Think5 GroupChat Server 2009.0.582

EULA - End User License Agreement

GroupChat Server Beta License Agreement

End-user license agreement (EULA)

The copyright to this software is owned by

Think5 GmbH
An der Eickesmhle 22
D-41238 Mnchengladbach
www.think5.de

hereinafter the Licensor .

It is an offence to reproduce or distribute this Software or parts thereof without authorization.
Such actions can lead to criminal or civil proceedings resulting in severe penalties or damage
claims.
The Licensor grants you hereinafter the Licensee the use of this Software subject to the
following licensing conditions:

The right to use this Software is exclusively based on this agreement. The Licensor expressly does not acknowledge any terms of the Licensee conflicting with or deviating from the terms and conditions of this agreement. This shall also apply, if the Licensor has not expressly objected to them.
1 Object of License

1) The Agreement refers to the present computer program including the software libraries/components and the product key and activation code which is necessary for usage (the software) together with the program description, user manual, sample code and other accompanying literature (the documentation).

2) The main program is provided to the Licensee only by downloading from the Licensors website.
Until a License file is purchased, the main program can only be used as a limited test version. In order to use all functions, the Licensee must purchase a License from the Licensor.
The License is provided to the Licensee by sending a product key by email after the online shopping process has been finished. The transfer is deemed to have taken place on completion of the online shopping process or after downloading the main program.
The main program is accompanied by the Documentation; this is supplied by the Licensor as a file in a universal format (e.g. html, chm or pdf).

3) Details of the Software are mentioned in the Documentation. The Licensee is reminded that it is not possible according to current technological standards to produce software which is guaranteed to operate error-free with all applications and in all combinations (especially with third-party software).

4) The Software must not be used in hazardous environments requiring continuous fail-safe performance.
2 Scope of use

The Licensor grants the Licensee a non-exclusive, non-transferable right to use one copy of the Software subject to the terms and conditions of this agreement particularly with regard to the type and quantity of computers for the term of this agreement (License). The right to grant sublicenses is excluded. The Licensor is not obliged to provide the Licensee with the source code of the Software.
The Server-Machine License grants the installation of the server software on a single machine. The number of concurrent allowed connections to the server software depends on the bought number of client access Licenses (CALS). CALS are applied on the server software, additional Licenses on client computers are not necessary in conjunction with the server License. The Software is only allowed to be used for the Licensors needs and not for offering services to third parties, e.g. hosting the solution for someone else (Software as a service) neither paid nor free of charge. In this case a separate License is necessary for the benefit recipient.
3 Reproduction rights and distribution of Software

1) The Licensee may copy the Software to the extent necessary for its use. This includes installing the Software from the downloaded installation archive in the mass memory of the hardware according to 2 and loading the Software into the working memory in order to use it.
2) In addition, the Licensee may make a copy of the Software for backup purposes. Only one backup
copy of the downloaded installation archive may be produced and/or stored.
Notwithstanding the Software may be saved within a system wide total backup.

3) The Licensee is not permitted, without the written permission of the Licensor to modify, translate, reverse-engineer, decompile or disassemble the Software or create derivative works therefrom or, unless essential under the contractual terms of use, to copy, translate or modify the Documentation or create derivative works therefrom. Section 69 lit. e of the German Copyright Act (UrhG) remains unaffected hereby.
4 Term of agreement and termination

1) The Licensee is authorized to use the Software and Documentation within the agreed utilization time. Unless otherwise agreed, the term of agreement is 12 months and will be extended for another 12 months, unless a termination of the agreement will not be pronounced on the part of the Licensee or the Licensor 3 months before the expiration of the agreement.

2) This shall not affect the right of both parties to give premature notice of termination for a good
reason.
In particular, the Licensor has the right of termination without notice in the event of a major breach of contractual obligations by the Licensee.

3) After termination, the Licensee is obliged to delete the Software completely, any backup copies and the Software files installed on his computer system.
The Licensor is entitled to demand from the Licensee a solemn declaration that this deletion has taken place.
5 Warranty and cooperation of the Licensee

1) The warranty claim according to the legal warranty period begins with the provision of the Software according to 1 Section 2 and ends with term of the agreement;
in the event of deviations from the Documentation which constitute a major hindrance to the agreed use, the Licensor shall be obliged to offer replacement or repair at its option.
If the Licensor fails within a reasonable period to eliminate the deviations by replacement or repair
or to circumvent them in such a way as to allow the Licensee to use the Software as specified in the
Contract, or if the replacement or repair is deemed to have failed for any other reason, the Licensee
can at its option demand a reduction of the purchase price (redhibition) or terminate the License
for the program without notice in return for reimbursement of the paid remuneration.

2) When transcribing, delimiting, identifying and reporting errors, the Licensee shall be as precise as
possible regarding error messages and queries and use competent staff for this purpose.
If necessary, checklists from the dealer or Licensor should be used.

