CoolUtils End User License Agreement

NOTICE TO USER: THIS IS A CONTRACT. THIS END USER LICENSE AGREEMENT IS A

LEGALLY BINDING CONTRACT THAT SHOULD BE READ IN ITS ENTIRETY. THIS IS AN
AGREEMENT GOVERNING YOUR USE OF COOLUTILS SOFTWARE, FURTHER DEFINED
HEREIN AS "PRODUCT", AND THE LICENSOR OF THE PRODUCT IS WILLING TO PROVIDE
YOU WITH ACCESS TO THE PRODUCT ONLY ON THE CONDITION THAT YOU ACCEPT ALL
OF THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT. BELOW, YOU ARE
ASKED TO ACCEPT THIS AGREEMENT AND CONTINUE TO INSTALL OR, IF YOU DO NOT
WISH TO ACCEPT THIS AGREEMENT, TO DECLINE THIS AGREEMENT, IN WHICH CASE YOU
WILL NOT BE ABLE TO INSTALL OR OPERATE THE PRODUCT. BY INSTALLING THIS
PRODUCT YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT.

This Electronic End User License Agreement (the "Agreement") is a legal agreement between you
(either an individual or an entity), the licensee, and Softplicity and its affiliates and suppliers
(collectively, the "Licensor"), regarding the Licensor's current version of the software titled "CoolUtils
Converter" that you about to download, downloaded, or otherwise obtained through other resources
or media such as CD-ROMs, or though a network in object code form or other related services,
including without limitation a) all of the contents of the files, disk(s), CD-ROM(s) or other media with
which this Agreement is provided (the "Software"), and b) all successor upgrades, revisions,
patches, enhancements, fixes modifications, copies, additions or maintenance releases of the
Software, if any, licensed to you by the Licensor (collectively, the "Updates") provided that the
Updates shall not include a new subsequent releases of the Software bearing a new first numeral
such as 3.0 or 4.0 ("New Releases") but include any minor revisions of the Software version
indicated by a change in the decimal numeral, such as 3.3 or 3.4, and c) related user documentation
and explanatory materials or files provided in written, "online" or electronic form (the
"Documentation" and together with the Software and Updates, the "Product"). You are subject to the
terms and conditions of this End User License Agreement whether you access or obtain the Product
directly from the Licensor, or through any other source. For purposes hereof, "you" means the
individual person installing or using the Product on his or her own behalf; or, if the Product is being
downloaded or installed on behalf of an organization, such as an employer, "you" means the
organization for which the Product is downloaded or installed and you represent that you have
authorized the person accepting this agreement to do so on your behalf. For purposes hereof the
term "organization", without limitation, includes any partnership, limited liability company,
corporation, association, joint stock company, trust, joint venture, labor organization, unincorporated
organization, or governmental authority.
For the purposes of this Agreement, "Licensor Site" shall mean the Internet website maintained by or
on behalf of Licensor from which the Software is available for download pursuant to a license from
Licensor. The Licensor Site is currently located at: www.coolutils.com
By accessing, storing, loading, installing, executing, displaying, copying the Product into the memory
of a Client Device, as defined below, or otherwise benefiting from using the functionality of the
Product in accordance with the Documentation ("Operating"), you agree to be bound by the terms
and conditions of this Agreement. If you do not agree to the terms and conditions of this Agreement,
the Licensor is unwilling to license the Product to you. In such event, you may not Operate or use
the Product in any way.
1. PROPRIETARY RIGHTS AND NON-DISCLOSURE.
1.1. Ownership Rights. You agree that the Product and the authorship, systems, ideas, methods of
operation, documentation and other information contained in the Product, are proprietary intellectual
properties and/or the valuable trade secrets of the Licensor or its suppliers and/or licensors and are
protected by civil and criminal law, and by the law of copyright, trade secret, trademark and patent of
the United States, other countries and international treaties. You may use trademarks only insofar as
to identify printed output produced by the Product in accordance with accepted trademark practice,
including identification of trademark owner's name. Such use of any trademark does not give you
any rights of ownership in that trademark. The Licensor and/or its suppliers own and retain all right,
title, and interest in and to the Product, including without limitations any error corrections,
enhancements, Updates or other modifications to the Software, whether made by the Licensor or
any third party, and all copyrights, patents, trade secret rights, trademarks, and other intellectual
property rights therein. Your possession, installation or use of the Product does not transfer to you
any title to the intellectual property in the Product, and you will not acquire any rights to the Product
except as expressly set forth in this Agreement. All copies of the Product made hereunder must
contain the same proprietary notices that appear on and in the Product. Except as stated herein, this
Agreement does not grant you any intellectual property rights in the Product and you acknowledge
that the License, as further defined herein, granted under this Agreement only provides you with a
right of limited use under the terms and conditions of this Agreement. Licensor reserves all rights not
expressly granted to you in this Agreement.
