OAC | Orientation Aware Control

This Clarius Software License Agreement (hereinafter, this "LICENSE") is a legal agreement between you (either an individual or a single entity) and Clarius Consulting SA. ("Clarius"), for the software containing this LICENSE and associated media and printed materials, and may include "on-line" or electronic documentation (the "SOFTWARE").

IT IS NECESSARY FOR YOU TO AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE BEFORE YOU ARE PERMITTED TO CONTINUE TO INSTALL THE SOFTWARE. BY INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE INCUDING THE WARRANTY DISCLAIMERS, LIMITATIONS ON LIABILITY AND TERMINATION PROVISIONS.

If you do not agree to the terms of this LICENSE click the [CANCEL] button to EXIT NOW. The installation process will be terminated. You will be entitled to a full refund of the amount paid for the SOFTWARE.

I. OWNERSHIP; LICENSE GRANT.

This is a license agreement and NOT an agreement for sale. Clarius continues to own the copy of the SOFTWARE contained on the installer file, the disk or CD-ROM and all copies thereof. Your rights to the SOFTWARE are specified in this LICENSE, and Clarius retains all rights not expressly granted to you in this LICENSE. Clarius hereby grants to you, and you accept, a non-exclusive, non-transferable license to use, copy and modify the SOFTWARE only as authorized below.

II. PERMITTED USES.

This LICENSE grants you the following rights:

A. The SOFTWARE is licensed per individual developer. You may make copies on more than one computer, as long as the use of the SOFTWARE is by the same developer. The SOFTWARE is in "use" on a computer when it is loaded into temporary memory (i.e. RAM) or installed into permanent memory (e.g. hard disk, CD-ROM, or other storage devise) of that computer. However, installation on a network server for the sole purpose of internal distribution to one or more other computer(s) shall not constitute "use" for which a separate license is required, provided you have a separate license for each computer to which the SOFTWARE is distributed.

B. Solely with respect to electronic documents included with the SOFTWARE, you may make a copy (either in hardcopy or electronic form) for each developer for which the Software has been licensed as described in Section II.A, above; provided, that such copies shall be used only by such developer for internal purposes and are not to be republished or distributed to any other third party or developer.

C. You may use the trial versions of the SOFTWARE only for the limited purposes of demonstrations, trials and design time evaluations and running a product tour.

III. PROHIBITED USES.

You may not, without the prior written permission of Clarius:

A. Disassemble, decompile or "unlock", decode or otherwise reverse translate or engineer, or attempt in any manner to reconstruct or discover any source code or underlying algorithms of the SOFTWARE provided in object code form only.

B. Use, copy, modify, or merge copies of the SOFTWARE and any accompanying documents except as permitted in this LICENSE.

C. Transfer, rent, lease, or sublicense the SOFTWARE.

D. Separate the software programs comprising the SOFTWARE for use by more than one user at a time.

E. Distributing the sample applications included in the SOFTWARE.

IV. REDISTRIBUTABLE COMPONENTS.

A. In addition to the license and rights granted in Sections I and II, Clarius grants you the right to use the Orientation Aware Control to create your own components, as long as it is NOT the basis for creating a product that provides the same, or substantially the same, functionality as any Clarius product.

B. In addition to the license and rights granted in Sections I and II, Clarius grants you a nonexclusive, royalty-free right to reproduce and distribute the object code version of those portions of the SOFTWARE designated in the SOFTWARE as (i) those portions of the SOFTWARE which are identified in the documentation as the DLL Controls and/or class files; (ii) those portions of the SOFTWARE which are identified in the documentation as REDISTRIBUTABLE DLLs ("DLLs") (collectively the “REDISTRIBUTABLES”); provided:

you distribute the REDISTRIBUTABLES in object code form only in conjunction with and as part of your software application product which adds significant and primary functionality;

you do not use Clarius’ name, logo or trademarks to market your software application product;

you include a valid copyright notice on your SOFTWARE; and

C. In addition to the other requirements set forth in this Section IV, you hereby agree to indemnify, hold harmless, and defend Clarius from and against any and all liabilities, damages, losses, costs and expenses (including reasonable attorneys' fees) arising from or related to any claim, action, proceeding or allegation that arises or results, either directly or indirectly, from the use and distribution of any of your software application product(s) or components.

V. COPYRIGHT.

All title and copyrights in and to the SOFTWARE (including but not limited to any images, photographs, animation, video, audio, music, text and "applets" incorporated into the SOFTWARE) and the accompanying printed materials are owned by Clarius or its suppliers. The SOFTWARE is protected by Argentinean Federal law and Provincia de Buenos Aires state laws and international treaty provisions. All rights are reserved worldwide. You must treat the SOFTWARE like any other copyrighted material, except that you may, in addition to the copies permitted in this LICENSE, make one copy of the SOFTWARE solely for backup or archival purposes. No part of the accompanying printed materials may be reproduced, transmitted, transcribed, stored in any retrieval system, or translated into any language by any means without the express prior written permission of Clarius.

VI. Applicable Law.

Argentinean Federal law and Provincia de Buenos Aires state law governs the interpretation of this agreement and applies to claims for breach of it, regardless of conflict of laws principles. The laws of the state where you live govern all other claims, including claims under state consumer protection laws, unfair competition laws, and in tort.

In the event of invalidity of any provision of this LICENSE, the parties agree that such invalidity shall not affect the validity of the remaining portions. This agreement between you and Clarius supersedes any prior agreement, whether written or oral, relating to this subject matter.

VII. TERMINATION.

This LICENSE and your right to use the SOFTWARE will terminate immediately without notice from Clarius if you fail to comply with the terms and conditions of this LICENSE. Upon termination, you agree to destroy the SOFTWARE, including all accompanying documents and copies. This is in addition to and not in lieu of any criminal, civil or other remedies available to Clarius. Clarius credit policy will apply. Clarius credit policy is available upon request.

VIII. LIMITED WARRANTY.

A. Except with respect to REDISTRIBUTABLES, which are provided "AS IS," without warranty of any kind, Clarius warrants that the SOFTWARE will perform substantially in accordance with the accompanying materials for a period of thirty (30) days from the date of receipt. Clarius does not warranty that the SOFTWARE will be error-free.

B. Clarius’ and its suppliers’ entire liability, in contract, tort or otherwise, and your exclusive remedy under the performance warranty set forth in Section VIII.A, shall be, at Clarius’ option, either (a) return of the purchase price paid, or (b) repair or replacement of the defective SOFTWARE. SOFTWARE purchased other than directly from Clarius shall be returned to the place it was purchased. This limited warranty is void if failure of the SOFTWARE has resulted from accident, abuse, or misapplication. Any replacement SOFTWARE will be warranted for the remainder of the original thirty (30) day period.

C. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION VIII, CLARIUS AND ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, WHETHER ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OR TRADE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF ACCURACY, COMPLETENESS, PERFORMANCE, CURRENCY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH REGARD TO THE SOFTWARE.

IX. LIMITATION OF LIABILITIES.

Clarius' liability, whether in contract, tort, or otherwise, arising out of Licensee's use of, or in connection with, the SOFTWARE, or otherwise under this Agreement, shall not exceed the amount of the license fee paid by you to Clarius. IN NO EVENT SHALL CLARIUS OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF CLARIUS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Some states and jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, or the exclusion of implied warranties or limitations on how long a warranty may last, so the limitations in Sections VIII and IX may not apply to you.