End User License Agreement (EULA)
ZEYOS is a division of ZeyOS, Inc., 720 UNIVERSITY AVE PALO ALTO, CA 94301, USA.
By installing and using ZEYOS Software Products, using ZEYOS Subscriptions or by using one of ZEYOS’s websites (e.g. www.zeyos.com, www.zeyconnect.com, www.ixmldev.com, www.lingulog.com, www.zymba.info) you as an individual or as a legal entity agree to the following terms of this agreement (hereinafter "The Agreement"). These terms constitute the legal agreement between you or the organization you represent (hereinafter "The Client") and ZEYOS. The same terms apply for similar agreements with subsidiaries and partners, especially ZeyOS GmbH & Co. KG – Stepbergweg 5, 82491 Grainau, Germany. By accepting this Agreement you also acknowledge ZEYOS's standard business terms, which can be found on http://www.zeyos.com/terms/.
ZEYOS reserves the right to supplement or amend the information in the future. By continuing to use the Subscriptions or Software Products offered by ZEYOS, you accept the terms and conditions of this Agreement. In the event of a change of this Agreement, we will send the amended terms to the e-mail address stated by you. The notification of change is considered received as soon as it has been sent. The current version of this document is also always available on this website: http://www.zeyos.com/eula/.
(1.) "Software Products" include computer software, application modules, media, printed material, as well as documentation. A Software Product furthermore includes all Updates, extensions and add-ons for the originally delivered or subscribed Software Product.
(2.) "Subscriptions" comprehend all hosting services, especially the renting and operation of Software Products, as well as the processing and storage of data.
(3.) An "Upgrade" describes the enrichment of an existing Software Product or Subscription with additional features and characteristics. These are in particular (i.) additional functions and application modules, (ii.) an increased number of user accounts or (iii.) an increased amount of traffic or storage. Similarly, a "Downgrade" describes the depreciation of existing features and characteristics.
(4.) An "Update" comprehends a collection of changes in order to decrease the number or errors or increase the functionality of an existing Software Product or Subscription.
(5.) "Services" enclose any services performed by ZEYOS or one of ZEYOS’s affiliates.
§3 GRANT A LICENSE
(1.) ZEYOS grants you a single, non-transferable, non-exclusive and revocable right to use of the Software Product according to the terms and conditions of this Agreement.
(2) Every Software Product or complementary Subscriptions and Services may have additional terms and conditions. The validity of this Agreement is not influence by additional conditions.
(3.) By installing, copying, downloading, accessing or using the Software Product you declare that you are aware of the terms of this Agreement. In case you do not approve the terms and conditions of this Agreement you are not permitted to install or use the Software Product.
(4.) The Software Product is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The Software Product is licensed, but not sold.
(5.) The Software Product might require a working Internet or Intranet connection to work properly. Under no circumstances is ZEYOS responsible for quality, availability, configuration and fees regarding your Internet or Intranet connection. Additionally ZEYOS is not responsible for any configurations on your computer or server, which might be required to use the Software Product. The operation of the Software Product is your sole responsibility.
§4 STORAGE / NETWORKS
You are authorized to save or install the Software Product on a network server, provided that the copy is used to use the Software Product on other computers exclusively via an internal network. You are obliged to purchase a license for each user who is using the Software Product, whereas "user" specifies exactly one natural entity, which is using the Software Product. A license is not to be shared or to be used by multiple users simultaneously.
§5 REVERSE ENGINEERING, DECOMPILATION UND DISASSEMBLING
You are not entitled to reverse engineer, decompile or disassemble the Software Product, unless special regulations of jurisdiction allow such actions for exceptional reasons.
§6 DETACHMENT OF COMPONENTS
The Software Product is licensed as one united. You are not entitled to detach its components and to use them in any other context and/or on other computers.
§7 DISTRIBUTION, LENDING AND LEASING
You are not entitled to lend or lease the Software Product or to distribute it in any other way, unless this happens with the express and written authorization of ZEYOS.
§8 SERVICE AND SUPPORT
(1.) ZEYOS may offer you additional service and support in connection with the Software Product ("Support services"). The conditions for Support services are stated in additional contracts. Every additional component, e.g. source code, software or documents, which are provided as part of the Support services, are treated as part of the Software Product and underlie the terms of this Agreement.
(2.) Basically ZEYOS guarantees not support whatsoever, unless the nature and extend of the Support services are stated in a written support contract.
(3.) ZEYOS is entitled to use technical data, which are supported by you as part of the Support services, for commercial purposes, including product support and product development. ZEYOS is obliged to use such data only anonymously.
(4.) In case of modifications, changes or supplements of the Software Product by the customer, ZEYOS cannot guarantee proper functionality. The responsibility for malfunctions and shortfalls lies exclusively with the customer. In such cases, ZEYOS reserves the right to refuse all Support services.
(1.) ZEYOS reserves the right of ownership and copyright for all components necessary for the Subscriptions, including, but not limited to, images, photos, animations, video, audio, music, texts and applets, Software Products and other contents or services that are provided to users via the Subscriptions.
(2.) All intellectual property and other rights related to contents which may be accessed through use of the software are the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. This Agreement grants you no rights to use content of which you are not the owner. Should the Software Product contain documents that are only made available in electronic format, you may print a copy of the electronic documents.
(3.) You may print copies of documentation and documents that were delivered with your Subscription or that are available on ZEYOS's website for your own personal use. Excluded from this is the unauthorized copying and distribution of such contents.