1.2. Source Code. You acknowledge that the source code for the Product is proprietary to the
Licensor and constitutes trade secrets of the Licensor. You agree not to modify, adapt, translate,
reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the
Product in any way.
1.3. No Modification. You agree not to modify or alter the Product in any way. You may not remove
or alter any copyright notices or other proprietary notices on any copies of the Product.
1.4. Confidential Information. You agree that, unless otherwise specifically provided herein the
Product, including the specific design and structure of individual programs and the Product,
constitute confidential proprietary information of the Licensor or its suppliers and/or licensors. You
agree not to transfer, copy, disclose, provide or otherwise make available such confidential
information in any form to any third party. For purposes hereof, "License Key" shall mean a file or a
unique sequence of digit and/or symbols provided to you by the Licensor confirming the purchase of
the license from the Licensor, which may carry the information about the License, i.e. its type, the
user name and the number of licenses purchased, and enabling the full functionality of the Product
in accordance with the License granted under this Agreement. You agree to implement reasonable
security measures to protect such confidential information.
2. GRANT OF LICENSE.
2.1. License. The Licensor grants any person or entity who licenses the software from Coolutils
("End User") the non-exclusive and non-transferable license to store, load, install, execute, and
display (to "Use") the specified version of the Software on a specified number of computers,
workstations, personal digital assistants, smart phones, mobile phones, hand-held devices, or other
electronic devices for which the software was designed (each a "Client Device") pursuant to the
terms and conditions of this Agreement ("License") and you hereby agree and accept such License
as follows:
a). Personal Use License. If the Product is licensed under Personal Use License as reflected in the
terms specified in the applicable invoicing or packaging for the Product you may use one copy of the
Product on two (2) Client Devices solely for Personal Use. For purposes of this Agreement,
"Personal Use" shall mean personal non-commercial use, and not on behalf or for the benefit of any
clients and excludes any commercial purposes whatsoever, which include without limitation:
advertising marketing and promotional materials/services on behalf of an actual client, employer,
employee or for your own benefit, any products that are commercially distributed, whether or not for
a fee, any materials or services for sale or for which fees or charges are paid or received.
b). Commercial Use License. If the Product is licensed under Commercial Use License as reflected
in the License Key and/or invoicing terms specified in the applicable invoicing or packaging for the
Product you may use the Product for Personal or Commercial Use (as defined below) in accordance
with the Documentation and published functionality of the Product. For purposes hereof,
"Commercial Use" shall mean any Operation of the Product for legal business, commercial, or
government purpose in accordance with Documentation. One purchased Commercial License
entitles one End User to operate one copy of the licensed Product on one Client Device. In case
several End Users share one Client Device, the number of purchased Licenses should be eqaul to
the number of End Users.
c). Server License. If the Product is licensed with server license terms specified in the applicable
product invoicing or packaging for the Product, you are granted the non-transferable, non-exclusive,
and perpetual right to deploy the licensed software to one client server. If several employees will use
the product on local machines, apply for a site license instead.
d). Site License. If the Product is licensed with site license terms specified in the applicable product
invoicing or packaging for the Product, you may install and use the Product by 30 employees of one
company on several locations owned or leased by your company. Additionally, the individual
licensing terms may specify other terms, conditions and restrictions of Using the Product.
f). Forensic License. If the Product is licensed with site license terms specified in the applicable
product invoicing or packaging for the Product, you may install and use the Product to perform tasks
that include e-discovery, forensic examination, and archiving. This license is not limited to mail
accounts as long as it is used by one person who purchases the license. 2.2. Updates; Support and
Maintenance Services. Licensor will provide you with email Support and Maintenance Services free
of charge for 1 year after the purchase. In a year you are offered to extend the software
maintenance for another year paying just 30% of the regular product's price. In case the software
maintenance was not extended in time, the license can be renewed any time for 50% of the
product's regular price. Maintenance and Support terms and conditions are subject to change
without notice.
