End-User License Agreement

This Agreement is concluded between you, as an individual or a single business entity, ("Customer") and XTools Pro, Inc. ("Licensor") for the XTools Pro's software ("Software Product") that accompanies this Agreement, including any associated media, printed materials and electronic documentation. The Software Product also includes any software updates, enhancements, modifications, revisions, add-on components, stencils, templates, shapes and/or supplements that Licensor may provide to Customer or make available to Customer, or that Customer may obtain from the use of features or functionality of the Software Product after the date Customer obtained the initial copy of the Software Product to the extent that such items are not accompanied by a separate license Agreement or terms of use. Notwithstanding the foregoing, Licensor shall be under no obligation to make available any updates, enhancements, modifications, revisions, or additions to the Software Product performed by Licensor after the date Customer paid applicable license fee, unless otherwise provided by maintenance conditions. As set forth below, Customer expresses the consent to transmit some information about Customer's computer during activation, checks and for Internet-based services by using the Software Product. By installing, accessing or otherwise using the Software Product, Customer agrees to be bound by the terms of this Agreement. If you do not agree with the Agreement terms and conditions as stated, do not use the Software Product. Use of the Software Product in contravention and/or failure of any terms of the Agreement are forbidden by applicable international law (Berne Convention).

The types of licenses provided with the Software Product are listed below. Only one license type can be applied to the Customer. If you want to determine your license type, refer to the message containing your registration code or open the “About" dialog with the license details. If you still need help to determine your license type, address to support@xtools.pro.

SINGLE LICENSE

This type of license permits software operation on one computer, workstation, or other digital electronic device (“Device”) that conforms to the system requirements of the Software as specified in the Documentation. For the rights granted to Customer, Customer is bound to pay to Licensor applicable license fee.

CUSTOMER RIGHTS

In accordance with the terms of this Agreement, the Licensor grants the Customer following worldwide non-exclusive rights, which may not be transferred to any third party:

• use the Software Product at any time exclusively for personal or business purposes, without rights of commercial replication and/or distribution neither in full or as part of the derived software to any third parties;
• install and use one copy of the Software Product on the Device and reinstall the Software Product within this Device, which can be either private or leased. Customer may install a second copy of the Software Product on a portable Device owned by the Customer for the exclusive use for personal or business purposes, that comply with all the terms and conditions of this Agreement;
• make copies of the Software Product in machine-readable form and duplicate the accompanied documentation in the form of hard (or electronic) copies for emergency backup, neutralization of software bugs, help desk, training, supporting testing and archiving. Customer has the right to lodge a copy of the Software Product to the third party for sealed keeping;
• refine and configure the Software Product by combining it with other software. The components of derivative incorporated Software Products, which are the Software Product, also are a subject of the given Agreement.

LIMITATIONS

In accordance with the terms of this Agreement, the Customer agrees and accepts the following limitations on the use of the Software Product:

• Customer may not reverse engineer, decompile, or disassemble the Software Product.
• Customer shall not act as a service bureau or commercial application service provider that allows third-party access to Software Product over the Internet.
• Customer shall not redistribute Software Product to third parties, in whole or in part, including, but not limited to, components or DLLs.
• Customer shall not use the Software Product over the Internet.
• Customer may not sell, rent, lease, lend or time-share Software Product.
• Customer shall not undertake the measures directed at a bypass of protection frames or restrictions of access, built in the Software Product.
• Customer shall not redistribute Software Product registration number/license authorization file(s), developer license file(s) to unauthorized third parties.
• Customer shall not remove or obscure any XTools or its Licensors' patent, copyright, trademark, or proprietary rights notices contained in or affixed to Software Product or its components.
• Customer shall not divide the Software Product into components or parts for the purpose of separate use or transfer to the third parties.

