YOU SHOULD CAREFULLY READ THE FOLLOWING END USER LICENSE AGREEMENT
BEFORE INSTALLING THIS SOFTWARE PROGRAM. BY INSTALLING OR OTHERWISE
USING THE SOFTWARE PROGRAM, YOU AGREE TO BE BOUND BY THE TERMS OF THIS
AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT
INSTALL OR USE THE SOFTWARE. YOU SHOULD RETURN IT TO YOUR PLACE OF
PURCHASE, SUBJECT TO THEIR RETURN POLICY. <br>
&nbsp; <br>
The software application (the &ldquo;Program&rdquo;), and any
and all copies and derivative works of the Program are the copyrighted
work of Meridian4 and/or its suppliers. All rights reserved, except as
expressly stated herein. All use of the Program is governed by the
terms of this End User License Agreement (&ldquo;License
Agreement&rdquo;). The Program is solely for use by end users
according to the terms of the License Agreement. Any use, reproduction
or redistribution of the Program not in accordance with the terms of
the License Agreement is expressly prohibited.<br>
<br>
END USER LICENSE AGREEMENT<br>
<br>
1.&nbsp; Limited Use License. Meridian4 (referred to herein as
&ldquo;Licensor&rdquo;) hereby grants, and by installing the
Program you thereby accept, a limited, non-exclusive license and right
to install and use one (1) copy of the Program for your own personal
use on a computer. Licensor reserve the right to update, modify or
change any such terms of use agreement at any time. The Program is
licensed, not sold. Your license confers no title or ownership in the
Program.<br>
<br>
2.&nbsp; Ownership. All title, ownership rights and intellectual
property rights in and to the Program and any and all copies thereof
(including but not limited to any titles, computer code, themes,
objects, characters, character names, stories, dialog, catch phrases,
locations, concepts, artwork, animations, sounds, musical compositions,
audio-visual effects, methods of operation, moral rights, any related
documentation, and &ldquo;applets&rdquo; incorporated into the
Program) are owned by Licensor or its suppliers. The Program is
protected by the copyright laws of Canada, USA, international copyright
treaties and conventions and other laws. All rights are reserved. The
Program contains certain licensed materials and Licensor&rsquo;s
suppliers may protect their rights in the event of any violation of
this Agreement.<br>
<br>
3. Responsibilities of End User.<br>
A. Subject to the grant of license hereinabove, you may not, in whole
or in part, copy, photocopy, reproduce, translate, reverse engineer,
derive source code, modify, disassemble, decompile, create derivative
works based on the Program, or remove any proprietary notices or labels
on the Program without the prior consent, in writing, of Licensor.<br>
B. The Program is licensed to you as a single product. Its component
parts may not be separated for use on more than one computer. <br>
C. You are entitled to use the Program for your own personal use, but
you are not entitled to:<br>
(i) &nbsp;&nbsp; &nbsp;sell, grant a security interest in
or transfer reproductions of the Program to other parties in any way,
nor to rent, lease or license the Program to others without the prior
written consent of Licensor;<br>
&nbsp;&nbsp; &nbsp;&nbsp;&nbsp; &nbsp;or<br>
(ii) &nbsp;&nbsp; &nbsp;exploit the Program or any of its
parts for any commercial purpose including, but not limited to, use at
a cyber caf&eacute;, computer gaming center or any other
location-based site; <br>
D. Your continued use of the Program may require periodic updates,
error corrections, or enhancements to the Program and is subject to any
terms and conditions under which use of the Program over the Internet
is provided.<br>
<br>
4. Program Transfer. You may permanently transfer all of your rights
under this License Agreement, provided that: (a) the recipient agrees
to the terms of this License Agreement, (b) you remove the Program from
your computer and retain no copies of the Program, and (c) you transfer
all of the Program (including all software components, the media and
printed materials that accompany the Program, any code used to
&ldquo;unlock&rdquo; the Program (&ldquo;CD
Key&rdquo;), any Program upgrades, and this License Agreement) to
the recipient.&nbsp; Furthermore, you agree that you will not
provide a CD Key to any third party except as part of the transfer of
this License Agreement and the entire Program in accordance with the
preceding sentence.<br>
<br>
5. Termination. This License Agreement is effective until terminated.
You may terminate the License Agreement at any time by destroying the
Program. Licensor may, at its discretion, terminate this License
