This
license is granted to you by Infima Technologies Ltd. (hereinafter
"Infima")
applies to the evaluation version of MediaCell Video Converter
for Mobile
Devices (hereinafter "the Product"). This License only applies
to the executable code for the English-language version of the SDK JPEG
Compression software and any accompanying distributable files, data and materials ("the "Product"). You
should carefully read the following terms and conditions before using,
installing or downloading the Product. By installing or copying, the
Product, you agree to all of the terms of this evaluation license
agreement ("License"). Refer to www.myinfima.com
for information about pricing, multi-user licensing, and registration
options. Please read the license terms below. If you do not agree to all
of the terms and conditions of this License, then do not use, install,
copy,.
Scope
of License
This
is not free software. Subject to the terms below, you are hereby licensed
by Infima to use for evaluation purposes only one (1) copy of the Product
on one (1) computer or workstation, without charge, for a period of 14
days after you first install the Product on any computer or workstation.
If you want to use the Product after the 14-day evaluation period, you
must acquire from Infima a single-user license or multi-user license.
Please refer to www.myinfima.com for information about Standard and Pro
license pricing, multi-user licensing, and ordering options. The Use of
Infima the Product after the expiration of the 14-day evaluation period
without acquiring such a license from Infima is prohibited and constitutes
a violation of U.S. and international
copyright laws. Subject to all of the terms of this License, you may,
without making payment to Infima: give exact copies of the Product without
charge of any kind to anyone for evaluation purposes only, subject to the
terms of this License, using tangible media of any kind or via
e-mail (but not in a bulk
mailing or through unsolicited
bulk e-mails); distribute exact
copies of the Product for evaluation purposes only, subject to the terms
of this License, if done exclusively by allowing downloads through the
public Internet and without charge of any kind; and make as many exact
copies of the Product as you wish, for purposes of distribution as
described in (a) and (b) above. For purposes of the foregoing, an "exact
copy" of the Product means a file that is identical, at the time you create
the copy, of the Product distribution f
il
e ava
il
able at http://www.myinfima.com.. All rights
of any kind in the Product which are not expressly granted in this License
are entirely and exclusively reserved to and by Infima. The Product is
protected by the
United States
copyright laws and other
applicable national and international laws and treaties. You may not rent,
lease, sublicense, modify, translate, reverse engineer,
decomp
il
e, disassemble, or
create derivative works based on, the Product, in whole or in part, nor
permit anyone else to do so. The license granted hereunder includes no
rights in or to the source code version of the Product.
Warranty
Disclaimers and Liab
ility
Limitations
The
Product, and any and all accompanying software, f
il es, data and materials, are distributed and
provided "AS IS" and with no warranties of any kind, whether express or
implied, including, without limitation, any warranty of
merchantab
il ity or fitness for
a particular purpose. Neither Infima nor any of its aff
il iates or licensors warrant, guarantee, or
make any representations regarding the use of, or the results of the use
of the Product. Neither Infima nor any of its aff
il iates or licensors warrant that the operation
of the Product w
il l be
uninterrupted or error-free, or that the use of any passwords and/or
encryption features w
il l be
effective in preventing the unintentional disclosure of information
contained in any f
il e. Further,
there is no warranty for the optional virus scanning feature. (the Product
does not scan for viruses; it simply runs external programs that claim to
perform this function.) You acknowledge that good data processing
procedure dictates that any program, including the Product, must be
thoroughly tested with non-critical data before there is any reliance on
it, and you hereby assume the entire risk of all use of the copies of the
Product covered by this License. This disclaimer of warranty constitutes
an essential part of this License. Except to the extent expressly
prohibited by applicable statutes, Infima, its aff
il iates or licensors shall not be liable for
any damage or financial loss arising out of the use of, or
inab
il ity to use the Product.
Any liab
il ity of Infima, its
aff
il iates or licensors
w
il l be limited exclusively to
refund of any license or registration fee paid to Infima. Except to the
extent expressly prohibited by applicable statutes, in no event shall
Infima, or its principals, shareholders, officers, employees,
aff
il iates, licensors,
contractors, subsidiaries, or parent organizations, be liable for any
direct, indirect, incidental, consequential, special, or punitive damages
whatsoever relating to the use of the Product or any change made to the
thereto, or to your relationship with Infima, its aff
il iates or licensors (including, without
limitation, loss or disclosure of data or information, loss of profit,
revenue, business opportunity or business advantage, or business
interruption), whether based upon a claim or action of contract, warranty,
negligence, strict liab
il ity,
contribution, indemnity, or any other legal theory or cause of action,
even if advised of the possib
il ity of such damages. In addition, in no event
does Infima authorize you or anyone else to use the Product in
applications or systems where the Product's fa
il ure to perform can reasonably be expected to
result in a significant physical injury, or in loss of property, or loss
of life. Any such use is entirely at your own risk, and you agree to hold
Infima, its aff
il iates or
licensors harmless from any and all claims or losses relating to such
unauthorized use.
