This is a license agreement between “You” (either an individual or a single business entity) and Canon Inc., having its place of business at 30-2 Shimomaruko 3-chome, Ohta-ku, Tokyo 146-8501, Japan ("Canon"), with respect to the Software.
BY INSTALLING THE SOFTWARE YOU AGREE TO BE BOUND BY THE TERMS OF THE FOLLOWING: (1) THIS AGREEMENT AND (2) ANY THIRD PARTY LICENSES FOR RESPECTIVE THIRD PARTY SOFTWARE THAT MAY BE USED IN OR WITH THE SOFTWARE SET FORTH BELOW. YOU CONFIRM THAT YOU ARE AT LEAST THE LEGAL AGE OF MAJORITY IN YOUR JURISDICTION AND HAVE THE POWER TO AGREE TO THE TERMS OF THIS AGREEMENT ON BEHALF OF YOURSELF. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT INSTALL OR USE THE SOFTWARE.
1. Ownership and Copyright:
All right, title and interest in the Software is owned by Canon or its licensors. Canon or its licensors shall at all times retain all copyright and other intellectual property rights in the Software and all subsequent copies thereof regardless of form. Except as expressly provided herein, no license or right, express or implied, is hereby conveyed or granted by Canon to You for any intellectual property of Canon and its licensors. You shall not modify, remove or delete a copyright notice of Canon and/or its licensors contained in the Software, including any copy thereof.
2. License:
(1) Canon grants You a non-exclusive and non-transferable license to: (i) use the Software ("use" shall mean storing, loading, installing, executing or displaying the Software) on your computer; and (ii) make a reasonable number of back-up copies of the Software in support of the permitted use, provided that all such copies include the Canon’s or its licensors’ copyright notice as it appears in the original copy of the Software provided to You.
(2) You shall not rent, lease, sub-license, loan, sell, assign, convey, transfer, copy, reproduce, modify, adapt, merge, translate, convert to another programming language, reverse-engineer, decompile, alter, disassemble or create derivative works based in whole or in part on the Software, nor permit any third party to do so or to use the Software, except as expressly permitted by this Agreement and except to the extent and in the circumstances expressly permitted by law.
(3)The Software includes third party software(including open source software). Notwithstanding anything contained herein to the contrary, terms and conditions of each third party software provided together with the Software shall apply to such third party software respectively.
3. Software and Subscription Enrollment:
Download of the Software is free, but use of the Software for any clips exceeding 2:00 minutes in length requires a paid subscription managed through the Canon Image App Service Plans gateway by Canon’s reseller, cleverbridge AG, having its place of business at Gereonstrasse 43-65 in 50670 Cologne, Germany ("Cleverbridge"). You will be required to log in or create a Canon ID account to purchase a subscription.
If (i)You allow your paid subscription to expire or (ii) You cancel or close your Canon ID account, You will no longer be able to use the Software to process clips exceeding 2:00 minutes.
If You reside in the People's Republic of China, the following condition shall apply instead of Section 3 above:
-- 3. Software and Subscription Enrollment: Download of the Software is free, but use of the Software for any clips exceeding 2:00 minutes in length requires a paid right of use through Canon official online shop managed by Canon (China) Co., Ltd., having its place of business at 33F, China Life Financial Center, No.23 Zhenzhi Road, Chaoyang District, Beijing 100026, P.R.China. You will be required to log in or create a Club Canon ID account to purchase a subscription.
If (i) You allow your paid right of use to expire or (ii) You cancel or close your Club Canon ID account, You will no longer be able to use the Software to process clips exceeding 2:00 minutes.--
4. Export restrictions:
You agree to comply with all export laws and restrictions and regulations of each country involved, as well as with the U.S. Export Administration Regulations ("EAR"), and not to export or re-export, directly or indirectly, the Software in violation of such laws, restrictions and regulations, or without all necessary approvals.
5. Support and update:
Canon, its licensors, its subsidiaries and affiliates, and their respective distributors, dealers and resellers (including Cleverbridge: the same applies hereinafter), are not responsible for maintaining or supporting use of the Software. Canon, its licensors, its subsidiaries and affiliates, and their respective distributors, dealers and resellers, are not obligated to provide any updates, fixes or support to the Software unless otherwise expressly agreed in writing between You and any of the above entities.
6. LIMITED WARRANTY AND DISCLAIMER OF INDEMNITY
LIMITED WARRANTY
THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESSED OR IMPLIED.
TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, CANON, ITS LICENSORS, ITS SUBSIDIARIES OR AFFILIATES, THEIR RESPECTIVE DISTRIBUTORS, DEALERS OR RESELLERS DISCLAIMS ANY IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF ANY RIGHT, TITLE AND INTEREST, INCLUDING WITHOUT LIMITATION, INTELLECTUAL PROPERTY.
THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE IS WITH YOU. SHOULD THE SOFTWARE PROVE DEFECTIVE, YOU (AND NOT CANON, ITS LICENSORS, ITS SUBSIDIARIES AND AFFILIATES AND THEIR RESPECTIVE DISTRIBUTORS, DEALERS AND RESELLERS) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.