Agreement in the event that you fail to comply with the terms and
conditions contained herein. This License Agreement shall automatically
terminate in the event that you fail to comply with the terms and
conditions contained herein. In such event, you must immediately
destroy the Program. The provisions of Sections 2, 5, and 7-9 will
survive any termination of the Agreement. &nbsp;<br>
<br>
6. Limited Warranty. The entire risk arising out of use or performance
of the Program and any printed material(s) remains with the User,
however Licensor warrants up to and including one (1) year from the
date of Program release (to be defined by Licensor) that the media
containing the Program shall be free from defects in material and
workmanship. In the event that the media proves to be defective during
that time period please contact customer support. In order to enforce
the above-mentioned warranty, customer support should be informed of
the defect within two (2) months following its discovery. EXCEPT AS
PROVIDED ABOVE, THE PROGRAM AND ANY PRINTED MATERIAL(S) ARE PROVIDED
"AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED,
INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.
ANY WARRANTY AGAINST INFRINGEMENT THAT MAY BE PROVIDED IN SECTION
2-312(3) OF THE UNIFORM COMMERCIAL CODE AND/OR IN ANY OTHER COMPARABLE
STATE STATUTE IS EXPRESSLY DISCLAIMED. Some states/jurisdictions do not
allow the exclusion or limitation of implied warranties, so the above
limitations may not apply to you.<br>
<br>
7. Limitation of Liability. NEITHER LICENSOR, OR AFFILIATES SHALL BE
LIABLE IN ANY WAY FOR LOSS OR DAMAGE OF ANY KIND RESULTING FROM THE USE
OF THE PROGRAM INCLUDING, BUT NOT LIMITED TO, LOSS OF GOODWILL, WORK
STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER
COMMERCIAL DAMAGES OR LOSSES. ANY WARRANTY AGAINST INFRINGEMENT. I
UNDERSTAND AND ACKNOWLEDGE THAT MERIDIAN4 INC. CANNOT AND WILL NOT BE
RESPONSIBLE FOR ANY SOFTWARE OR HARDWARE FAILURES OR ANY OTHER EVENT
WHICH MAY RESULT IN A LOSS OF DATA OR DISRUPTION OF SERVICE. <br>
<br>
8. Equitable Remedies. You hereby agree that Licensor would be
irreparably damaged if the terms of this License Agreement were not
specifically enforced, and therefore you agree that Licensor shall be
entitled, without bond, other security, or proof of damages, to
appropriate equitable remedies with respect to breaches of this License
Agreement, in addition to such other remedies as Licensor may otherwise
have available to it under applicable laws. In the event any litigation
is brought by either party in connection with this License Agreement,
the prevailing party in such litigation shall be entitled to recover
from the other party all the costs, attorneys&rsquo; fees and other
expenses incurred by such prevailing party in the litigation.<br>
<br>
9. Miscellaneous. This License Agreement shall be deemed to have been
made and executed in the Province of Quebec and any dispute arising
hereunder shall be resolved in accordance with the law of the Province
of Quebec. You agree that any claim asserted in any legal proceeding by
you against Meridian4 shall be commenced and maintained in any
provincial court located in the Province of Quebec, having subject
matter jurisdiction with respect to the dispute between the parties.
This License Agreement may be amended, altered or modified only by an
instrument in writing, specifying such amendment, alteration or
modification, executed by both you and Licensor. In the event that any
provision of this License Agreement shall be held by a court or other
tribunal of competent jurisdiction to be unenforceable, such provision
will be enforced to the maximum extent permissible and the remaining
portions of this License Agreement shall remain in full force and
effect. This License Agreement constitutes and contains the entire
agreement between the parties with respect to the subject matter hereof
and supersedes any prior oral or written agreements.<br>
<br>
You hereby acknowledge that you have read and understand the foregoing
License Agreement and agree that the action of installing the Program
is an acknowledgment of your agreement to be bound by the terms and
conditions of the License Agreement contained herein. You also
acknowledge and agree that this License Agreement is the complete and
exclusive statement of the agreement between yourself and Licensor and
that the License Agreement supersedes any prior or contemporaneous
agreement, either oral or written, and any other communications between
yourself and Licensor regarding this Program.<br>
<br>
<br>
Copyright (c) 2007 AGEIA Technologies, Inc.<br>
