The Developer's Kit contains command line interfaces on how to communicate to Creative Digital Research's CD-ROM Mastering Engine. Developers can integrate the Engine into their existing programs in their work environment or into their product -- bringing advanced CD-ROM authoring capability directly to the developers. The Developer's Kit includes comprehensive documentation for you to integrate the HyCD Engine into your work environment. YOU MAY NOT DISTRIBUTE OR INCLUDE THE HYCD ENGINE IN PRODUCTS OR APPLICATIONS THAT ARE FOR RESALE. If you are interested in distributing the HyCD Engine integrated with your application you must enter into a Distribution License with CDR. Please call Creative Digital Research at (408) 255-0999 for your copy of our Distribution License.
PLEASE READ THIS DOCUMENT CAREFULLY. THIS IS A LEGAL DOCUMENT BETWEEN YOU AND CREATIVE DIGITAL RESEARCH("CDR"). BY PRESSING THE "I AGREE" ICON TO DOWNLOAD THIS DOCUMENT OR VIEWING THIS DOCUMENT (IN PAPER FORM OR ELECTRONICALLY) YOU ARE AGREEING TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING THE SOFTWARE LICENSE AND DISCLAIMER OF SOFTWARE WARRANTY CONTAINED HEREIN. IFYOU ARE NOT WILLING TO BE BOUND BY THE TERMS OF THIS LICENSE AGREEMENT, YOU SHOULD NOT CLICK THE "I AGREE" ICON NOR READ THE DEVELOPER'S KIT DOCUMENT FURTHER.
1. Definitions The Code is licensed (not sold) to you, and CDR owns all copyright (1995, CDR Software), trade secret, patent and other proprietary rights in the Code. CDR claims and reserves to itself all rights and benefits afforded under U.S. copyright law and all international copyright conventions in the Code, Maintenance Updates and Version Upgrades and any associated Documentation. The term "Code" includes only copies of the restricted use Developers Kit interfaces and related documentation.
2. License. (a). Authorized Use. CDR grants you a nonexclusive license to use and integrate the Code into software products you have or are developing ("User Product"). This license is in addition to your current software license agreement with CDR. (b). Restrictions. You may not: (1) You may not distribute the Code to third parties as part of your end-user products; (2) modify or prepare derivative works of the Code; or (3) reverse engineer, decompile or disassemble the Code. (c) Your Obligations: You agree to keep confidential and to use your best efforts to prevent and protect the contents of the Code from unauthorized disclosure or use.
3. Disclaimer of Warranty
The Code is furnished "AS IS" and without warranty as to the performance or results you may obtain by using the Code. The entire risk as to the results and performance of the Code is assumed by you.
4. Limitation of Remedies
YOU UNDERSTAND AND AGREE AS FOLLOWS:
A. THE DISCLAIMER OF WARRANTIES IN THIS AGREEMENT REPLACES ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE DISCLAIM AND EXCLUDE ALL OTHER WARRANTIES. IN NO EVENT WILL OUR LIABILITY OF ANY KIND INCLUDE ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, EVEN IF WE HAVE KNOWLEDGE OF THE POTENTIAL LOSS OR DAMAGE.
B. We will not be liable for any loss or damage caused by delay in furnishing the Code or any other performance under this Agreement.
5. Termination This Agreement is effective until terminated. You may terminate it at any time by destroying the Code, including all computer programs and documentation, and erasing any copies residing on computer equipment. This Agreement also will terminate if you do not comply with any terms or conditions of this Agreement. Upon such termination you agree to destroy the Code and erase all copies residing on computer equipment.
6. Special Remedies. In recognition of the fact that the unauthorized disclosure, copying, or use of the Code or any materials containing Proprietary Information would cause irreparable harm and significant injury to CDR, which may be difficult to measure with certainty or to compensate through damages, Licensee therefore agrees that, in the event or such unauthorized disclosure, that CDR shall be entitled to obtain injunctive relieve against such breach in any court of competent jurisdiction, without the necessity of posting bond, even if otherwise normally required. Such injunctive relief will in no way limit the aggrieved party's right to obtain other remedies available under applicable law.
7. General
Interpretation: The validity, construction and performance of this Agreement shall be governed by and interpreted in accordance with the laws of the State of California. In construing this Agreement, none of the parties hereto shall have any term or provision construed against such party solely by reason of such party having drafted the same.
Assignment: The rights and obligations under this Agreement shall not be assignable without the prior written consent of the non assigning party. Except that a successor in interest to either business is assignable.
Notices: Any notice or other communication required or permitted to be given hereunder shall be in writing and shall be deemed to be properly given when deposited in the United States mail, postage prepaid or when deposited with a public telegraph company for transmittal, charges prepaid. Notice to shall be addressed:
Either of the parties may change their address by notice given to the other of the parties hereto in the manner set forth above. Notices given as herein provided shall be considered to have been given ten (10) days after the mailing thereof.
Entire Agreement: This instrument contains all of the agreements, understandings, representations, conditions, warranties, and covenants made between the parties hereto. Unless set forth herein, neither party shall be liable for any representations made, and all modifications and amendments made hereto must be in writing.
Severability: In the event that any provision hereof is determined to be illegal or such determination shall not affect the validity or enforceability of the remaining provisions hereof, all of which shall remain in full force and effect.
Effect of Headings: The headings used in this Agreement are included for convenience only and are not to be used in construing or interpreting this Agreement.
Modification, Etc. of Agreement: No oral information by either of the parties hereto shall alter the meaning or interpretation of this Agreement. No amendment or change hereof or addition hereto shall be effective or binding on either of the parties hereto unless reduced to writing and executed by the parties or their respective duly authorized representatives.
Attorneys' Fees: In the event of any dispute with respect to this Agreement, the prevailing party shall be entitled to reasonable attorney's fees and other costs and expenses incurred in resolving such dispute.
Taxes: Neither party shall be liable for the other parties federal, state, municipal or other governmental taxes, duties, charges or costs, however designated, now or hereinafter imposed, including, but not limited to, any sales or use tax, privilege or excise tax.
Delays: Neither party shall be liable for delays in the performance of its obligations hereunder due to causes beyond its reasonable control, including but not limited to acts of God, strikes or inability to obtain labor or materials on time.
Waiver: Either party's failure to exercise any right under this Agreement shall not constitute a waiver of any other terms of conditions of this Agreement with respect to any other or subsequent breach, or a waiver by the parties of their right at any time thereafter to require exact and strict compliance with the terms of this Agreement. The rights or remedies set forth in this Agreement are in addition to any other rights or remedies which may be granted by law.
Governing Law: This Agreement shall be construed and enforced in accordance with the laws of the State of California. The parties agree to Venue in Santa Clara County, California.