Geomagic Labs

GEOMAGIC, INC. END-USER LICENSE AGREEMENT FOR SOFTWARE AND CONTENT DISTRIBUTED UNDER THE GEOMAGIC LABS INITIATIVE

THIS IS A LEGAL AGREEMENT (“AGREEMENT”) BETWEEN YOU, THE END USER ("USER" OR "YOU"), AND GEOMAGIC, INC. (“GEOMAGIC").  CAREFULLY READ ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT PRIOR TO DOWNLOADING, INSTALLING AND/OR USING GEOMAGIC’S SOFTWARE. BY PRESSING THE "I ACCEPT" BUTTON BELOW (AS APPLICABLE) OR INSTALLING OR USING THE SOFTWARE, USER AGREES TO BE BOUND BY THESE TERMS AND CONDITIONS.  IF USER DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT, PRESS THE “CANCEL” BUTTON (AS APPLICABLE), AND DO NOT DOWNLOAD, INSTALL OR USE THE SOFTWARE.

The enclosed computer program, sample data and/or accompanying documentation, including all associated content, algorithms, techniques, displays, and report formats (collectively, "Software") are licensed, not sold, to You for use only under the terms of this Agreement.  Geomagic and its suppliers reserve all rights not expressly granted to You.   You assume sole responsibility for the installation, use and results obtained from Your use of the Software.  This Agreement is valid and grants You rights only if Your copy of the Software is a genuine, licensed copy of the Software that has not been pirated.

1.  LICENSE.  Subject to the terms and conditions of this Agreement, Geomagic grants to You a non-exclusive, non-transferable, non-sublicenseable license (“License”) to use the Software in object code form only and only for test and review purposes.  Termination or expiration of this License for any reason shall terminate Your rights to use the Software but shall not terminate the other terms of this Agreement.

You acknowledge and agree that the Software may include code that limits the number of days, number of executions, and/or amount of time that You may have to use the Software.  You are licensed to use the Software only until the indicated end-date or other limits have been met, at which point this Agreement and the License will automatically terminate.

You further acknowledge and agree that the Software is pre-release software and is experimental in nature. The Software may not have been tested in any manner, and Geomagic does not represent that the Software is reliable, accurate, complete, or otherwise valid.  

This Agreement and Your License will automatically terminate in the event that Geomagic releases a commercial version of the Software licensed hereunder.

This License authorizes you to do the following:

(a)  Install and use the Software on multiple computer systems on Your network. Use of the Software is limited to Your employees and on-site contractors that do not compete with Geomagic.
(b)  Make and retain one (and only one) copy in machine-readable form solely for backup or archival purposes for the computer for which the Software is installed. 

You agree not to:

(a)   Use, copy or transfer copies of the Software except as provided in this Agreement;
(b)   Disassemble, decompile or otherwise reverse engineer the Software in order to discover the source code or related proprietary information and trade secrets, or have a third party do so, except to the extent expressly permitted by applicable law notwithstanding this limitation;  or
(c)   Rent, lease, sublicense, distribute, transfer, modify or timeshare the Software.

2.  INTELLECTUAL PROPERTY.  All title, ownership rights, and intellectual property rights in and to the Software shall remain in Geomagic and/or its suppliers.  The Software is protected by copyright law.  The archived copy, as well as any other copy made for any other reason, must bear the copyright and any other proprietary rights legend placed on the original by Geomagic.

In using the Software, you may provide certain comments, suggestions, data, or other information to Geomagic (collectively "Feedback"). Geomagic shall have the right to retain and use any such Feedback in current or future products or services, without additional compensation to you. To the extent such Feedback is protectable under intellectual property laws, you agree to cooperate with Geomagic as needed to obtain such protection as Geomagic may reasonably desire and you agree to assign your rights to such Feedback to Geomagic.  Without limiting the foregoing, You agree that all modifications and enhancements to the Software based in whole or in part on Your Feedback, and all related intellectual property rights, shall be owned by Geomagic.

