IMPORTANT - READ CAREFULLY BEFORE INSTALLING: THIS END-USER LICENSE AGREEMENT is a legal contract between SUPER MICRO COMPUTER, INC. ( "SUPERMICRO") and the individual or entity which downloads, installs or otherwise uses the attached SUPERMICRO software product ( "the Software ").
BY CLICKING ON THE "ACCEPT" BUTTON AT THE END OF THIS AGREEMENT, WHICH WILL INSTALL THE ATTACHED SOFTWARE, OR BY OTHERWISE INSTALLING OR USING THE SOFTWARE, THE INDIVIDUAL OR ENTITY WHICH INSTALLS OR USES THE SOFTWARE ("LICENSEE") AGREES TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, CLICK THE "CANCEL" BUTTON AND THE INSTALLATION PROCESS WILL NOT CONTINUE.
1. License: This Agreement grants you, the Licensee, a limited, non-exclusive, global, non-transferable license to download the Software, install on SUPERMICRO's products, and distribute the Software in combination with SUPERMICRO's products ( "License ").
2. General Public License/Lesser General Public License. Certain components of the Software may be subject to the GNU GPL or LGPL terms and conditions available for viewing at http://www.gnu.org/copyleft/gpl.html and http://www.gnu.org/copyleft/lesser.html or as otherwise designated. To the extent you receive Software under this License which contains components subject to the GPL or LGPL terms, you agree to be bound by all the terms and restrictions therein including keeping all copyright notices in tact for the duration of your use of the Software and modifying and/or redistributing such components only in accordance with the terms of the GNU GPL or LGPL terms. 3. Restrictions: The Licensee may NOT sublicense, assign, reproduce or distribute copies of the Software to others except as otherwise provided herein. The Software contains trade secrets. The Licensee may NOT decompile, reverse engineer, disassemble, or otherwise reduce the Software to a human readable form. THE LICENSEE MAY NOT MODIFY, ADAPT, TRANSLATE, RENT, LEASE, LOAN, RESELL FOR PROFIT, DISTRIBUTE, OR OTHERWISE ASSIGN OR TRANSFER THE SOFTWARE, OR CREATE DERIVATIVE WORKS BASED UPON THE SOFTWARE OR ANY PART THEREOF, EXCEPT AS EXPRESSLY AGREED TO IN WRITING BY SUPERMICRO.
4. Copyright Protection: Except to the extent the Software was licensed to SUPERMICRO by its licensor, the Software and all related documentation are owned by SUPERMICRO and are protected by United States' copyright laws and international treaty provisions. Any copying or redistribution, except as expressly permitted by this Agreement is a violation of the law. You may not remove or alter any copyright, trade secret, patent, trademark, trade name, logo, product designation or other proprietary and/or other legal notices contained in or on the Software. These legal notices must be retained on any copies of the Software. Except as otherwise expressly provided, this License grants no express or implied rights under the respective patents, copyrights, trademarks or other intellectual property rights of SUPERMICRO or its licensors.
5. Termination: This License is effective until terminated. This License will terminate immediately without notice from SUPERMICRO if the Licensee fails to comply with any of its provisions. Upon termination the Licensee must destroy the Software and all copies thereof, and the Licensee may terminate this License at any time by doing so.
6. No Warranty: THE SOFTWARE IS DELIVERED TO LICENSEE "AS-IS". SUPERMICRO AND ITS SUPPLIERS AND RESELLERS MAKE NO WARRANTY AS TO THE USE OR PERFORMANCE OF THE SOFTWARE OF ANY KIND. SUPERMICRO AND ITS SUPPLIERS AND RESELLERS DO NOT WARRANT THAT THE SOFTWARE IS FREE OF DEFECTS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR NON-INFRINGING OF THIRD PARTY RIGHTS, AND DISCLAIM AND EXCLUDE ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SOFTWARE, ITS USE, PERFORMANCE OR APPLICATION, THE DISKETTE OR OTHER TANGIBLE MEDIA ON WHICH THE SOFTWARE IS DELIVERED, OR ANY INFORMATION PROVIDED REGARDING THE SOFTWARE.
7. Limitation of Liability: IN NO EVENT WILL SUPERMICRO OR ITS LICENSORS BE LIABLE TO LICENSEE FOR ANY DAMAGES INCLUDING ANY LOST PROFITS, LOST SAVINGS OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES, EVEN IF SUPERMICRO OR ITS LICENSORS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. IN NO EVENT WILL THE LIABILITY OF SUPERMICRO OR ITS LICENSORS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU UNDER THIS LICENSE.
8. General: California law, except as to copyright matters, which are covered by Federal law, and its principals of conflict of laws, shall govern this Agreement. This Agreement will not be governed by the conflict of law rules of any jurisdiction or the United Nations Convention of Contracts for the Sale of Goods. The parties hereby consent to the exclusive personal jurisdiction of and venue in a court of competent jurisdiction located in Santa Clara County is the State of California. Any cause of action or claim with respect to the Software provided under this Agreement must be commenced within one (1) year after the claim or cause of action arises or such claim or cause of action is barred. Should any provision of this Agreement be declared unenforceable by a court of competent jurisdiction, then such provision shall be deemed severable from this Agreement and changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law. Such an event shall not affect the remainder hereof and the remaining provisions shall remain in full force and effect. SUPERMICRO reserves all rights in the Software not specifically granted in this Agreement. The Licensee agrees to indemnify, defend and hold SUPERMICRO harmless from any and all expenses, judgments, penalties, or other liabilities by reason of its failure to comply with any provisions under this Agreement.
9. Export Regulations. All Software and technical data delivered under this License are subject to U.S. export control laws and may be subject to export or import regulations in other countries. You may not use or otherwise export or re-export the Software except as authorized by U.S. law and the laws of the jurisdiction in which the Software was obtained. You agree to comply strictly with all such laws and regulations and acknowledge that the Software may not be exported or re-exported (i) into (or to a national or resident of) any U.S. embargoed country or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders (each, a "List "). By using the Software, you represent and warranty that you are not located in, under the control of, or a national or resident of any such country or on any such List.
10. Acknowledgment and Exclusivity. LICENSEE ACKNOWLEDGES THAT IT HAS READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. LICENSEE FURTHER AGREES THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US WHICH SUPERCEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN THE PARTIES RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT. No provision appearing on any form originated by Licensee shall be applicable or have any force or effect unless such provision is expressly accepted in writing by an officer of SUPERMICRO. This Agreement cannot be modified by purchase orders or other forms, advertisements, or oral or written representations of representatives of Licensee or SUPERMICRO, or anyone else, unless a written amendment has been signed by a SUPERMICRO officer.