3) Early technology previews, named Beta versions, are not intended for production use; instead they are for testing purposes only. This Beta software, especially when handed out free of charge, is provided as is and against statement 1) and 2) any express or implied warranties, including, but not limited to, the implied warranties of merchantability and fitness for a particular purpose are disclaimed for beta software.
Free of charge Community-Editions of this software are published without support to give early previews of customer requested features and are treated as beta software; and as such, any warranties are disclaimed for Community-Edition License types.
6 Liability and third-party property rights

1) The Licensor is liable for all damages to the applicable statutory provisions according to the following provisions: in the event of wilful conduct or gross negligence including wilful conduct or gross negligence of the representatives and vicarious agents of the Licensor . With the exception of cases of wilful misconduct of the Licensor, the liability of the Licensor is limited to the predictable and typical damage.

2) The Licensor is liable, however, pursuant to the applicable statutory provisions for the - at least - slightly negligent breach of material contractual obligations; the liability of the Licensor for the slightly negligent breach of material contractual obligations is limited, however, to the predictable and typical damage. Material contractual obligations are those obligations which need to be fulfilled for the regular execution of the agreement and on which the other party to the agreement relies and can rely.

3) The Licensor shall only be liable for the restitution of data and other damages caused by data loss within the limits of a typical case of restitution and only once the Licensee has ensured that these data are reproducible by proper, reasonable efforts from data stocks available in machine-readable form, i.e. the Licensee having made regular backups commensurate with the relevant risks.
4) The limitations of liability do not apply in cases of mandatory statutory liability pursuant to the Grman Product Liability Act ("Produkthaftungsgesetz") and in case of responsibility for damages regarding life and personal health.

5) Any further liability of the Licensor shall be excluded irrespective of its legal ground. This shall also apply in particular with respect to damage claims based on culpa in contrahendo, infringement of stipulations of the contract or from unlawful action pursuant to 823 of the German Civil Code (BGB). The Licensor shall not be liable for lack of financial gain, indirect and consequential damages and damages arising from third-party claims, with the exception of claims based on the violation of third-party property rights.

6) With the exception of cases of liability set forth above the liability of the Licensor shall be excluded.

7) Any exclusion or limitation of liability of the Licensor shall apply to and be for the benefit of employees, vicarious agents, servants and representatives of the Licensor .

8) Should the Licensee fail to comply with any of the restrictions on use specified in the present
Agreement, particularly 1 Section 4, the Licensor shall not be liable for any damage arising as a
result of this non-compliance.
9) Should a third party assert claims regarding the contractual use of the applicable, unaltered original version of the Software or Documentation arising from a breach of industrial property rights or copyrights within the Federal Republic of Germany, the Licensor shall defend the
Licensee against all claims.
The Licensor shall assume any costs and damages imposed on the Licensee by the courts provided the Licensee has notified the Licensor of the assertion of such claims without delay and all defensive measures and settlement negotiations are reserved by the Licensor.

10) If claims according to Section 8 or other claims due to the breach of third-party property rights
have been asserted or are expected to be asserted, the Licensor is entitled at its option to modify
the Software or Documentation or exchange all or part of it within limits acceptable to the Licensee.

11) If Sections 8 and 9 obtain and it should prove impossible to modify the Software or secure of a
right of use by reasonable efforts, either party may terminate the License for the relevant Software
without notice.
7 Product Activation

For product usage a product activation is previously necessary. In conjunction with the product activation some calculated and computer specific values are raised which are computed to an activation-request-code. This code ensures to uniquely specify a certain computer without the ability to reverse compute the original values the code is based on (hash calculation). From the code the Licensor generates an activation-response-code which enables the Software for usage.
8 Update Service

After purchasing the License file, the Licensee is entitled to free use of the Online-Update-
Service for the term of agreement according to 4.
Even if the Software offers automatic update features, a monitoring on a regular base for updates on the manufacturer homepage is necessary. In some cases a complete product deinstallation and new installation from the beginning is mandatory to install a product update and has to be done by the Licensee.
9 Rights in the Software

The Licensor shall remain the owner of all rights in the Software. Any documentation submitted to the Licensee remains in the ownership of the Licensor.
10 Miscellaneous

1) Amendments and additions to this Agreement including this clause must be made in writing.
No oral sub agreements have been concluded.

2) Should any provision of this Agreement be or become invalid or unfeasible without essentially preventing the achievement of the contractual purpose, this shall not affect the legal validity of the remaining provisions.
In this case, the parties shall replace the invalid or unfeasible provision with an acceptable provision with the same economic intent.

3) This Agreement is governed by the laws of the Federal Republic of Germany.

4)Any recourse to courts of law is excluded. In the event of legal action taking place, however, the governing jurisdiction for commercial transactions with businesspersons, corporate bodies under public law or public funds is Dsseldorf, Germany. Should the Licensee have no legal domicile in Germany, the courts at Dsseldorf, Federal Republic of Germany, shall have jurisdiction. In addition, the Licensee may also be sued by the Licensor at his/her place of residence or at another place where statutory jurisdiction exists.

5) Place of fulfillment is the seat of the Licensor.

[03/2009]