3.  WARRANTY.  Geomagic does not warrant that the Software or the functions contained in the Software will meet Your requirements, operate without interruption, or be error-free.  THE SOFTWARE IS PROVIDED “AS IS" WITH NO WARRANTY OF ANY KIND AND YOU USE THE SOFTWARE AT YOUR OWN RISK. GEOMAGIC EXPRESSLY DISCLAIMS ANY WARRANTY, EXPRESS OR IMPLIED, REGARDING THE SOFTWARE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. SOME STATES DO NOT ALLOW THE EXCLUSION OF WARRANTY, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.  FURTHER, GEOMAGIC SPECIFICALLY DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE, OR THE RESULTS OF THE USE, OF THE SOFTWARE IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, CURRENTNESS, OR OTHERWISE, OF THE USEFULNESS OR SUITABILITY OF THE SOFTWARE FOR YOUR INTENDED OR OTHER PURPOSES, OR COMPATIBILITY OF THE SOFTWARE WITH ANY PARTICULAR HARDWARE OR WITH OTHER SOFTWARE, INCLUDING BUT NOT LIMITED TO ANY OTHER GEOMAGIC SOFTWARE.  NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY GEOMAGIC OR ITS EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY, AND YOU MAY NOT RELY ON ANY SUCH INFORMATION OR ADVICE.  THE SOFTWARE CONSISTS OF PRE-RELEASE CODE AND MAY NEVER BE RELEASED, OR MAY BE CHANGED SUBSTANTIALLY BEFORE RELEASE.

4.  LIABILITY.  THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE SOFTWARE IS ASSUMED BY YOU.  GEOMAGIC AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR (A) DIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, SPECIAL OR INDIRECT DAMAGES OF ANY SORT, WHETHER ARISING IN TORT, CONTRACT OR OTHERWISE (INCLUDING ANY LOST PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR PERSONAL INJURY), EVEN IF GEOMAGIC HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR (B) FOR ANY CLAIM BY ANY OTHER PARTY. WITHOUT LIMITING THE FOREGOING, IN NO CASE SHALL GEOMAGIC’S LIABILITY UNDER THIS AGREEMENT EXCEED $100.

THE FOREGOING LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

5.  HIGH RISK ACTIVITIES.  The Software is not fault-tolerant and is not designed, manufactured or intended for use or resale as on-line control equipment in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct lift support machines, or weapons systems, in which the failure of the Software could lead directly to death, personal injury, or severe physical or environmental damage ("High Risk Activities").  Geomagic specifically disclaims any express or implied warranty of fitness for High Risk Activities.

6.  TERMINATION.  You may terminate this License (but not this Agreement) at any time by destroying or erasing Your copy of the Software and so advising Geomagic.  This License shall also terminate automatically in the event that You breach this Agreement.  Upon termination of this License for any reason, You agree to destroy or erase the Software and all copies thereof made by You.  In the event of termination of the License, the remaining terms of this Agreement will survive.  This License is personal to You and You agree not to attempt to assign Your License or this Agreement without Geomagic's prior written consent.  Any attempted assignment shall be null and void.  

7.  EXPORT LAWS. You agree to comply with all United States and other applicable laws and regulations that apply to the Software, including all United States export laws and regulations.  You agree not to download or otherwise export or re-export the Software or any underlying information or technology except in full compliance with such laws.

8.  CONFIDENTIALITY.  You acknowledge that the Software in source code form remains a confidential trade secret of Geomagic and/or its suppliers.  You agree not to deliver or otherwise make the Software available to anyone other than You or the authorized employees of your company (if You are a business entity) and only for testing and review purposes.  You agree to use Your best efforts to safeguard the Software and to ensure that no unauthorized person gains access to the Software and that no unauthorized copy, publication or decompilation is made of the Software.

9.  AVAILABLE ENHANCEMENTS AND MAINTENANCE.  Nothing in this Agreement shall entitle You to receive any enhancements, upgrades, or new versions of or to the Software

10. MISCELLANEOUS.  This Agreement shall be governed by and construed in accordance with the substantive laws of the State of North Carolina, USA, without regard to its choice of law provisions.  The United Nations Convention on Contracts for the International Sale of Goods, or any successor thereto, shall not apply to this Agreement.  The parties each consent to sole and exclusive jurisdiction and venue in a state or federal court in Wake County, North Carolina for any dispute arising out of or in connection with this Agreement.  This License sets forth the entire agreement between You and Geomagic. This Agreement may be amended only in a writing signed by both parties.  You agree that Geomagic may collect and use information, including Your personal information, gathered in connection with the provision of the Software, including User registration data, for Geomagic’s and its business partners’ sales and marketing purposes and for product development purposes. No vendor, distributor, dealer, retailer, sales person or other person is authorized to modify this Agreement or to make any warranty, representation or promise which is different than, or in addition to, the representations or promises of this Agreement.

Copyright (c) 1996-2011 Geomagic, Inc.  All rights reserved.