INTERNET-BASED SERVICES

According to the Agreement, Customer agrees that:

• The Software Product features described below connect to Licensor or service provider computer systems over the Internet. In some cases, Customer will not receive a separate notice when they connect. Customer may switch off these features or not use them. By using these features, Customer consents to the transmission of this information. Licensor does not use the information to identify or contact Customer.
• The following features use Internet protocols, which send to the appropriate systems computer information, such as Customer’s Internet protocol address, the type of operating system, browser, name and version of the Software Product Customer is using and the language code of the Device where Customer installed the Software Product. Licensor uses this information to make the Internet-based services available to Customer.
• The Software Product uses digital certificates. These digital certificates confirm the identity of Internet users sending X.509 standard encrypted information. They also can be used to digitally sign files and macros, and to verify the integrity and origin of the file contents. The Software Product retrieves certificates and updates certificate revocation lists over the Internet, when available.
• Customer may not use these services in any way that could harm them or impair anyone else’s use of them. Customer may not use the services to try to gain unauthorized access to any service, data, account or network by any means.

WARRANTS

• Licensor warrants that Software Product shall not have any functionality that has not been disclosed to Customer.
• Licensor warrants that documentation delivered with the Software Product contains the necessary information to install and use.
• For the period of sixty (60) days from the date of license key issuance or date of delivery of Software Product or documentation to Customer, Licensor warrants that the unmodified Software Product will perform substantially in accordance with the accompanying materials. In case if Licensor receives written notice from the Customer’s fault program before the end of the warranty period, Licensor on its own, at his own expense and within a reasonable time limit, but not exceeding thirty (30) days from receipt of notice, would eliminate the identified faults.
• Licensor does not warrant that the Software Product will meet Customer’s needs, or that Customer’s operation of the same will be uninterrupted or error free, or that all nonconformities can or will be corrected.
• Licensor has established appropriate checks and controls over the Software Product and warrants that the Software Product is free from any computer "virus", malicious program code, Trojan horse, worm, or other disabling device, code, design or routine which self-replicates or causes the Software Product to be erased, become inoperable or otherwise restrict the use of the Software Product or whose purpose or effect is to disrupt, damage or interfere with any use of Customer’s computer system or that will provide unauthorized access to Customer’s computer system.

INDEMNITY

• Licensor will defend and hold Customer’s harmless from any claim, action or demand by a third party alleging that Customer’s use of the Software Product infringes a patent, copyright, trademark or trade secret (“Infringement Claim”) and indemnify any loss arising out of such claim, action or demand as set forth herein.
• If Licensor determines that an Infringement Claim is valid, Licensor will, at its option and expense: (a) obtain for Customer the rights to the Software Product contemplated by this Agreement; or (b) replace or modify the Software Product so that it becomes non-infringing; provided that such modification or replacement does not materially adversely affect the Documentation or the use or operation of the Software Product. If neither (a) nor (b) is reasonably available, Licensor will refund a pro-rata portion of license fees paid for the Software Product.
• Licensor has no obligation to defend an Infringement Claim or indemnify any loss to the extent the Infringement Claim arising out of (a) the combination or integration of the Software Product with a product, process, system or element provided by a third party; (b) compliance with Customer’s specifications; (c) alteration of the Software Product; (d) use of the Software Product after Licensor provides a modified version of the Software Product to avoid infringement or while Customer has no right to use the Software Product.

TERMS AND TERMINATIONS

• The given Agreement remains effective perpetually in consideration of appropriate restrictions applicable by the active international legislation, unless Customer paid for a term license (Subscription). In regard to the term license this Agreement expires after one year from the beginning of license usage. To continue using the Software Product Customer should pay for the next year of Subscription or obtain a termless license.
• The license for trial version of the Software Product is valid within certain number of days from the moment of activation of the Software Product with a trial activation key. To continue using the Software Product after the trial period Customer should pay applicable license fee (https://xtools.pro/en/buy/).
• If applicable, to take advantage of the free termless version of the Software Product with the limited functionality, it is required to access the Software Product with an activation key of the Trial license and then submit a request for free license.
• Without prejudice to any other rights, Licensor may terminate this Agreement if Customer fails to comply with the terms and conditions of this Agreement.
• Upon termination or expiration of the Agreement Customer must delete all copies of the Software Product and all of its component parts or give written guarantee that all copies have been deleted.