<br>
AGEIA PhysX Driver License Agreement<br>
<br>
This End User License Agreement (the "Agreement") is a legal agreement
between you (either individually or an entity) ("You" and "Your") and
AGEIA Technologies Inc. ("AGEIA" and "AGEIA's") regarding the use of
the AGEIA PhysX Driver and any accompanying documentation
(collectively, the "Software").<br>
<br>
YOU MUST READ AND AGREE TO THE TERMS OF THIS AGREEMENT BEFORE ANY
SOFTWARE CAN BE DOWNLOADED OR INSTALLED OR USED.&nbsp; BY CLICKING
ON THE "AGREE" BUTTON OF THIS AGREEMENT, OR INSTALLING SOFTWARE, OR
USING SOFTWARE, YOU ARE AGREEING TO BE BOUND BY THE TERMS AND
CONDITIONS OF THIS AGREEMENT.&nbsp; IF YOU DO NOT AGREE WITH THE
TERMS AND CONDITIONS OF THIS AGREEMENT, THEN YOU SHOULD EXIT THIS PAGE,
NOT INSTALL OR USE ANY SOFTWARE, AND DESTROY ALL COPIES OF THE SOFTWARE
THAT YOU HAVE DOWNLOADED.&nbsp; BY DOING SO YOU FOREGO ANY IMPLIED
OR STATED RIGHTS TO DOWNLOAD OR INSTALL OR USE SOFTWARE.<br>
<br>
This license is only granted to and only may be used by You.&nbsp;
AGEIA grants You a limited, non-exclusive, non-transferable license to
use the provided Software for evaluation, testing and non-commercial
production purposes according to the terms set forth below:<br>
<br>
1. Use of the Software.<br>
a.&nbsp; You may use, display and reproduce the AGEIA PhysX Driver.<br>
<br>
b.&nbsp; You may not and shall not permit others to:<br>
(i)&nbsp; modify, translate, reverse engineer, decompile,
disassemble or otherwise attempt to defeat, avoid, bypass, remove,
deactivate or otherwise circumvent any software protection mechanisms
in the Software, including without limitation any such mechanism used
to restrict or control the functionality of the Software, or to derive
the source code or the underlying ideas, algorithms, structure or
organization from the Software (except that the foregoing restrictions
do not apply to the extent that such activities may not be prohibited
under applicable law);<br>
(ii) alter, adapt, modify or translate the Software in any way for any
purpose, including without limitation error correction;<br>
(iii) distribute, rent, loan, lease, transfer or grant any rights in
the Software or modifications thereof in any form to any person without
the prior written consent of AGEIA.<br>
<br>
c.&nbsp; No Commercial Distribution Right.&nbsp; This license
grants no rights to distribute the Software for any commercial
purposes.&nbsp; Any and all individuals, companies, non-academic
government agencies or other organizations wishing to redistribute the
Software for any purpose must enter into written contract with
AGEIA.&nbsp; Please contact info@AGEIA.com for further information.<br>
<br>
2. Ownership.&nbsp; This license is not a sale.&nbsp; Title,
copyrights and all other rights to the Software and any copy made by
You remain with AGEIA and its suppliers and licensors. Unauthorized
copying of the Software, or failure to comply with the license
restrictions set forth in Section 1(b) above, will result in automatic
termination of this license and will make available to AGEIA other
legal remedies.<br>
<br>
3. Termination.&nbsp; This license is effective once You click the
"AGREE" button of this Agreement, or install or use the Software, and
will continue until terminated.&nbsp; Unauthorized copying of the
Software, Your failure to comply with the above restrictions or Your
failure to comply with any terms of this Agreement will result in
automatic termination of this Agreement and will make available to
AGEIA other legal remedies.&nbsp; Upon termination of this license
for any reason You will destroy all copies of the Software. Any use of
the Software after termination is unlawful.&nbsp; Upon termination
of this Agreement, all rights granted to You in this Agreement shall
immediately terminate.&nbsp; AGEIA's rights and Your obligations
under this Agreement shall survive any termination of this Agreement.<br>
<br>
4. Trademarks.&nbsp; Certain of the product names used in this
Agreement and the Software constitute trademarks, trade names, trade
dress, or service marks ("Trademarks") of AGEIA or other third
parties.&nbsp; You are not authorized to use any such Trademarks
for any purpose.<br>
<br>
5. No Warranty. THE SOFTWARE IS BEING DELIVERED TO YOU "AS IS" AND
AGEIA MAKES NO WARRANTIES WHATSOEVER WITH RESPECT TO THE
SOFTWARE.&nbsp; AGEIA AND ITS SUPPLIERS AND LICENSORS MAKE AND YOU
RECEIVE NO OTHER WARRANTIES OR CONDITIONS, EXPRESS, IMPLIED, STATUTORY
OR OTHERWISE OR IN ANY COMMUNICATION WITH YOU, AND AGEIA AND ITS
SUPPLIERS AND LICENSORS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTY OF
MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE
OR NONINFRINGEMENT AND THEIR EQUIVALENTS.&nbsp; AGEIA does not
warrant that the operation of the Software will be uninterrupted or
error free or that the Software will meet Your specific requirements.<br>
<br>
SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF
IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO
YOU.&nbsp; YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO
STATE AND JURISDICTION TO JURISDICTION.<br>
<br>
6. Limitation of Liability.&nbsp; IN NO EVENT WILL AGEIA, ITS
SUPPLIERS OR ITS LICENSORS BE LIABLE FOR LOSS OF OR CORRUPTION TO DATA,
LOST PROFITS OR LOSS OF CONTRACTS, COST OF PROCUREMENT OF SUBSTITUTE
PRODUCTS OR OTHER SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR
INDIRECT DAMAGES, LOSSES, COSTS OR EXPENSES OF ANY KIND ARISING FROM
THE SUPPLY OR USE OF THE SOFTWARE, HOWEVER CAUSED AND ON ANY THEORY OF
LIABILITY (INCLUDING WITHOUT LIMITATION NEGLIGENCE).&nbsp; THIS
LIMITATION WILL APPLY EVEN IF AGEIA OR AN AUTHORIZED DISTRIBUTOR HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE
FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY EXCEPT TO THE EXTENT
THAT LIABILITY MAY NOT BY LAW BE LIMITED OR EXCLUDED.&nbsp; YOU
ACKNOWLEDGE THAT THE LACK OF A REQUIRED PAYMENT BY YOU FOR THE SOFTWARE
REFLECT THIS ALLOCATION OF RISK.<br>
<br>
SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR
LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE
ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.<br>
<br>
7. Indemnity. You agree to indemnify and hold AGEIA, its successors,
assigns, subsidiaries, affiliates, officers, directors, agents, and
employees harmless from any claim or demand, including reasonable
attorneys' fees, made by any third party due to or arising out of Your
failure to comply with this Agreement or Your violation of any law or
the rights of any third party.<br>
<br>
8. Legal Compliance. You agree that You shall fully comply with all
applicable laws, statutes, ordinances and regulations regarding Your
use of the Software.<br>
<br>
9. Governing Law and General Provisions. This Agreement shall not be
governed by the 1980 U.N. Convention on Contracts for the International
Sale of Goods; rather, this Agreement and the performance of the
parties hereunder shall be construed in accordance with and governed by
the laws of the State of California, U.S.A., except for its conflict of
law rules.&nbsp; The exclusive jurisdiction and venue of any action
arising out of or related to this Agreement will be either the state or
federal courts in Santa Clara County, California, U.S.A., and the
parties agree and submit to the personal and exclusive jurisdiction and
venue of these courts.&nbsp; This Agreement is the entire agreement
between You and AGEIA and supersedes any other communications,
representations or advertising with respect to the Software.&nbsp;
If any provision of this Agreement is held invalid or unenforceable,
such provision shall be revised to the extent necessary to cure the
invalidity or unenforceability, and the remainder of the Agreement
shall continue in full force and effect.&nbsp; Failure to prosecute
a party's rights with respect to a default hereunder will not
constitute a waiver of the right to enforce rights with respect to the
same or any other breach.&nbsp; If You are acquiring the Software
on behalf of any part of the U.S. Government, the following provisions
apply.&nbsp; The Software programs and documentation are deemed to
be "Commercial computer software" and "Commercial computer software
documentation" respectively, pursuant to DFAR Section 227.7202 and FAR
12.212(b), as applicable.&nbsp; Any use, modification,
reproduction, release, performance, display or disclosure of the
Software programs and/or documentation by the U.S. Government or any of
its agencies shall be governed solely by the terms of this Agreement
and shall be prohibited except to the extent expressly permitted by the
terms of this Agreement.&nbsp; Any technical data provided that is
not covered by the above provisions is deemed to be "Technical
data-commercial items" pursuant to DFAR Section 227.7015(a). Any use,
modification, reproduction, release, performance, display or disclosure
of such technical data shall be governed by the terms of DFAR Section
227.7015(b).<br>
<br>
10. Questions.&nbsp; Should You have any questions relating to this
Agreement, or if You desire to contact AGEIA for any reason, please
contact info@AGEIA.com.<br>
<br>
Copyright (c) 2007 AGEIA Technologies, Inc.&nbsp; All rights
reserved.<br>
http://www.AGEIA.com