2.3. Multiple Environment Product; Multiple Language Product; Dual Media Product; Multiple Copies;
Bundles. If you use different versions of the Product or different language editions of the Product, if
you receive the Product on multiple media, if you otherwise receive multiple copies of the Product, or
if you received the Product bundled with other software, the total permitted number of your Client
Devices on which all versions of the Product are installed shall correspond to the number and types
of licenses you have obtained from the Licensor. You may not rent, bundle with other products or
materials, lease, sublicense, lend or transfer any versions or copies of the Product regardless of
whether you use the Product or not without Licensor's written consent.
2.4. Term and Termination. The term of this Agreement ("Term") shall begin when you purchase or
otherwise legally receive the Product until the termination of the Agreement as provided herein. This
Agreement may be terminated by a superseding agreement, offered by the Licensor and accepted
by you, for the Product, Update or any replacement or modified version of or upgrade or New
Release of the Product and conditioning your continued use of the Product or such replacement,
modified or upgraded version or New Release on your acceptance of such superseding Agreement.
Without prejudice to any other rights, this Agreement will terminate automatically if you fail to comply
with any of the limitations or other requirements described herein. Upon any termination or expiration
of this Agreement, you must immediately cease Use of the Product and permanently destroy and/or
delete all copies of the Product.
2.5. No Rights Upon Termination. Upon termination of this Agreement you will no longer be
authorized to Operate or use the Product in any way.
2.6. Material Terms and Conditions. You specifically agree that each of the terms and conditions of
this Section 2 are material and that failure of you to comply with these terms and conditions shall
constitute sufficient cause for Licensor to immediately terminate this Agreement and the License
granted under this Agreement. The presence of this Section 2.6 shall not be relevant in determining
the materiality of any other provision or breach of this Agreement by either party hereto.
2.7. Refunds. Customers are encouraged to fully evaluate the software prior to purchasing a
software license. During the evaluation period technical support is available. It is not possible to
keep track installation, un-installation, removing or deleting downloadable software on customers PC
and therefore we don't issue refunds for downloadable products to avoid continued use after
reimbursement.
3. RESTRICTIONS.
3.1. No Transfers. Under no circumstances you shall sell, loan, rent, lease, loan, license, sublicense,
publish, display, distribute, or otherwise transfer to a third party the Product, any copy or use thereof,
in whole or in part, without Licensor's prior written consent, provided that if such non-waivable right
is specifically granted to you under applicable law in your jurisdiction you may transfer your rights
under this Agreement permanently to another person or entity, provided that (a) you also transfer
this Agreement, the Product, all accompanying printed materials, and all other software or hardware
bundled or pre-installed with the Product, including all copies, Updates and prior versions, to such
person or entity; (b) retain no copies, including backups and copies stored on a Client Device; and
(c) the receiving party accepts the terms and conditions of this Agreement and any other terms and
conditions upon which you legally purchased a license to the Product. Notwithstanding the
foregoing, you may not transfer education, pre-release, or "not for resale" copies of the Product. In
no case you may permit third parties to benefit from the use or functionality of the Product via a
timesharing, service bureau or other arrangement, except to the extent such use is specified in the
application price list, purchase order or product packaging for the Product.
3.2. Prohibitions. Except as otherwise specifically provided for in this Agreement, you may not use,
copy, emulate, clone, rent, lease, sell, modify, decompile, disassemble, otherwise reverse engineer,
or otherwise reduce any party of the Product to human readable form or transfer the licensed
Product, or any subset of the licensed Product, nor permit any third party to do so, except to the
extent the foregoing restriction is expressly prohibited by applicable law. Notwithstanding the
foregoing sentence, decompiling the Software is permitted to the extent the laws of your jurisdiction
give you the non-waivable right to do so to obtain information necessary to render the Software
interoperable with other software; provided, however, that you must first request such information
from the Licensor and the Licensor may, in its discretion, either provide such information to you
(subject to confidentiality terms) or impose reasonable conditions, including a reasonable fee, on
such use of the Software to ensure that the Licensor's and its suppliers and/or licensors proprietary
rights in the Software are protected. You may not modify, or create derivative works based upon the
Product in whole or in part. Any such unauthorized use shall result in immediate and automatic
termination of this Agreement and the License granted hereunder and may result in criminal and/or
civil prosecution. Neither Product's binary code nor source may be used or reverse engineered to re-
create the program algorithm, which is proprietary, without written permission of the Licensor. All
rights not expressly granted here are reserved by Licensor and/or its suppliers and licensors, as
applicable.
3.3. Proprietary Notices. You may not remove any proprietary notices or labels on the Product.
3.4. License Key. You may not give, make available, give away, sell or otherwise transfer your
registration License Key or any copy thereof to a third party. Product's License Key may not be
distributed, except as provided herein, outside of the area of legal control of the person or persons
who purchased the original License, without written permission of the Licensor. Doing so will result in
an infringement of copyright. The Licensor retains the right of claims for compensation in respect of
damage which occurred by your giving away the License Key or registration code contained therein.