INTELLECTUAL PROPERTY RIGHT

• Licensor represents and warrants that it owns the Software Product and all intellectual property (“IP”) Rights therein and is entitled, and has all rights necessary to license the Software Product to Customer under the terms of the Agreement.

DISCLAIMER OF CERTAIN TYPES OF LIABILITY

• In no event shall Licensor be liable to Customer for costs of procurement of substitute goods or services; lost profits; lost sales or business expenditures; investments; or commitments in connection with any business, loss of any goodwill, or for any indirect, special, incidental or consequential damages arising out of or related to this Agreement or use of the Software Product.
• The Software Product is not fault tolerant, is not developed and not intended for use at a risks assessment at insurance, or use at critically important for health and safety operations or operational management by the equipment at realization of the dangerous operations demanding fault-resistant operation. The Licensor does not give any warranties of possibility of usage of the Software Product in the types of activity demanding stability to failures.
• Customer expressly acknowledges and agrees that trial, free versions of the Software Product are delivered “as is" without warranty of any kind.
• Except for the above express limited warranties Licensor disclaims all other warranties and conditions, either express, implied or statutory, including, but not limited to, any (if any) implied warranties of merchantability, fitness for a particular purpose, non-interference, system integration and non-infringement.
• Licensor’s cumulative liability hereunder on any kinds of claims cannot exceed the amount paid to Licensor by Customer for the Software Product pursuant to this Agreement.
  
  

CORPORATE LICENSE

This type of license gives the Customer rights to install and use the Software Product on any number of Devices that conforms to the system requirements of the Software Product as specified in the Documentation within the same organization and the same physical location. For the rights granted to Customer, Customer is bound to pay to Licensor applicable license fee.

CUSTOMER RIGHTS

In accordance with the terms of this Agreement, the Licensor grants the Customer following worldwide non-exclusive rights, which may not be transferred to any third party:

• install and use a copy of the Software Product on the Device and reinstall the Software Product within this Device, which can be either private or leased, at any time exclusively for personal or business purposes, without rights of commercial replication and/or distribution neither in full or as part of the derived software to any third parties;
• make copies of the Software Product in machine-readable form and duplicate the accompanied documentation in the form of hard (or electronic) copies for emergency backup, neutralization of software bugs, help desk, training, supporting testing and archiving. Customer has the right to lodge a copy of the Software Product to the third party for sealed keeping;
• refine and configure the Software Product by combining it with other software. The components of derivative incorporated Software Products, which are the Software Product, also are a subject of the given Agreement.

LIMITATIONS

In accordance with the terms of this Agreement, the Customer agrees and accepts the following limitations on the use of the Software Product:

• Customer may not reverse engineer, decompile, or disassemble the Software Product.
• Customer shall not act as a service bureau or commercial application service provider that allows third-party access to Software Product over the Internet.
• Customer shall not redistribute Software Product to third parties, in whole or in part, including, but not limited to, components or DLLs.
• Customer shall not use the Software Product over the Internet.
• Customer may not sell, rent, lease, lend or time-share Software Product.
• Customer shall not undertake the measures directed at a bypass of protection frames or restrictions of access, built in the Software Product.
• Customer shall not redistribute Software Product registration number/license authorization file(s), developer license file(s) to unauthorized third parties.
• Customer shall not remove or obscure any XTools or its Licensors' patent, copyright, trademark, or proprietary rights notices contained in or affixed to Software Product or its components.
• Customer shall not divide the Software Product into components or parts for the purpose of separate use or transfer to the third parties.

