This End User License Agreement (“Agreement”) is a legal agreement between ARTIFEX SOFTWARE INC., a California corporation with its principal place of business as 7 Mt. Lassen Drive, A-134, San Rafael, California 94903 (“Artifex”) and you (either an individual or an entity, as identified in your invoice regarding the use of Artifex's software for which you have purchased a license, including any documentation that may be included in the software (together, the “Software”).


Grant of License.

Subject to the restrictions herein, and payment of the applicable license fees, Artifex hereby grants to you the personal, nontransferable, non-exclusive right to use the Software, for internal purposes only.  You may use the Software as follows, depending on the licenses you have ordered as reflected in your invoice:

• Individual License.  You may use the Software, on only one computer, and only by one user, at a time.  You may not store the Software on a server that enables access via multiple computers.

• Multiple Licenses.  One user may use one copy of the Software for each license you have purchased.  You may make a reasonable number of copies to support such use.

• Site License.   All of your employees located at a particular site, as indicated in your invoice, may use the Software via computers located at that site, provided the employee’s primary office is at that site.  For clarity, a computer will be considered on-site when a user accesses the Software via that computer, even if the Software is being served from offsite servers, and even if the users access their primary computers via virtualization or remote access. 

• Enterprise License.  All your employees may use the Software regardless of the number of copies or locations.


Copyright.

The Software is licensed to you, not sold.  All copies of the Software are the property of Artifex.  Artifex reserves all intellectual property rights in the Software.  The Software is protected by United States copyright and other intellectual property laws and international treaty provisions.  Therefore, you may not use, copy, modify or distribute the Software without authorization.  You may make a reasonable number of copies of the Software solely for backup or archival purposes.  


Restrictions.

You may not rent, lease, or loan the Software.  You may not reverse engineer, decompile, or disassemble the Software, except to the extent the foregoing restriction is prohibited by applicable law.  You may not modify, or create derivative works based upon the Software. You many not use the Software to make its functionality available to others, such as via software-as-a-service offerings.  If you make any copy of the Software, you must retain all copyright and other intellectual property notices.


Open Source Licensing.

Artifex may offer versions of the Software under open source licenses such as the Affero General Public License 3.0.  This Agreement will not vitiate any rights you may have separately under such open source licenses. 

Termination.

You may terminate the license granted in this Agreement by so advising Artifex in writing.  The license granted in this Agreement will terminate automatically upon any violation by you of its terms or conditions.  Upon termination of the license, you must destroy all your copies of the Software.  


Updates.

The right to receive support or updates to the Software may be subject to additional terms, conditions or charges.  Please contact Artifex for additional information about maintenance and support programs.  To the extent you are provided updates, revisions, or new versions of the Software, this Agreement will govern them and they will be considered part of the Software hereunder, unless you and Artifex agree to a new license agreement covering them.


NO WARRANTIES.

YOU ASSUME ALL RESPONSIBILITIES FOR SELECTION OF THE SOFTWARE TO MEET YOUR NEEDS.  TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ARTIFEX DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.  SOME STATES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.  


NO LIABILITY FOR CONSEQUENTIAL DAMAGES.

IN NO EVENT WILL ARTIFEX OR ITS SUPPLIERS OR LICENSORS BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, OR INDIRECT DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF BUSINESS PROFITS OR BUSINESS INTERRUPTION) ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  IN NO EVENT WILL ARTIFEX OR ITS SUPPLIERS OR LICENSORS BE LIABLE FOR MORE THAN THE AMOUNT ACTUALLY PAID BY YOU TO ARTIFEX FOR THE SOFTWARE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.


U.S. Government-Restricted Rights.

The Software and accompanying documentation are deemed to be "commercial computer Software" and "commercial computer Software documentation," respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212(b), as applicable.  Any use, modification, reproduction release, performance, display or disclosure of the Software and accompanying documentation, and any derivative works thereof, by the U.S. Government will be governed solely by the terms of this Agreement.


Export Restrictions.

You may not download, export, or re-export the Software (a) into, or to a national or resident of, any country to which the United States has embargoed goods, or (b) to anyone on the United States Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders.  By downloading or using the Software, you are representing and warranting that you are not located in, under the control of, or a national or resident of any such country or on any such list.


General.

This Agreement is governed by the laws of the United States and the State of California, without reference to conflict of laws principles.  Any dispute between you and Artifex arising out of or relating to this Agreement will be subject to the exclusive venue and jurisdiction of the state and federal courts located in Marin County, California. This Agreement is the entire agreement between you and Artifex and supersedes any prior agreements relating thereto.  If any provision of this Agreement is held invalid, the remainder of this Agreement will continue in full force and effect and the invalid provision will be reformed and enforced to reflect the original intent of the parties.


Should you have any questions concerning this Agreement, or if you desire to contact Artifex for any reason, please contact: miles.jones@artifex.com