(4.) This Agreement grants you no rights whatsoever relating to the trademarks of ZEYOS or their distributors.
(5.) You shall only be granted the right to use the Software Product after payment of the agreed price exclusively for your own purposes and to such an extent as licences have been acquired for user accounts and functions. Distribution or copying of the Software Product or its contents is prohibited in compliance with the copyright law.
(6.) Your active contribution to the production or improvement of the Subscription or a related Software Product, for example by providing feedback or suggestions, will not grant you any additional rights beyond the rights to use set forth in this Agreement.
(7.) You are entitled to create copies of the Software Product for reasons of backup and data security, as long as all copyright and ownership notices of the Software Product remain unaltered with its copy.
Irrespective of other rights ZEYOS is entitled to cancel this Agreement, provided that you infringe the Agreement’s terms and conditions. In such a case you are obliged to remove and destroy all copies of the Software Product and its components.
(1.) In case that the Software Product is an Update/Upgrade of another Product, you must posses a valid license for a Product which is declared by ZEYOS to be adequate for the Update/Upgrade in order to use the Software Product.
(2.) A Software Product which is an Update/Upgrade, replaces and/or supplements (or deactivates) the original Product. You may only use Updates/Upgrades in accordance with the terms of this Agreement.
(3.) If the Software Product is a component Update of a single application package or module, which was licensed to you as single product, it is only allowed to use or transfer the Software Product as part of this single product package. You are not entitled to use the Update in a separate environment, respectively another computer system.
(1.) Software Products are provided "as is", "as available" and "with all faults". ZEYOS excludes any warranty. ZEYOS does not guarantee the proper functioning of Software Products. Please also note that, according to current scientific knowledge, the creation of error-free software is mathematically impossible. All responsibility and risks related to the use of ZEYOS Software Products remains solely with you.
(2.) ZEYOS disclaims warranties related to the use of the Software Product. In no event shall ZEYOS, their suppliers and employees be liable for any damages arising from or in connection with the use of or inability to use the Software Product, including material or functions of the Software Product, such as loss of profits, interruption of operations, loss of business information or any other pecuniary losses, even if the licensor has been explicitly advised or was aware of the possibility of such damages. This also applies to the use of complementary Products that are used in connection with the Software Product.
(3.) ZEYOS will not cover any warranties for errors, interruptions and damages, which ascribe to inappropriate use of the Software Product. This also includes (a.) changes in the operation environment (such as changes in the operation system, database, hardware, network, etc.), (b.) the use or development of modifications and extensions, which were not performed or approved by ZEYOS and (c.) any actions, which might directly or indirectly influence the Software Product’s mode of operation.
(4.) In any case, the warranty is limited to a period of no more than 12 months – for businesses pursuant to § 14 BGB (German Civil Code) – and 24 months – for consumers pursuant to § 14 BGB (German Civil Code) – starting from the date of delivery of the defective item.
(5.) ZEYOS does not provide any warranty for Products which are labelled or declared "pre-production", "demo", "prototype", "sample", "alpha", "beta", "free" or any other label which indicates a limited usage.
(6.) Update, Upgrades and Downgrades may in some cases alter the character and functionality of the original product. Such changes give no reason for any warranty claims.
(7.) ZEYOS guarantees that the Software Product is capable of performing the functions which are stated in the manual, provided that the Software Product is being used with the required hard- and/or software components. Minor deviations from the description of the manual justify no warranty claim.
(8.) If the Software Product is not capable of performing the essential functions which are stated in the manual, your sole warranty claim and ZEYOS’s only liability in context of this Agreement is the provision of (a.) an exchange for the damaged product, (b.) a remedy or (c.) a refund of the frees paid. It is in the sole discretion of ZEYOS to decide which provision should be performed.
(9.) In case of a refund as described in section 8c, ZEYOS will only refund (a.) fees which occurred on a pro-rata basis since the time the Product’s fault has been conveyed to ZEYOS and (b.) fees which have been paid to ZEYOS. In no case will ZEYOS refund fees of third parties or retrospectively refund fees which occurred prior to the fault’s conveyance.
(10.) In case you should modify the Product, ZEYOS won’t take any responsibility and dismiss all warranty claims whatsoever.
§13 FINAL PROVISIONS
(1.) ZEYOS reserves any rights not expressly granted herein.
(2.) For agreements with traders, the place of performance and court of jurisdiction for both parties is the District Court of Munich II, Germany. The Laws of the Federal Republic of Germany shall apply to all legal relationships between ZEYOS and the Client.
(3.) In case of doubt, this Agreement remains binding with respect to its remaining parts, even if individual provisions are legally ineffective or unenforceable. Invalid or unenforceable provisions are to be replaced by provisions which correspond as far as possible to the commercial purpose of the Agreement.
(4.) The Client notifies ZEYOS without delay of any change of the Client's name or designation under which they are administrated in the provider's business documents, as well as any change of address.
(5.) Any assignment of rights or transfer of obligations arising from this Agreement requires ZEYOS's written consent.
(6.) This Agreement is subject to the German law, in particular the UrhG (Copyright Act), BGB (Civil Code) and HGB (Commercial Code). The provisions of the Vienna UN Convention on Contracts for the International Sale of Goods shall not apply.
(7.) Alterations and additions to the Agreement between ZEYOS and the Client must be made in writing in order to be effective. This also applies to the written form requirement. Oral additional agreements are deemed invalid.
Last change: 2015-07-10