INTERNET-BASED SERVICES

According to the Agreement, Customer agrees that:

• The Software Product features described below connect to Licensor or service provider computer systems over the Internet. In some cases, Customer will not receive a separate notice when they connect. Customer may switch off these features or not use them. By using these features, Customer consents to the transmission of this information. Licensor does not use the information to identify or contact Customer.
• The following features use Internet protocols, which send to the appropriate systems computer information, such as Customer’s Internet protocol address, the type of operating system, browser, name and version of the Software Product Customer is using and the language code of the Device where Customer installed the Software Product. Licensor uses this information to make the Internet-based services available to Customer.
• The Software Product uses digital certificates. These digital certificates confirm the identity of Internet users sending X.509 standard encrypted information. They also can be used to digitally sign files and macros, and to verify the integrity and origin of the file contents. The Software Product retrieves certificates and updates certificate revocation lists over the Internet, when available.
• Customer may not use these services in any way that could harm them or impair anyone else’s use of them. Customer may not use the services to try to gain unauthorized access to any service, data, account or network by any means.

WARRANTS

• Licensor warrants that Software Product shall not have any functionality that has not been disclosed to Customer.
• Licensor warrants that documentation delivered with the Software Product contains the necessary information to install and use.
• For the period of sixty (60) days from the date of license key issuance or date of delivery of Software Product or documentation to Customer, Licensor warrants that the unmodified Software Product will perform substantially in accordance with the accompanying materials. In case if Licensor receives written notice from the Customer’s fault program before the end of the warranty period, Licensor on its own, at his own expense and within a reasonable time limit, but not exceeding thirty (30) days from receipt of notice, would eliminate the identified faults.
• Licensor does not warrant that the Software Product will meet Customer’s needs, or that Customer’s operation of the same will be uninterrupted or error free, or that all nonconformities can or will be corrected.
• Licensor has established appropriate checks and controls over the Software Product and warrants that the Software Product is free from any computer "virus", malicious program code, Trojan horse, worm, or other disabling device, code, design or routine which self-replicates or causes the Software Product to be erased, become inoperable or otherwise restrict the use of the Software Product or whose purpose or effect is to disrupt, damage or interfere with any use of Customer’s computer system or that will provide unauthorized access to Customer’s computer system.

INDEMNITY

• Licensor will defend and hold Customer’s harmless from any claim, action or demand by a third party alleging that Customer’s use of the Software Product infringes a patent, copyright, trademark or trade secret (“Infringement Claim”) and indemnify any loss arising out of such claim, action or demand as set forth herein.
• If Licensor determines that an Infringement Claim is valid, Licensor will, at its option and expense: (a) obtain for Customer the rights to the Software Product contemplated by this Agreement; or (b) replace or modify the Software Product so that it becomes non-infringing; provided that such modification or replacement does not materially adversely affect the Documentation or the use or operation of the Software Product. If neither (a) nor (b) is reasonably available, Licensor will refund a pro-rata portion of license fees paid for the Software Product.
• Licensor has no obligation to defend an Infringement Claim or indemnify any loss to the extent the Infringement Claim arising out of (a) the combination or integration of the Software Product with a product, process, system or element provided by a third party; (b) compliance with Customer’s specifications; (c) alteration of the Software Product; (d) use of the Software Product after Licensor provides a modified version of the Software Product to avoid infringement or while Customer has no right to use the Software Product.

TERMS AND TERMINATIONS

• The given Agreement remains effective perpetually in consideration of appropriate restrictions applicable by the active international legislation.
• Without prejudice to any other rights, Licensor may terminate this Agreement if Customer fails to comply with the terms and conditions of this Agreement.
• Upon termination or expiration of the Agreement Customer must delete all copies of the Software Product and all of its component parts or give written guarantee that all copies have been deleted.

INTELLECTUAL PROPERTY RIGHT

• Licensor represents and warrants that it owns the Software Product and all intellectual property (“IP”) Rights therein and is entitled, and has all rights necessary to, license the Software Product to Customer under the terms of the Agreement.