SOME STATES OR LEGAL JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR CONDITIONS, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE OR JURISDICTION TO JURISDICTION.
CANON, ITS LICENSORS, ITS SUBSIDIARIES OR AFFILIATES, THEIR RESPECTIVE DISTRIBUTORS, DEALERS OR RESELLERS DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE.
NO LIABILITY FOR DAMAGES
TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EITHER CANON OR ITS LICENSORS, CANON’S SUBSIDIARIES OR AFFILIATES, THEIR DISTRIBUTORS,DEALERS OR RESELLERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING WITHOUT LIMITATION, LOSS OF BUSINESS PROFITS, LOSS OF BUSINESS INFORMATION, LOSS OF BUSINESS INTERRUPTION OR OTHER COMPENSATORY, INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES) ARISING OUT OF THE SOFTWARE, USE THEREOF OR INABILITY TO USE THE SOFTWARE EVEN IF EITHER CANON, CANON’S SUBSIDIARIES OR AFFILIATES, THEIR RESPECTIVE DISTRIBUTORS, DEALERS OR RESELLERS OR CANON’S LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SOME STATES OR LEGAL JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR PERSONAL INJURY OR DEATH RESULTING FROM NEGLIGENCE ON THE PART OF SELLER, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
RELEASE OF LIABILITY
TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, YOU HEREBY RELEASE CANON, CANON’S SUBSIDIARIES AND AFFILIATES, THEIR RESPECTIVE DISTRIBUTORS, DEALERS AND RESELLERS AND CANON’S LICENSORS FROM ANY AND ALL LIABILITY ARISING FROM OR RELATED TO ALL CLAIMS CONCERNING THE SOFTWARE OR THEIR USE.
UNDER NO CIRCUMSTANCES TOTAL LIABILITY OF CANON, ITS LICENSORS, ITS SUBSIDIARIES OR AFFILIATES, THEIR RESPECTIVE DISTRIBUTORS, DEALERS OR RESELLERS ARISING OUT OF OR RELATED TO THIS AGREEMENT, REGARDLESS OF WHETHER THE ACTION OR CLAIM IS BASED ON CONTRACT, TORT, WARRANTY OR OTHERWISE, WILL NOT EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY YOU AS THE FEE OF SUBSCRIPTION FOR THE SOFTWARE UNDER THIS AGREEMENT IN THE PAST 12 MONTHS.
7. Term:
This Agreement is effective upon installation of the Software and remains in effect until terminated. You may terminate this Agreement by destroying the Software including any and all copies. This Agreement may also be terminated if You fail to comply with any of its terms and conditions. Upon termination for any reason whatsoever, You shall immediately destroy all copies of the Software including any Software stored on the hard disk of any computer in your possession, power or control. In addition, Canon is entitled to exercise any contractual or legal rights or remedies it may have. Notwithstanding the foregoing, Sections 1, 2-(2), 4, 6 and 9, and any other provision which by its nature should survive, shall survive any termination of this Agreement.
8. Update:
Canon reserves the right to update the term of the Agreement at any time without notice to You. By continuing to use the Software after an update to the Agreement, You agree to the updated version of the Agreement. The updated version of the Agreement can be reviewed at download site or at Canon’s product introduction site of the Software.
9. General:
This Agreement constitutes the entire agreement between You and Canon with respect to the Software and supersedes any prior oral or written representations, agreements or understandings with respect to the Software. Neither party shall have any remedy in respect of any statement made to it upon which it relied in entering into this Agreement (unless such statement was made fraudulently) and that party's only remedy shall be for breach of contract as provided for in this Agreement.
If at any time any part of this Agreement is found by a court of competent jurisdiction to be wholly or partly illegal, invalid or unenforceable in any respect under the law of any jurisdiction that fact shall not affect or impair the legality, validity or enforceability of any other provision of this Agreement.
The failure or delay of Canon in exercising any right, power or remedy under this Agreement shall not in any circumstance operate as a waiver of such right, power or remedy.
No variation to this Agreement shall be effective unless in writing and signed by an authorized representative of Canon.
The provisions of this Agreement, in so far as it relates to Canon's subsidiaries and/or affiliates, are directly enforceable by such Canon's subsidiaries and/or affiliates
U.S. Government restricted rights notice
The Software is a “commercial item,” as that term is defined at 48 C.F.R. 2.101 (October 1995), consisting of “commercial computer software” and “commercial computer software documentation,” as such terms are used in 48 C.F.R. 12.212 (September 1995). Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4 (June 1995), all U.S. Government End Users shall acquire the Software with only those rights set forth herein. Manufacturer is Canon Inc./30-2, Shimomaruko 3-chome, Ohta-ku, Tokyo 146-8501, Japan.
10. To Customers in Japan:
If You acquired the Software in Japan and if this Agreement is governed by and construed in accordance with the Laws of Japan, the Agreement in
Japanese text shall apply to You.