Yokogawa EJX930A - Manual (Page 9)

<1. Introduction> 1-4
IM 01C25R51-01E
1.2.2 Restriction
Licensee shall not: (a) remove any marks or notices of the Licensed Software identification,
intellectual property rights like trademark and copyright notice, or other notices or restrictions
from the Licensed Software; (b) transfer, sell, assign, sublicense or otherwise convey the
Licensed Software to any third party without Licensor’s prior written consent; nor (c) cause,
permit or attempt the reverse engineering, disassembly, decompilation, translation or adaptation
of the Licensed Software. Any transfer of the Licensed Software is subject to Licensor’s transfer
policies and fees.
1.2.3 Copyright / Ownership
The Licensed Software, including but not limited to any technology, algorithm, know-how,
process and others contained therein, is the proprietary property and trade secret of Licensor or
a third party who grants to Licensor the right of sub-licensing and is protected by copyright and
other intellectual property laws and treaties. Licensee acquires only right to use the Licensed
Software and does not acquire any rights, expressed or implied, in the Licensed Software or
media containing the Licensed Software other than those specified in this Agreement. Licensor
shall at all times retain all rights, titles, and interests, including intellectual property rights, in the
Licensed Software and such media.
The Licensee shall not disclose or divulge the aforesaid proprietary property and trade secret to
any other individual or entity than the Licensee's personnel who reasonably need to know such
proprietary property and trade secret. Such Licensee’s personnel shall be bound by the same
secrecy obligations set forth herein.
1.2.4 No Warranty / Limitation of Liability
(1) THE LICENSED SOFTWARE SHALL BE PROVIDED TO LICENSEE ON AN "AS IS"
BASIS. UNLESS OTHERWISE EXPRESSLY PROVIDED BY LICENSOR, LICENSOR
AND THE SUPPLIERS WHO PROVIDE OR LICENSE PART OF THE LICENSED
SOFTWARE TO LICENSOR ("SUPPLIERS") HEREBY EXPRESSLY DISCLAIM ANY AND
ALL IMPLIED WARRANTIES OF ANY KIND WHATSOEVER, INCLUDING WITHOUT
LIMITATION WARRANTY OF UNINTERRUPTED OR ERROR- FREE OPERATION,
SATISFACTORY QUALITY, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE, AND SHALL NOT BE LIABLE TO LICENSEE FOR
ANY DAMAGE OR LOSS CAUSED BY USE OR INABILITY TO USE OF THE LICENSED
SOFTWARE. LICENSOR AND SUPPLIERS DISCLAIM ANY AND ALL LIABILITY AND
WILL HAVE NO LIABILITY FOR VIOLATION, MISAPPROPRIATION OR INFRINGEMENT
OF INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY.
(2) IN NO EVENT SHALL LICENSOR AND SUPPLIERS BE LIABLE, WHETHER IN
CONTRACT, TORT OR OTHERWISE AND WHETHER OR NOT LICENSOR AND
SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR
DAMAGE, FOR ANY LOSS OR DAMAGE INCLUDING CONSEQUENTIAL, INCIDENTAL,
INDIRECT OR EXEMPLARY DAMAGES, LOSS OF PROFITS, LOSS OF REVENUE,
LOSS OF BUSINESS OR GOODWILL, LOSS OF DATA OR LOSS OF AVAILABILITY.
IN NO EVENT SHALL LICENSOR AND SUPPLIERS’ AGGREGATE LIABILITY EXCEED
THE AMORTIZED BALANCE OF THE AMOUNT PAID BY LICENSEE FOR USE OF THE
CONCERNED PART OF THE LICENSED SOFTWARE.
(3) THIS PARAGRAPH 1.2.4 STATES THE ENTIRE WARRANTY AND LIABILITY OF
LICENSOR AND SUPPLIERS IN CONNECTION WITH THE LICENSED SOFTWARE.
THIS PARAGRAPH 1.2.4 ALLOCATES RISKS UNDER THIS AGREEMENT BETWEEN
LICENSEE AND LICENSOR/SUPPLIERS AND COMPRISES FUNDAMENTAL
ELEMENTS OF THIS LICENSE. LICENSOR’S PRICING OF THE LICENSED SOFTWARE
REFLECTS THIS ALLOCATION OF RISKS AND LIMITATION OF LIABILITY.