIND.
CODALOGIC LTD SHALL NOT BE LIABLE FOR ANY DAMAGES SUFFERED BY ANYONE OR ANYTHING DUE TO THE DIRECT OR INDIRECT USE OF THE SOFTWARE HOWEVER THEY MAY BE CAUSED.
This AGREEMENT represents the complete agreement concerning the subject matter hereof. If any provision of this AGREEMENT is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable. This AGREEMENT is governed by, and shall be construed in accordance with, English law. The courts of England shall have jurisdiction to hear and determine any cost, action or proceedings, and to settle any disputes that may arise out of or in connection with this AGREEMENT and YOU irrevocably submit to the jurisdiction of such courts.