TMCL-IDE End User License Agreement (EULA)

Copyright (c) 2017 TRINAMIC Motion Control GmbH & Co. KG (“Trinamic”)

*** END USER LICENSE AGREEMENT ***

IMPORTANT: PLEASE READ THIS LICENSE CAREFULLY BEFORE USING THIS SOFTWARE.

1. LICENSE

By receiving, opening the file package, and/or using TMCL-IDE ("Software") containing this software, you agree that this End User License Agreement (EULA) is a legally binding and valid contract and agree to be bound by it. You agree to abide by the intellectual property laws and all of the terms and conditions of this Agreement.

Unless you have a different license agreement signed by Trinamic your use of TMCL-IDE indicates your acceptance of this license agreement and warranty.

Subject to the terms of this Agreement, Trinamic grants to you a limited, non-exclusive, non-transferable license, without the right to sub-license, to use TMCL-IDE in accordance with this Agreement and any other written agreement with Trinamic. Trinamic does not transfer the title of TMCL-IDE to you. This agreement is a binding legal agreement between Trinamic and the users of TMCL-IDE.

If you do not agree to be bound by this agreement, remove TMCL-IDE from your computer now.

2. DISTRIBUTION

The license herein granted shall not be copied, shared, distributed, re-sold offered for re-sale, transferred or sub-licensed in whole or in part. For information about redistribution of TMCL-IDE contact Trinamic.

3. USER AGREEMENT

3.1 Use

Your license to use TMCL-IDE is limited to you. You shall not allow others to use, copy or evaluate copies of TMCL-IDE without an agreement to this license.

3.2 Use Restrictions

You shall use TMCL-IDE in compliance with all applicable laws and not for any unlawful purpose. Without limiting the foregoing, use, display or distribution of TMCL-IDE together with material that is pornographic, racist, vulgar, obscene, defamatory, libelous, abusive, promoting hatred, discriminating or displaying prejudice based on religion, ethnic heritage, race, sexual orientation or age is strictly prohibited.

Each licensed copy of TMCL-IDE may be used on one single computer location by one user. Use of TMCL-IDE means that you have loaded, installed, or run TMCL-IDE on a computer or similar device. If you install TMCL-IDE onto a multi-user platform, server or network, each and every individual user of TMCL-IDE must be licensed separately.

You may make one copy of TMCL-IDE for backup purposes, providing you only have one copy installed on one computer being used by one person. Other users may not use your copy of TMCL-IDE. The assignment, sublicense, networking, sale, or distribution of copies of TMCL-IDE are strictly forbidden without the prior written consent of Trinamic. It is a violation of this agreement to assign, sell, share, loan, rent, lease, borrow, network or transfer the use of TMCL-IDE. If any person other than yourself uses TMCL-IDE registered in your name, regardless of whether it is at the same time or different times, then this agreement is being violated and you are responsible for that violation!

3.3 Copyright Restriction

This Software contains copyrighted material, trade secrets, and other proprietary material. You shall not, and shall not attempt to, modify, reverse engineer, disassemble or decompile TMCL-IDE. Nor can you create any derivative works or other works that are based upon or derived from TMCL-IDE in whole or in part.

Trinamic's name, logo and graphics file that represents TMCL-IDE shall not be used in any way to promote products developed with TMCL-IDE. Trinamic retains sole and exclusive ownership of all right, title and interest in and to TMCL-IDE and all Intellectual Property rights relating thereto.

Copyright law and international copyright treaty provisions protect all parts of TMCL-IDE, products, and services. No program, code, part, image, audio sample, or text may be copied or used in any way by the user except as intended within the bounds of the single user program. All rights not expressly granted hereunder are reserved for Trinamic.

3.4 Limitation of Responsibility

You will indemnify, hold harmless, and defend Trinamic , its employees, agents, and distributors against any and all claims, proceedings, demand and costs resulting from or in any way connected with your use of Trinamic's Software.

In no event (including, without limitation, in the event of negligence) will Trinamic , its employees, agents or distributors be liable for any consequential, incidental, indirect, special or punitive damages whatsoever (including, without limitation, damages for loss of profits, loss of use, business interruption, loss of information or data, or pecuniary loss), in connection with or arising out of or related to this Agreement, TMCL-IDE or the use or inability to use TMCL-IDE or the furnishing, performance or use of any other matters hereunder whether based upon contract, tort or any other theory including negligence.

Trinamic's entire liability, without exception, is limited to the customers' reimbursement of the purchase price of the Software (maximum being the lesser of the amount paid by you and the suggested retail price as listed by Trinamic ) in exchange for the return of the product, all copies, registration papers and manuals, and all materials that constitute a transfer of license from the customer back to Trinamic.

3.5 Warranties

Except as expressly stated in writing, Trinamic makes no representation or warranties in respect of this Software and expressly excludes all other warranties, expressed or implied, oral or written, including, without limitation, any implied warranties of merchantable quality or fitness for a particular purpose.

3.6 Governing Law

This Agreement shall be governed by the law of the Germany applicable therein. You hereby irrevocably attorn and submit to the non-exclusive jurisdiction of the courts of Germany therefrom. If any provision shall be considered unlawful, void or otherwise unenforceable, then that provision shall be deemed severable from this License and not affect the validity and enforceability of any other provisions.

3.7 Termination

Any failure to comply with the terms and conditions of this Agreement will result in automatic and immediate termination of this license. Upon termination of this license granted herein for any reason, you agree to immediately cease use of TMCL-IDE and destroy all copies of TMCL-IDE supplied under this Agreement. The financial obligations incurred by you shall survive the expiration or termination of this license.

4. DISCLAIMER OF WARRANTY

THIS SOFTWARE AND THE ACCOMPANYING FILES ARE SOLD "AS IS" AND WITHOUT WARRANTIES AS TO PERFORMANCE OR MERCHANTABILITY OR ANY OTHER WARRANTIES WHETHER EXPRESSED OR IMPLIED. THIS DISCLAIMER CONCERNS ALL FILES GENERATED AND EDITED BY TMCL-IDE 3 AS WELL.

5. CONSENT OF USE OF DATA

You agree that Trinamic may collect and use information gathered in any manner as part of the product support services provided to you, if any, related to TMCL-IDE.Trinamic may also use this information to provide notices to you which may be of use or interest to you.