DISCLAIMER OF CERTAIN TYPES OF LIABILITY

• In no event shall Licensor be liable to Customer for costs of procurement of substitute goods or services; lost profits; lost sales or business expenditures; investments; or commitments in connection with any business, loss of any goodwill, or for any indirect, special, incidental or consequential damages arising out of or related to this Agreement or use of the Software Product.
• The Software Product is not fault tolerant, is not developed and not intended for use at a risks assessment at insurance, or use at critically important for health and safety operations or operational management by the equipment at realization of the dangerous operations demanding fault-resistant operation. The Licensor does not give any warranties of possibility of usage of the Software Product in the types of activity demanding stability to failures.
• Except for the above express limited warranties Licensor disclaims all other warranties and conditions, either express, implied or statutory, including, but not limited to, any (if any) implied warranties of merchantability, fitness for a particular purpose, non-interference, system integration and non-infringement.
• Licensor’s cumulative liability hereunder on any kinds of claims cannot exceed the amount paid to Licensor by Customer for the Software Product pursuant to this Agreement.
  
  

GLOBAL LICENSE

This type of license gives Customer rights to install and use the Software Product on any number of Devices that conforms to the system requirements of the Software Product as specified in the Documentation regardless of location and number of offices of Customer’s organization. For the rights granted to Customer, Customer is bound to pay to Licensor applicable license fee.

CUSTOMER RIGHTS

In accordance with the terms of this Agreement, the Licensor grants the Customer following worldwide non-exclusive rights, which may not be transferred to any third party:

• install and use a copy of the Software Product on the Device and reinstall the Software Product within this Device, which can be either private or leased, at any time exclusively for personal or business purposes, without rights of commercial replication and/or distribution neither in full or as part of the derived software to any third parties;
• make copies of the Software Product in machine-readable form and duplicate the accompanied documentation in the form of hard (or electronic) copies for emergency backup, neutralization of software bugs, help desk, training, supporting testing and archiving. Customer has the right to lodge a copy of the Software Product to the third party for sealed keeping;
• refine and configure the Software Product by combining it with other software. The components of derivative incorporated Software Products, which are the Software Product, also are a subject of the given Agreement.

LIMITATIONS

In accordance with the terms of this Agreement, the Customer agrees and accepts the following limitations on the use of the Software Product:

• Customer may not reverse engineer, decompile, or disassemble the Software Product.
• Customer shall not act as a service bureau or commercial application service provider that allows third-party access to Software Product over the Internet.
• Customer shall not redistribute Software Product to third parties, in whole or in part, including, but not limited to, components or DLLs.
• Customer shall not use the Software Product over the Internet.
• Customer may not sell, rent, lease, lend or time-share Software Product.
• Customer shall not undertake the measures directed at a bypass of protection frames or restrictions of access, built in the Software Product.
• Customer shall not redistribute Software Product registration number/license authorization file(s), developer license file(s) to unauthorized third parties.
• Customer shall not remove or obscure any XTools or its Licensors' patent, copyright, trademark, or proprietary rights notices contained in or affixed to Software Product or its components.
• Customer shall not divide the Software Product into components or parts for the purpose of separate use or transfer to the third parties.

INTERNET-BASED SERVICES

According to the Agreement, Customer agrees that:

• The Software Product features described below connect to Licensor or service provider computer systems over the Internet. In some cases, Customer will not receive a separate notice when they connect. Customer may switch off these features or not use them. By using these features, Customer consents to the transmission of this information. Licensor does not use the information to identify or contact Customer.
• The following features use Internet protocols, which send to the appropriate systems computer information, such as Customer’s Internet protocol address, the type of operating system, browser, name and version of the Software Product Customer is using and the language code of the Device where Customer installed the Software Product. Licensor uses this information to make the Internet-based services available to Customer.
• The Software Product uses digital certificates. These digital certificates confirm the identity of Internet users sending X.509 standard encrypted information. They also can be used to digitally sign files and macros, and to verify the integrity and origin of the file contents. The Software Product retrieves certificates and updates certificate revocation lists over the Internet, when available.
• Customer may not use these services in any way that could harm them or impair anyone else’s use of them. Customer may not use the services to try to gain unauthorized access to any service, data, account or network by any means.

