End User License Agreement - Spice.agent (EULA)
IMPORTANT - READ CAREFULLY BEFORE USING SPICEWARE SOFTWARE.
This Software License Agreement (this “Agreement”) is a legal agreement by and between you and Spiceware Co, Ltd. (“Spiceware”) with regard to the use of the software as defined below (“Spiceware Software”). If you do not agree to be bound by this Agreement, you shall not install, copy or use Spiceware Software.
1.1 “Spiceware Software” means the software that Spiceware develops or produces and holds the rights such as copyright, ownership right, etc. Spiceware Software may include computer software, any media, printed materials and online or electronic documents, including but not limited to, any and all executable files, additional functions, user manual, help files and other files accompanying Spiceware Software.
1.2 “Computer” means an information processing device that is connected to a network such as a server computer and/or client computer which can transmit and receive information.
1.3 “Appliance” means products that Spiceware sells to customers as a separate form of products produced by installing Spiceware Software in hardware equipment.
1.4 “Use” refers to any and all acts of using Spiceware Software such as storing, installing or executing Spiceware Software in the main or auxiliary memory of Computer, CD-ROM or other storage devices or displaying Spiceware on the screen.
1.5 “Supplier” means a person, such as its distributor or reseller, who entered into a business partnership agreement with Spiceware with regard to the sales of Spiceware Software or has been officially authorized by Spiceware to sell Spiceware Software.
1.6 “You” or “Customer” refers to you as a group or an individual that has entered into an agreement with Spiceware or the Supplier for the license to use Spiceware Software (the “Purchase Agreement”).
1.7 “Commercial Product” refers to Spiceware Software that Spiceware or the Supplier sells with charges.
1.8 “Free Product” refers to Spiceware Software that Spiceware or the Supplier provides free of charges.
2 Software License
2.1 Restricted License: Subject to your consent to the terms and conditions of this Agreement, Spiceware grants the non-exclusive and non-transferrable license to use Spiceware Software during the term of the license (in case of Commercial Product, the term set forth in Purchase Agreement and, in case of Free Product, the term during which Spiceware Software is available for free).
2.2 Scope of License: If you are a purchaser of Commercial Product, you may install and use as many copies of Spiceware Software as you have agreed to use under the license from Spiceware or the Supplier. If you (i) execute the process of configuration or installation of this Software in a physical and/or virtual environment or (ii) make all or part of the existing instance run on a separate memory through, for example, copying or being referred to, such action constitutes creation of instance. Since each physical and/or virtual instance executed by Spiceware Software is deemed to be use of one Spiceware Software respectively, you have to be granted one license per instance, and shall not use Spiceware Software in excess of the number permitted under the license.
2.3 License Term: If you are a purchaser of Commercial Product, your license to use Spiceware Software will lapse upon expiration of the license term under Purchase Agreement. Upon the expiration of the license term, you must immediately stop using Spiceware Software and destroy Spiceware Software and all copies thereof you made.
2.4 License of Upgrade Version.: If you use Spiceware Software by upgrading the earlier version of Spiceware Software, you may not transfer, rent or sell the earlier version, and if any program or ancillary file not included in the upgraded version of Spiceware Software is in the earlier version, you may continue to use such program or ancillary file. If you have been using the earlier version and purchase a new version of Spiceware Software, you may not transfer, rent or sell the earlier version, and if any program or ancillary file not included in the new version is in the earlier version, you may continue to use such program or ancillary file.
3 Restrictions on the Use of Software
3.1 Use Purpose: If you purchase a corporate/public institution version of Spiceware Software, you shall not install, copy or use such Spiceware Software for personal use such as using it at home, and if you purchase a personal version of Spiceware Software, you shall not install, copy or use such Spiceware Software at a company or an organization.
3.2 No Assignment: You shall not assign or provide as security the license to use Spiceware Software or the contractual status related to the right to use Spiceware Software to any third party without prior written consent of Spiceware. In an exceptional case where you assign or provide as security your right related to Spiceware Software, you shall not possess any copy of Spiceware Software, and deliver the assignee all materials related to Spiceware Software, including this Agreement, product number, the media, printed materials, manuals, upgraded version, etc., and the assignee shall agree upon all terms and conditions of this Agreement. In any case, you shall not assign any part of your rights under this Agreement separately from the remaining part. You shall be responsible for all matters arising out of breach of this Clause and Spiceware shall have no responsibility for such matters.
4 Internet-Based Services
4.1 Internet Connection: For Spiceware Software to operate in a normal way, your Computer needs to be connected to internet in a stable way. You are responsible for maintaining your Computer’s stable internet connection available at any time.