Updates
During
a period of 90 dates, Infima shall deliver to you, free of charge, through
e-mail or other means of
electronic communication, Product updates, if and as will be available from time to time during this period and
subject to Infima's sole discretion.
Restricted
Rights
the
Product is provided with "Restricted Rights". Use, modification,
duplication, release, performance, display, or disclosure by the U.S.
Government or government contractors is subject to the restrictions set
forth in subparagraph (c) (1) and (2) of the Commercial Computer Software
Restricted Rights clauses at 48 CFR 52.227-19, the provisions related to
rights in data set forth in FAR 52.227-14, Alternate III(g)(3), and the
provisions relating to Rights in Commercial Computer Software or
Commercial Computer Software Documentation at 48 CFR 227.7202-3.
Export
Restrictions
the Product is subject to certain export restrictions of the United States
Government. If you are (a) in a country to which export from the United
States is restricted for anti-terrorism reasons, or a national of any such
country, wherever located, (b) in a country to which the United States has
embargoed or restricted the export of goods or services, or a national of
any such country, wherever located, or (c) a person or entity who has been
prohibited from participating in United States export transactions by any
agency of the United States Government, then you may not install,
download, access, use, or license Infima Ultimate Compression. By
accepting this License, you warrant and represent to Infima that (1) you
do not match the criteria set forth in (a), (b), or (c) above, (2) that
you will not export or re-
export Infima Ultimate Compression to any country, person, or entity
subject to U.S. export restrictions, including those persons and entities
that match the criteria set forth in (a), (b), or (c) above, and (3) that
neither the United States Bureau of Industry and Security, nor any other
U.S. federal agency, has suspended, revoked, or denied your export
privileges. Termination
Immediately upon expiration of the 60-day evaluation period for the
license granted hereunder, you shall immediately discontinue any and all
use of Infima Ultimate Compression and you shall within ten (10) days
delete from your computer(s) all electronic copies of Infima the Product,
including all or any part thereof. All provisions of this License that by
their nature are intended to survive the expiration of the license granted
hereunder shall survive and remain in full force and effect. You agree
that you will indemnify, defend, and hold
harmless Infima, its affiliates
and licensors, and their directors, officers, trustees, shareholders,
employees, agents, successors and assigns from and against any and all
claims, expenses, losses, damages, costs, liabilities and judgments, including without
limitation reasonable attorneys' fees and expenses, arising out of or
relating to any claim resulting from or related to: (i) any use by you of
teh Product other than as expressly allowed by this License or in a manner
inconsistent with any accompanying documentation; (ii) any breach of this
License by you; or (iii) any violation of applicable law by you, your
directors, officers, trustees, shareholders, employees, subsidiaries,
agents, successors and assigns.
Governing
Law
This
Agreement shall be governed by the law as may be required to protect the
legitimate interests of Infima, its successors, administrators, heirs and
assigns unless otherwise agreed with Infima under a separate
agreement
General:
The
Product, including, without limitation, the information included in its
accompanying distributable f
iles, data and materials and any related
activation code and registration code f
iles or information, and the know-how embodied
in the Product, is confidential and trade secret information (the
"Proprietary Information") that is proprietary to and solely owned or
licensed by Infima, together with all related copyrights and trademarks
relating thereto. You agree to maintain the Proprietary Information in
strictest confidence for the benefit of Infima and its licensors. You
shall not sell, license, publish, display, distribute, disclose, or
otherwise make ava
ilable or
allow to be made ava
ilable the
Proprietary Information, including, without limitation, any activation
codes or registration code f
iles, to any third party nor use such
Proprietary Information except as authorized by this License. The
obligations under this paragraph shall survive any termination or
cancellation of the License. This License is the complete statement of the
agreement between the parties on the subject matter, and merges and
supersedes all other or prior understandings, purchase orders, agreements,
and arrangements.. . There are no third-party beneficiaries of any
promises, obligations, or representations made by Infima. Any waiver by
Infima of any violation of this License by you shall not constitute, nor
contribute to, a waiver by Infima of any other or future violation by you
of the same provision, or any other provision, of this License. You
acknowledge and agree that monetary damages alone would not be an adequate
remedy in the event of a material breach by you of your obligations or
agreements under this License and that, in such event, Infima or any of
its aff
iliates shall be
entitled to injunctive relief to require you to comply with its
obligations hereunder. Any remedy ava
ilable under this License shall be cumulative
and not exclusive of any other remedy ava
ilable to Infima or any of its
aff
iliates under this License,
at law or in equity. If any part of this License or the application
thereof to any person or circumstance is for any reason held invalid or
unenforceable, it shall be deemed severable, and the validity of the
remainder of this License, or the applications of such provision to other
persons or circumstances, shall not be affected
thereby.