SUPPLEMENTAL END USER LICENSE AGREEMENT
IMPORTANT: READ CAREFULLY.
The Shanghai Sodick Software Technology LLC and its vendor(s) software components
which you are about to install, including any "online" or electronic documentation and
associated media ("Technology"), are subject to the terms and conditions of the end user
license agreement ("Applicable EULA") under which you have validly licensed the
applicable software product ("Software") as well as the terms and conditions of this
Supplemental End User License Agreement ("Supplemental EULA").
To the extent any terms in this Supplemental EULA conflict with terms in the Applicable
EULA, the terms of this Supplemental EULA control solely with respect to the Technology.
Capitalized terms used and not otherwise defined herein shall have the meanings assigned
to them in the Applicable EULA.
BY INSTALLING, COPYING OR OTHERWISE USING THE TECHNOLOGY OR ANY PART THEREOF, YOU AGREE
TO BE BOUND BY THE TERMS AND CONDITIONS OF THE APPLICABLE EULA AND THIS SUPPLEMENTAL EULA.
IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT INSTALL, COPY OR USE THE TECHNOLOGY.
I. LICENSE TERMS
The Technology supplements or replaces certain existing functionality of the Software.
Shanghai Sodick Software grants you a license to install and use the Technology, or any
portion thereof, on computers within your organization that are validly licensed for
installation of the Software, subject to your full compliance with the terms and conditions
of the Applicable EULA (incorporated in whole by this reference) and this Supplemental EULA.
II. REDISTRIBUTION RIGHTS
You may not redistribute the Technology without Shanghai Sodick Software's prior
written approval.
III. Additional Rights and Limitations
For each validly licensed copy of Software, you may reproduce, install and use one copy of
the Technology as part of such Software on each of your computers running validly licensed
copies of such Software provided that you use such copies of the Technology in accordance
with the terms and conditions of this Supplemental EULA.
For each validly licensed copy of Software, you also may reproduce one additional copy of the
Technology solely for archival purposes or reinstallation of the Technology on the same
computer. Shanghai Sodick Software retains all right, title and interest in and to the
Technology. Shanghai Sodick Software reserves all rights not expressly granted.
IV. DISCLAIMER OF WARRANTIES
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Shanghai Sodick Software PROVIDE THE
TECHNOLOGY AND SUPPORT SERVICES (IF ANY) AS IS, AND HEREBY DISCLAIM ALL WARRANTIES AND
CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY
(IF ANY) IMPLIED WARRANTIES, DUTIES OR CONDITIONS OF MERCHANTABILITY, OF FITNESS FOR
A PARTICULAR PURPOSE, OF RELIABILITY OR AVAILABILITY, OF ACCURACY OR COMPLETENESS OF
RESPONSES, OF RESULTS, OF WORKMANLIKE EFFORT, OF LACK OF VIRUSES, AND OF LACK OF
NEGLIGENCE, OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS (INCLUDING, BUT NOT LIMITED TO,
INTELLECTUAL PROPERTY RIGHTS) ALL WITH REGARD TO THE TECHNOLOGY, AND THE PROVISION
OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, DOCUMENTATION, INFORMATION,
SOFTWARE, AND RELATED CONTENT THROUGH THE TECHNOLOGY OR OTHERWISE ARISING OUT OF THE
USE OF THE TECHNOLOGY.
ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, OR
CORRESPONDENCE TO DESCRIPTION WITH REGARD TO THE TECHNOLOGY.
V. EXCLUSION OF INCIDENTAL, CONSEQUENTIAL AND CERTAIN OTHER DAMAGES
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL Shanghai
Sodick Software BE LIABLE FOR ANY SPECIAL, INCIDENTAL, STATUTORY, PUNITIVE, INDIRECT,
OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR
LOSS OF PROFITS, BUSINESS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS
INTERRUPTION, FOR PERSONAL INJURY, FOR LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY
INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHER
PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE
OF OR INABILITY TO USE THE TECHNOLOGY, THE PROVISION OF OR FAILURE TO PROVIDE
SUPPORT OR OTHER SERVICES, INFORMATION, SOFTWARE, AND RELATED CONTENT THROUGH THE
TECHNOLOGY OR OTHERWISE ARISING OUT OF THE USE OF THE TECHNOLOGY, OR OTHERWISE UNDER
OR IN CONNECTION WITH ANY PROVISION OF THIS SUPPLEMENTAL EULA, EVEN IN THE EVENT OF
THE FAULT, TORT (INCLUDING NEGLIGENCE), MISREPRESENTATION, STRICT LIABILITY, BREACH
OF CONTRACT OR BREACH OF WARRANTY OF RIQTEK OR ANY SUPPLIER, AND EVEN IF Shanghai
Sodick Software HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
VI. LIMITATION OF LIABILITY AND REMEDIES
NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER
(INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED HEREIN AND ALL DIRECT
OR GENERAL DAMAGES IN CONTRACT OR ANYTHING ELSE), THE ENTIRE LIABILITY OF
Shanghai Sodick Software UNDER ANY PROVISION OF THIS SUPPLEMENTAL EULA AND YOUR
SOLE AND EXCLUSIVE REMEDY HEREUNDER SHALL BE LIMITED TO THE ACTUAL DAMAGES YOU
INCUR IN REASONABLE RELIANCE ON THE TECHNOLOGY UP TO THE AMOUNT ACTUALLY PAID
BY YOU FOR THE TECHNOLOGY. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS
SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY
FAILS ITS ESSENTIAL PURPOSE.
VII. General.
This Supplemental EULA will be governed by and construed in accordance with the
laws of the State of California, without reference to its conflicts of laws rules,
and without regard to its location of execution or performance.
You agree to subject to the jurisdiction of all state and federal courts located
in the State of California, County of Santa Clara, for any and all suits, claims,
proceedings arising out of this Supplemental EULA or your usage of the Technology.
If any provision of this Supplemental EULA is found invalid or unenforceable, that
provision will be enforced to the maximum extent permissible, and the other
provisions of this Supplemental EULA will remain in full force. Should any
litigation be commenced with regard to this Supplemental EULA or your usage of the
Technology, the prevailing party in such litigation shall be entitled, in addition
to such other relief as may be granted, to a reasonable sum as and for his, her
or its attorneys' fees in such litigation. This agreement for attorney's fees and
costs shall survive any judgment and include the recovery of post judgment
attorney's fees and costs, including attorney's fees and costs incurred in the
collection of any judgment. The term "prevailing party" as used in this Supplemental
EULA shall have the same meaning as that term has under California Civil Code Section
1717.