4.2 Updates: Spiceware Software includes a function that executes communications through internet as a part of normal operation for automatic updates. If Spiceware Software is automatically updated, random files will be installed at your Computer when necessary, and in this case, your consent is not separately required prior to the installation since your consent to this Agreement will serve as your consent to such installation. The automatic updating methods may be changed at any time in order to facilitate urgent update and real-time update for your Computer. In addition, in order to emergently block off the malicious code upon occurrence of security emergency such as spread of malicious code, your updated temporary files may be transmitted to other users whose files are not updated on real-time basis so that prompt updates will be available.
4.3 Upgrade: If Spiceware releases an upgraded or new version of Spiceware Software, it shall notify the Customer of the details of new version, and may continue to provide all customer support services including sales and provision of patch files for the earlier version for a reasonable period. Spiceware Co, Ltd. ’s notification to the Customer may be made by means of public notice at its website or mailing to the Customer, etc.
4.4 Collection of Information: In order to improve the quality and performance of Spiceware Software, Spiceware may collect the following information gathered during your use of Spiceware Software. Spiceware will comply with the applicable laws and regulations such as the Personal Information Protection Act, and will not deliver or disclose the collected information. Information on the hardware and software used in the server computer or cloud computing environment installing with Spiceware Information on Spiceware’s encryption and decryption performed on the customer’s system. Information on data samples transmitted in response to the potential security threat
4.5 Miscellaneous: In order to improve the support for and quality of Spiceware Software, Spiceware may collect personally unidentifiable non-personal information such as version of the Software used by the Customer, error information, etc. In addition, Spiceware may collect the number of the exposed banners and the number of clicks to the banners in order to collect statistical data with regard to the banners included in Spiceware Software. The data collected with regard to the banners will be temporarily used as statistical data and destroyed after such use without being stored.
5 Intellectual Property Rights
5.1 Intellectual Property Rights: Spiceware Software is protected by the Copyright Act and other intellectual property rights-related laws and international treaties on copyright. You are only granted the non-exclusive license to use Spiceware Software, and all patents, copyrights and other intellectual property rights to Spiceware Software (the “Intellectual Property Rights”) are retained by Spiceware Therefore, the Intellectual Property Rights to Spiceware Software will not be transferred to you by your installation or other use of Spiceware Software, and the license under this Agreement will not be construed as a transfer or sale of the Intellectual Property Rights to Spiceware Software. All rights to Spiceware Software are reserved by Spiceware Co, Ltd. .
5.2 Prohibition on Infringement: You are, in principle, prohibited from engaging in any infringement in Spiceware Co, Ltd. ’s Intellectual Property Rights to Spiceware Software, or from creating derivative works of Spiceware Software. You are also prohibited from removing any information on rights such as proprietary notices, marks or labels from Spiceware Software. Except as expressly authorized under this Agreement, you may not reverse engineer, de-compile, and disassemble Spiceware Software, and without the prior written consent of Spiceware Co, Ltd. , you may not translate, re-distribute, re-transmit, publish, sell, rent, lease, trade, resell, pledge, mortgage, transfer, revise, modify or expand all or any part of Spiceware Software. Any copying or re-distribution of Spiceware Software in violation of this Agreement may constitute infringement of the copyright and will be therefore subject to civil and criminal liabilities.
6 Open-Source Software
6.1 Use of Open-Source Software: Spiceware Software may include a specific software or library using open-source software. In this case, the license to the open-source software is granted to you in accordance with the terms and conditions of its proprietary license applicable.
6.2 Terms of Open-Source Software License: You can find the details of the terms and conditions of individual license and related documents, other data, indication of copyright, etc., in the license file within the installation folder provided by the software or at Spiceware open-source site introduced in the license file, which may be changed by the licensors without separate notification or notice. In case there is any conflict between the terms and conditions of open source software and provisions of this Agreement, the terms and conditions of the open source license shall prevail. You can receive a copy of the open-source file at Spiceware open-source site provided in the license file in accordance with the terms and conditions of the license to the open-source software (you can receive a copy of the open-source file not posted at the website as the case may be, through the contact information provided in this Agreement).
6.3 No Warranty for Open-Source Software: The open-source software is distributed in the expectation that it will be useful to Customers. Nevertheless, we do not provide a warranty in any form of express an implied warranty on whether it is fit for a specific purpose or that it can be used for sale. The licensor of such licenses, Spiceware, and the Supplier shall not be liable for any and all losses arising out of your use of the open-source software to the maximum extent as permitted by the applicable laws, regardless of whether they have knowledge in advance about any possible losses.
7 Limited Warranty: Indemnity and No Liability
7.1 Disclaimer of Warranty: You shall bear any and all risks related to the use, performance and customer service of Spiceware Software (including your negligent engine updates). Spiceware and/or the Supplier hereby disclaim any warranties, including the warranties of merchantability, fitness for a particular purpose, implied warranty of intellectual property rights or non-infringement, whether express or implied, to the maximum extent permitted by the applicable laws. Spiceware does not warrant that the features of Spiceware Software will satisfy your demands or that while you are using Spiceware Software, there will be no temporary interruptions or errors to the use of the Computer, and disclaim all of such other warranties as may be excluded to the extent permitted by the applicable laws. Spiceware will not be responsible for any matters arising out of any Computer hardware manufactured after the date of production of Spiceware Software or any change in the Computer operating system, nor for any loss or damage caused by viruses or harmful programs discovered after the release of Spiceware Software or after the service for earlier versions of Spiceware Software has been discontinued due to the release of an upgraded or new version of Spiceware Software.
