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PHYZIOS-Studio Playable Demo Non-Commercial License Agreement
Please read this license agreement carefully before using the software provided. No person or entity may use the software without first agreeing to the terms of this license agreement. By using the software, the manual or related materials (the “Software”) the user is agreeing to be bound by the terms of this license agreement. You (“User”) and Phyzios, Inc. (“Phyzios) hereby execute this License Agreement ("this Agreement") as follows with respect to the use of the Software the copy right in which is held by Phyzios.
Article 1 Grant of Right to Non-Commercial Use
Phyzios grants User a non-exclusive, revocable, non-transferable, non-sublicenceable, license to use the Software for its internal use only on computer systems (“Designated Computers”) owned and controlled by User. User may not sell, transfer, lease or lend the Software to a third party under any circumstances. User shall not attempt to derive the source program or create a source program from the object program, or otherwise, reverse engineer using any method whatsoever. User may not use the Software or any file (regardless of its form, such as save data, images, and animation) created or modified using the Software for any commercial activity, education or training program whatsoever.
Article 2 Restriction on Reproduction
User may make a reasonable number of copies of the Software to the extent necessary for backup or archival purposes to maintain the right to use pursuant to this Agreement; provided, however, that (i) such reproductions are deemed to be the Software subject to this Agreement, and (ii) User shall affix, to such reproductions, the same notice of copyright or other rights and explanations as Phyzios affixed to the Software.
Article 3 Protection of Intellectual Property Rights
No intellectual property right pertaining to the Software or any reproduction thereof transfers to User pursuant to other provisions of this Agreement and Phyzios retains all right, title, and interest except for the limited license above. The copyright, patent rights, trademark rights or other intellectual property pertaining to the Software or any reproductions thereof belong to Phyzios.
Article 4 Termination
Phyzios may terminate this agreement at any time without prior notice. If this agreement is cancelled, User shall promptly delete the Software, including the software and all associated documents contained in any storage media.
Article 5 Disclaimer
Phyzios provides no express or implied warranty of any kind with regard to the Software. THE SOFTWARE IS PROVIDED ON AN “AS IS” BASIS. Phyzios does not warrant that no errors will occur during operation of the Software or that any faults of the Software will be repaired. Furthermore, notwithstanding any information from an employee of Phyzios whatsoever, whether verbally or in writing, no warranty of any kind is promised.
Article 6 Limited Liability
Phyzios shall not be liable to User or any other party for any kind of special, consequential, incidental, direct or indirect damage (including, but not limited to, lost profits, data loss/corruption and any damage resulting therefrom or costs of procuring replacements) under any circumstances with respect to this Software. Such limitation of liability will apply regardless of whether Phyzios has received notification about the likelihood of such loss incurring, or whether such damage is caused by a breach or denial of contract, tort, breach of warranty, negligence, or inoperability of software, or in any other way. Each party recognizes that the warranty disclaimers and the liability and remedy limitations in this Agreement are material elements of this Agreement and they should be effective even when such warranty disclaimers and liability and remedy limitations would cause this Agreement to fail of its essential purpose.
Article 7 Governing Law and Jurisdiction
This Agreement is governed by the laws of Japan. The provisions of the United Nations Convention on the International Sales of Goods are excluded. The Tokyo District Court shall have jurisdiction as the court of first instance for any dispute relating to this Agreement. All disputes arising under or relating to this Agreement shall be resolved exclusively in such courts, and User hereby irrevocably waives any objection to the exercise of such court’s jurisdiction in such proceedings, provided however, that Phyzios shall have the right to bring suit against User in any court with competent jurisdiction over User.
Article 8 Entire Agreement
This Agreement constitutes the entire agreement relating to the subject matter and supersedes any communications, proposals or agreements made orally or in writing.
Phyzios, Inc.
The University of Tokyo Entrepreneur Plaza 2F
7-3-1 Hongo, Bunkyo-ku, Tokyo
2009.12.10
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