WARRANTS

• Licensor warrants that Software Product shall not have any functionality that has not been disclosed to Customer.
• Licensor warrants that documentation delivered with the Software Product contains the necessary information to install and use.
• For the period of sixty (60) days from the date of license key issuance or date of delivery of Software Product or documentation to Customer, Licensor warrants that the unmodified Software Product will perform substantially in accordance with the accompanying materials. In case if Licensor receives written notice from the Customer’s fault program before the end of the warranty period, Licensor on its own, at his own expense and within a reasonable time limit, but not exceeding thirty (30) days from receipt of notice, would eliminate the identified faults.
• Licensor does not warrant that the Software Product will meet Customer’s needs, or that Customer’s operation of the same will be uninterrupted or error free, or that all nonconformities can or will be corrected.
• Licensor has established appropriate checks and controls over the Software Product and warrants that the Software Product is free from any computer "virus", malicious program code, Trojan horse, worm, or other disabling device, code, design or routine which self-replicates or causes the Software Product to be erased, become inoperable or otherwise restrict the use of the Software Product or whose purpose or effect is to disrupt, damage or interfere with any use of Customer’s computer system or that will provide unauthorized access to Customer’s computer system.

INDEMNITY

• Licensor will defend and hold Customer’s harmless from any claim, action or demand by a third party alleging that Customer’s use of the Software Product infringes a patent, copyright, trademark or trade secret (“Infringement Claim”) and indemnify any loss arising out of such claim, action or demand as set forth herein.
• If Licensor determines that an Infringement Claim is valid, Licensor will, at its option and expense: (a) obtain for Customer the rights to the Software Product contemplated by this Agreement; or (b) replace or modify the Software Product so that it becomes non-infringing; provided that such modification or replacement does not materially adversely affect the Documentation or the use or operation of the Software Product. If neither (a) nor (b) is reasonably available, Licensor will refund a pro-rata portion of license fees paid for the Software Product.
• Licensor has no obligation to defend an Infringement Claim or indemnify any loss to the extent the Infringement Claim arising out of (a) the combination or integration of the Software Product with a product, process, system or element provided by a third party; (b) compliance with Customer’s specifications; (c) alteration of the Software Product; (d) use of the Software Product after Licensor provides a modified version of the Software Product to avoid infringement or while Customer has no right to use the Software Product.

TERMS AND TERMINATIONS

• The given Agreement remains effective perpetually in consideration of appropriate restrictions applicable by the active international legislation.
• Without prejudice to any other rights, Licensor may terminate this Agreement if Customer fails to comply with the terms and conditions of this Agreement.
• Upon termination or expiration of the Agreement Customer must delete all copies of the Software Product and all of its component parts or give written guarantee that all copies have been deleted.

INTELLECTUAL PROPERTY RIGHT

• Licensor represents and warrants that it owns the Software Product and all intellectual property (“IP”) Rights therein and is entitled, and has all rights necessary to, license the Software Product to Customer under the terms of the Agreement.

DISCLAIMER OF CERTAIN TYPES OF LIABILITY

• In no event shall Licensor be liable to Customer for costs of procurement of substitute goods or services; lost profits; lost sales or business expenditures; investments; or commitments in connection with any business, loss of any goodwill, or for any indirect, special, incidental or consequential damages arising out of or related to this Agreement or use of the Software Product.
• The Software Product is not fault tolerant, is not developed and not intended for use at a risks assessment at insurance, or use at critically important for health and safety operations or operational management by the equipment at realization of the dangerous operations demanding fault-resistant operation. The Licensor does not give any warranties of possibility of usage of the Software Product in the types of activity demanding stability to failures.
• Except for the above express limited warranties Licensor disclaims all other warranties and conditions, either express, implied or statutory, including, but not limited to, any (if any) implied warranties of merchantability, fitness for a particular purpose, non-interference, system integration and non-infringement.
• Licensor’s cumulative liability hereunder on any kinds of claims cannot exceed the amount paid to Licensor by Customer for the Software Product pursuant to this Agreement.
  