This claim shall also extend to all costs which the Licensor or its licensors incur in defending
themselves.
3.5. Compliance with Law. You agree that in Operating the Product and in using any report or
information derived as a result of Operating this Product, you will comply with all applicable
international, national, state, regional and local laws and regulations, including, without limitation,
privacy, copyright, export control and obscenity law.
3.6. No Transfer of Rights. Except as otherwise specifically provided herein, you may not transfer or
assign any of the rights granted to you under this Agreement or any of your obligations pursuant
hereto.
4. DISCLAIMERS.
4.1. Customer Remedies. The Licensor and its suppliers' entire liability and your exclusive remedy
for any breach of the foregoing warranty shall be at the Licensor's option: (I) return of the purchase
price paid for the license, if any, (II) replacement of the defective media in which the Product is
contained, or (III) correction of the defects, "bugs" or errors within reasonable period of time. You
must return the defective media to the Licensor at your expense with a copy of your receipt. This
limited warranty is void if the defect has resulted from accident, abuse, or misapplication. Any
replacement media will be warranted for the remainder of the original warranty period.
4.2. NO WARRANTIES. EXCEPT FOR ANY WARRANTY, CONDITION, REPRESENTATION OR
TERM TO THE EXTENT TO WHICH THE SAME CANNOT OR MAY NOT BE EXCLUDED OR
LIMITED BY LAW APPLICABLE TO YOU IN YOUR JURISDICTION, THE PRODUCT IS
PROVIDED "AS-IS" WITHOUT ANY WARRANTY WHATSOEVER AND THE LICENSOR MAKES
NO PROMISES, REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESSED OR IMPLIED,
WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE, REGARDING
OR RELATING TO THE PRODUCT OR CONTENT THEREIN OR TO ANY OTHER MATERIAL
FURNISHED OR PROVIDED TO YOU PURSUANT TO THIS AGREEMENT OR OTHERWISE.
YOU ASSUME ALL RISKS AND RESPONSIBILITIES FOR SELECTION OF THE PRODUCT TO
ACHIEVE YOUR INTENDED RESULTS, AND FOR THE INSTALLATION OF, USE OF, AND
RESULTS OBTAINED FROM THE PRODUCT. THE LICENSOR MAKES NO WARRANTY THAT
THE PRODUCT WILL BE ERROR FREE OR FREE FROM INTERRUPTION OR FAILURE, OR
THAT IT IS COMPATIBLE WITH ANY PARTICULAR HARDWARE OR SOFTWARE. TO THE
MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR DISCLAIMS ALL
WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED
WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS,
INTEGRATION, SATISFACTORY QUALITY OR FITNESS FOR ANY PARTICULAR PURPOSE
WITH RESPECT TO THE PRODUCT AND THE ACCOMPANYING WRITTEN MATERIALS OR
THE USE THEREOF. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED
WARRANTIES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. YOU HEREBY
ACKNOWLEDGE THAT THE PRODUCT MAY NOT BE OR BECOME AVAILABLE DUE TO ANY
NUMBER OF FACTORS INCLUDING WITHOUT LIMITATION PERIODIC SYSTEM
MAINTENANCE, SCHEDULED OR UNSCHEDULED, ACTS OF GOD, TECHNICAL FAILURE OF
THE SOFTWARE, TELECOMMUNICATIONS INFRASTRUCTURE, OR DELAY OR DISRUPTION
ATTRIBUTABLE TO VIRUSES, DENIAL OF SERVICE ATTACKS, INCREASED OR
FLUCTUATING DEMAND, AND ACTIONS AND OMISSIONS OF THIRD PARTIES. THEREFORE,
THE LICENSOR EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY
REGARDING SYSTEM AND/OR SOFTWARE AVAILABILITY, ACCESSIBILITY, OR
PERFORMANCE. THE LICENSOR DISCLAIMS ANY AND ALL LIABILITY FOR THE LOSS OF
DATA DURING ANY COMMUNICATIONS AND ANY LIABILITY ARISING FROM OR RELATED TO
ANY FAILURE BY THE LICENSOR TO TRANSMIT ACCURATE OR COMPLETE INFORMATION
TO YOU.