7.2 Exclusive Remedies: The entire responsibility of Spiceware and your exclusive remedy with regard to Spiceware Software shall, at Spiceware Co, Ltd. ’s sole discretion, be limited to one of the followings: (i) replacement of the defective Spiceware Software, (ii) repair or replacement of Spiceware Software that does not meet the limited warranty of Spiceware Co, Ltd. , or (iii) termination of this Agreement and refund of the amount you have paid for Spiceware Software (only if the purchase was made by you); provided that you are entitled to the remedy by delivering a certificate of purchase to Spiceware within the warranty period.
7.3 No Liability: Whether or not the remedies set forth in this Agreement have achieved their purpose, Spiceware and/or the Supplier, to the maximum extent permitted by the applicable laws, shall not be liable for any damages or losses (including consequential, incidental, indirect, special, economic, punitive damages or other similar damages, including, without limitation, damages or losses relating to the loss of profits, loss of business opportunity, business interruption, damage to goodwill, shutdown or malfunction of Computers, loss of business information or other commercial or pecuniary loss) resulting from the use of or inability to use Spiceware Software, provision of customer services or failure thereof, except as expressly specified in this Agreement.
8 Termination of this Agreement
8.1 Termination: You may terminate this Agreement at any time by permanently destroying Spiceware Software. This Agreement will be automatically terminated if you copy or reproduce Spiceware Software without permission. If this Agreement is terminated, you will be required to permanently destroy Spiceware Software and all copies of Spiceware Software that you have made. No part of any amount paid by you for the license to use Spiceware Software shall be refunded if this Agreement is terminated due to any cause attributable to you.
9 General Provisions
9.1 Entire Agreement: This Agreement constitutes the entire agreement between you and Spiceware with respect to the subject matter of this Agreement, and supersedes all agreements, understandings, representations, advertisements and notices, whether oral or in writing, made before the execution of this Agreement with respect to the subject matters of this Agreement.
9.2 Amendment: Spiceware may amend this Agreement at any time if necessary due to amendment to the applicable laws and regulations or changes in the software, etc. In this case, Spiceware will update Spiceware Software License Agreement posted at its website and notify you of the updated Agreement using the contact information provided by you at the same time, which will give you an opportunity to review and accept or reject the updated Agreement within the period designated below: If you are a purchaser of Commercial Product: Upon your extension or renewal of the existing Purchase Agreement, you will be deemed to have accepted the amendment to this Agreement and the updated Agreement will apply as from the time of renewal. If you do not agree to the updated Agreement, the Agreement will terminate upon expiration of the contractual term and you must reject the updated Agreement by removing Spiceware Software and stopping use of all services. If you are a user of Free Product: If you continue to use Spiceware Software after the notification as set forth in this Clause, you will be deemed to have accepted the amendment to this Agreement. If you do not agree to the updated Agreement, you must stop all access and use of Spiceware Software and remove it from your Computer.
9.3 Severability: If any provision of this Agreement is invalid or unenforceable, such provision shall not invalidate the remaining provisions hereof.
9.4 Language: This Agreement has been originally written in Korean language. Spiceware may provide you with translation versions hereof in one or more languages for your convenience; provided that in the case of conflict or inconsistency between the different language versions, the Korean version shall prevail.
9.5 Governing Law and Jurisdiction: Any dispute arising between you and Spiceware from the use of Spiceware Software shall be governed by the laws of Korea, and if you and Spiceware fail to resolve the dispute through amicable agreement, it shall be brought to Seoul Central District Court of Korea as the exclusive court of first instance.
9.6 Contact Information: If you have any questions regarding this Agreement, please contact Spiceware at the following contact information in the territory where you purchased Spiceware Software. Korea, Republic of : E-mail ([email protected]) Address (83, Uisadang-daero, Yeongdeungpo-gu, Seoul, Republic of Korea 07325)
10 Special Conditions (Spiceware software products used in environments with no Internet connection)
10.1 Depending on the type, functionality, or type of Spiceware software product, the following special conditions apply. In the event of a conflict between this special condition and the remainder of this Agreement, this special condition shall take precedence.
10.2 Automatic updating over the Internet is not supported when using Spiceware software in an environment with no Internet connection, and software installation, patching, and engine updates require manual operation.
10.3 During installation, patching, or engine updates of Spiceware software, network connectivity or separate authentication procedures may be required.