  

ACADEMIC LICENSE (CORPORATE)

This type of license is provided for scientific and educational institutions going to use Software Product for educational or scientific purposes only. Hence the users of this license should be students, employees or representatives of research or educational organizations. This type of license gives the Customer rights to install and use the Software Product on any number of Devices that conforms to the system requirements of the Software Product as specified in the Documentation within the same organization and the same physical location. Unless otherwise instructed, for the rights granted to Customer, Customer is bound to pay to Licensor applicable license fee.

CUSTOMER RIGHTS

In accordance with the terms of this Agreement, the Licensor grants the Customer following worldwide non-exclusive rights, which may not be transferred to any third party:

• install and use a copy of the Software Product on the Device and reinstall the Software Product within this Device, which can be either private or leased, at any time exclusively for educational or scientific purposes, without rights of commercial replication and/or distribution neither in full or as part of the derived software to any third parties;
• make copies of the Software Product in machine-readable form and duplicate the accompanied documentation in the form of hard (or electronic) copies for emergency backup, neutralization of software bugs, help desk, training, supporting testing and archiving. Customer has the right to lodge a copy of the Software Product to the third party for sealed keeping; refine and configure the Software Product by combining it with other software. The components of derivative incorporated Software Products, which are the Software Product, also are a subject of the given Agreement.

LIMITATIONS

In accordance with the terms of this Agreement, the Customer agrees and accepts the following limitations on the use of the Software Product:

• Customer may not reverse engineer, decompile, or disassemble the Software Product.
• Customer shall not act as a service bureau or commercial application service provider that allows third-party access to Software Product over the Internet.
• Customer shall not redistribute Software Product to third parties, in whole or in part, including, but not limited to, components or DLLs.
• Customer shall not use the Software Product over the Internet.
• Customer may not sell, rent, lease, lend or time-share Software Product.
• Customer shall not undertake the measures directed at a bypass of protection frames or restrictions of access, built in the Software Product.
• Customer shall not redistribute Software Product registration number/license authorization file(s), developer license file(s) to unauthorized third parties.
• Customer shall not remove or obscure any XTools or its Licensors' patent, copyright, trademark, or proprietary rights notices contained in or affixed to Software Product or its components.
• Customer shall not divide the Software Product into components or parts for the purpose of separate use or transfer to the third parties.

INTERNET-BASED SERVICES

According to the Agreement, Customer agrees that:

• The Software Product features described below connect to Licensor or service provider computer systems over the Internet. In some cases, Customer will not receive a separate notice when they connect. Customer may switch off these features or not use them. By using these features, Customer consents to the transmission of this information. Licensor does not use the information to identify or contact Customer.
• The following features use Internet protocols, which send to the appropriate systems computer information, such as Customer’s Internet protocol address, the type of operating system, browser, name and version of the Software Product Customer is using and the language code of the Device where Customer installed the Software Product. Licensor uses this information to make the Internet-based services available to Customer.
• The Software Product uses digital certificates. These digital certificates confirm the identity of Internet users sending X.509 standard encrypted information. They also can be used to digitally sign files and macros, and to verify the integrity and origin of the file contents. The Software Product retrieves certificates and updates certificate revocation lists over the Internet, when available.
• Customer may not use these services in any way that could harm them or impair anyone else’s use of them. Customer may not use the services to try to gain unauthorized access to any service, data, account or network by any means.