4.3. LIMITED LIABILITY; NO LIABILITY FOR CONSEQUENTIAL DAMAGES. YOU ASSUME THE
ENTIRE COST OF ANY DAMAGE RESULTING FROM YOUR USE OF THE PRODUCT AND THE
INFORMATION CONTAINED IN OR COMPILED BY THE PRODUCT, AND THE INTERACTION
(OR FAILURE TO INTERACT PROPERLY) WITH ANY OTHER HARDWARE OR SOFTWARE
WHETHER PROVIDED BY THE LICENSOR OR A THIRD PARTY. TO THE MAXIMUM EXTENT
PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE LICENSOR OR ITS SUPPLIERS
OR LICENSORS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT
LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION,
LOSS OF BUSINESS INFORMATION, LOSS OF GOODWILL, WORK STOPPAGE, HARDWARE
OR SOFTWARE DISRUPTION IMPAIRMENT OR FAILURE, REPAIR COSTS, TIME VALUE OR
OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THE PRODUCT,
OR THE INCOMPATIBILITY OF THE PRODUCT WITH ANY HARDWARE SOFTWARE OR
USAGE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. IN NO EVENT WILL LICENSOR'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES IN
ANY ONE OR MORE CAUSE OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE
EXCEED $10. THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY FOR DEATH
OR PERSONAL INJURY TO THE EXTENT THAT APPLICABLE LAW PROHIBITS SUCH
LIMITATION. FURTHERMORE, BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL
DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
5. YOUR INFORMATION AND THE LICENSOR'S PRIVACY POLICY.
5.1. Privacy Policy. You acknowledge receipt of and agree to the Licensor's privacy statement which
is made available to you in connection with installation and is set forth in full at www.coolutils.com.
You hereby expressly consent to the Licensor's processing of your personal data (which may be
collected by the Licensor or its distributors) according to the Licensor's current privacy policy as of
the date of the effectiveness hereof which is incorporated into this Agreement by reference. By
entering into this Agreement, you agree that the Licensor may collect and retain information about
you, including your name, email address. The Licensor employs other companies and individuals to
perform certain functions on its behalf. Examples include delivering packages, sending postal mail
and e-mail, removing repetitive information from customer lists, analyzing data, providing marketing
assistance, and providing customer service. They have access to personal information needed to
perform their functions, but may not use it for other purposes. The Licensor publishes a privacy
policy on its web site and may amend such policy from time to time in its sole discretion. You should
refer to the Licensor's privacy policy prior to agreeing to this Agreement for a more detailed
explanation of how your information will be stored and used by the Licensor. If "you" are an
organization, you will ensure that each member of your organization (including employees and
contractors) about whom personal data may be provided to the Licensor has given his or her
express consent to the Licensor's processing of such personal data. Personal data will be processed
by the Licensor or its distributors in the country where it was collected, and possibly in the United
States and Germany. United States laws regarding processing of personal data may be less or more
stringent than the laws in your jurisdiction.
6. MISCELLANEOUS.
6.1. Period for Bringing Actions. No action, regardless of form, arising out of the transactions under
this Agreement, may be brought by either party hereto more than one (1) year after the cause of
action has occurred, or was discovered to have occurred, except that an action for infringement of
intellectual property rights may be brought within the maximum applicable statutory period.
6.2. Entire Agreement; Severability; No Waiver. This Agreement is the entire agreement between
you and Licensor and supersedes any other prior agreements, proposals, communications or
advertising, oral or written, with respect to the Product or to subject matter of this Agreement. You
acknowledge that you have read this Agreement, understand it and agree to be bound by its terms.
If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, void, or
unenforceable for any reason, in whole or in part, such provision will be more narrowly construed so
that it becomes legal and enforceable, and the entire Agreement will not fail on account thereof and
the balance of the Agreement will continue in full force and effect to the maximum extent permitted
by law or equity while preserving, to the fullest extent possible, its original intent. No waiver of any
provision or condition herein shall be valid unless in writing and signed by you and an authorized
representative of Licensor provided that no waiver of any breach of any provisions of this Agreement
will constitute a waiver of any prior, concurrent or subsequent breach. Licensor's failure to insist
upon or enforce strict performance of any provision of this Agreement or any right shall not be
construed as a waiver of any such provision or right.
6.3. Contact Information. Should you have any questions concerning this Agreement, or if you desire
to contact the Licensor for any reason, please contact our Support Center via our contact form.
(c) 2003-2019 Softplicity LLC. All rights reserved. The Product, including the Software and any
accompanying Documentation, are copyrighted and protected by copyright laws and international
copyright treaties, as well as other intellectual property laws and treaties.