CSK CORPORATION
VDM TOOLS NON-COMMERCIAL
LICENSE AGREEMENT
FOR NON-COMMERCIAL USERS
IMPORTANT NOTICE: READ THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT(THE AGREEMENT) CAREFULLY BEFORE PROCEEDING TO INSTALL THE VDM TOOLS NON-COMMERCIAL SOFTWARE AND THE RELATED USER DOCUMENTATION (THE "VDM NC TOOLS"). THE VDM NC TOOLS IS COPYRIGHTED AND ITS USE IS LICENSED (NOT SOLD). BY USING VDM NC TOOLS, YOU ARE ACCEPTING AND AGREEING TO THE TERMS OF THE AGREEMENT. IF YOU ARE NOT WILLING TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT, YOU MUST NOT USE VDM NC TOOLS. THE AGREEMENT REPRESENTS THE ENTIRE AGREEMENT CONCERNING VDM NC TOOLS BETWEEN YOU AND CSK CORPORATION. (REFERRED TO HEREIN AS "LICENSOR"), AND THE AGREEMENT SUPERSEDES ANY PRIOR PROPOSALS, REPRESENTATIONS, OR UNDERSTANDING BETWEEN THE PARTIES.
This License grants you the right to install and use THE VDM NC TOOLS.
You acknowledge and agree that VDM NC TOOLS is a proprietary product of Licensor protected under Japanese copyright law and international treaty provisions. You further acknowledge and agree that all right, title, and interest in and to VDM NC TOOLS, including associated intellectual property rights, shall remain with Licensor. THE AGREEMENT does not convey to you an interest in or to VDM NC TOOLS, but only a limited right of use revocable in accordance with the terms of THE AGREEMENT.
This license is granted to you on a non-commercial basis. Therefore, no Rental Charges are involved, unless you breach the terms and conditions of Section 1,2 and 3 herein. Upon any such breach and the request of Licensor, you shall pay Licensor the applicable rental charges for VDM NC TOOLS for your nonconforming use.
This License Agreement is effective upon installing of the VDM NC TOOLS to you and will remain in effect until terminated. Without prejudice to any other rights, Licensor may terminate this AGREEMENT if you fail to comply with the terms and conditions of this AGREEMENT. In such event, you must destroy all copies of VDM NC TOOLS and all of its component parts.
VDM NC TOOLS IS LICENSED "AS IS," AND LICENSOR DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
In no event shall Licensor be liable for any indirect, incidental, consequential, special, or exemplary damages or lost profits, even if Licensor has been advised of the possibility of such damages.
The trademark listed on VDM NC TOOLS is a trademark of Licensor. No right, license, or interest to such trademark is granted hereunder, and you agree that no such right, license, or interest shall be asserted by you with respect to such trademark.
THE AGREEMENT shall be construed and governed in accordance with the laws of Japan. The place of jurisdiction for all disputes arising out of or in connection with THE AGREEMENT , unless amicably settled between the parties shall be Tokyo, Japan.
If any action is brought by either party to THE AGREEMENT against the other party regarding the subject matter hereof, the prevailing party shall be entitled to recover, in addition to any other relief granted, reasonable attorney fees and expenses of litigation.
Should any term of THE AGREEMENT be declared void or unenforceable by any court of competent jurisdiction, such declaration shall have no effect on the remaining terms hereof.
The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of such or any other such rights or any subsequent actions in the event of future breaches.