WARRANTS

• Licensor warrants that Software Product shall not have any functionality that has not been disclosed to Customer.
• Licensor warrants that documentation delivered with the Software Product contains the necessary information to install and use.
• For the period of sixty (60) days from the date of license key issuance or date of delivery of Software Product or documentation to Customer, Licensor warrants that the unmodified Software Product will perform substantially in accordance with the accompanying materials. In case if Licensor receives written notice from the Customer’s fault program before the end of the warranty period, Licensor on its own, at his own expense and within a reasonable time limit, but not exceeding thirty (30) days from receipt of notice, would eliminate the identified faults.
• Licensor does not warrant that the Software Product will meet Customer’s needs, or that Customer’s operation of the same will be uninterrupted or error free, or that all nonconformities can or will be corrected.
• Licensor has established appropriate checks and controls over the Software Product and warrants that the Software Product is free from any computer "virus", malicious program code, Trojan horse, worm, or other disabling device, code, design or routine which self-replicates or causes the Software Product to be erased, become inoperable or otherwise restrict the use of the Software Product or whose purpose or effect is to disrupt, damage or interfere with any use of Customer’s computer system or that will provide unauthorized access to Customer’s computer system.

INDEMNITY

• Licensor will defend and hold Customer’s harmless from any claim, action or demand by a third party alleging that Customer’s use of the Software Product infringes a patent, copyright, trademark or trade secret (“Infringement Claim”) and indemnify any loss arising out of such claim, action or demand as set forth herein.
• If Licensor determines that an Infringement Claim is valid, Licensor will, at its option and expense: (a) obtain for Customer the rights to the Software Product contemplated by this Agreement; or (b) replace or modify the Software Product so that it becomes non-infringing; provided that such modification or replacement does not materially adversely affect the Documentation or the use or operation of the Software Product. If neither (a) nor (b) is reasonably available, Licensor will refund a pro-rata portion of license fees paid for the Software Product.
• Licensor has no obligation to defend an Infringement Claim or indemnify any loss to the extent the Infringement Claim arising out of (a) the combination or integration of the Software Product with a product, process, system or element provided by a third party; (b) compliance with Customer’s specifications; (c) alteration of the Software Product; (d) use of the Software Product after Licensor provides a modified version of the Software Product to avoid infringement or while Customer has no right to use the Software Product.

TERMS AND TERMINATIONS

• The given Agreement remains effective perpetually in consideration of appropriate restrictions applicable by the active international legislation.
• Without prejudice to any other rights, Licensor may terminate this Agreement if Customer fails to comply with the terms and conditions of this Agreement.
• Upon termination or expiration of the Agreement Customer must delete all copies of the Software Product and all of its component parts or give written guarantee that all copies have been deleted.

INTELLECTUAL PROPERTY RIGHT

• Licensor represents and warrants that it owns the Software Product and all intellectual property (“IP”) Rights therein and is entitled, and has all rights necessary to, license the Software Product to Customer under the terms of the Agreement.

DISCLAIMER OF CERTAIN TYPES OF LIABILITY

• In no event shall Licensor be liable to Customer for costs of procurement of substitute goods or services; lost profits; lost sales or business expenditures; investments; or commitments in connection with any business, loss of any goodwill, or for any indirect, special, incidental or consequential damages arising out of or related to this Agreement or use of the Software Product.
• The Software Product is not fault tolerant, is not developed and not intended for use at a risks assessment at insurance, or use at critically important for health and safety operations or operational management by the equipment at realization of the dangerous operations demanding fault-resistant operation. The Licensor does not give any warranties of possibility of usage of the Software Product in the types of activity demanding stability to failures.
• Except for the above express limited warranties Licensor disclaims all other warranties and conditions, either express, implied or statutory, including, but not limited to, any (if any) implied warranties of merchantability, fitness for a particular purpose, non-interference, system integration and non-infringement.
• Licensor’s cumulative liability hereunder on any kinds of claims cannot exceed the amount paid to Licensor by Customer for the Software Product pursuant to this Agreement.

This Agreement establishes certain legal rights. You may have additional rights according to laws of your state or country. This Agreement does not change your rights provided by laws of your state or country if it is not supposed by laws of your state or country.