End User License Agreement (EULA)
BY INSTALLING THIS SOFTWARE YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT,
UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. IF YOU DO NOT AGREE
TO THE TERMS OF THIS AGREEMENT, DO NOT INSTALL, COPY OR USE THE SOFTWARE.
This END USER LICENSE AGREEMENT ("Agreement") is made by and between QuadSpinner, an internal
division of Nukeation Studios, a company registered in India at 380 Aiya Nagar, Bhuj, Gujarat 370 001,
("QuadSpinner"), and you, as either an individual or a single entity ("Licensee").

Both parties agree to the terms and conditions below:

1. GRANT OF LICENSE
Subject to the limitations of Section 2, QuadSpinner hereby grants to Licensee a limited, nontransferable and non-exclusive license to install and use a machine-readable, object code version of
this software program (the "Software") and accompanying user guide and other documentation
(collectively, the "Documentation") solely for Licensee's own internal business purposes (collectively ,
the "License"); provided, however, Licensee's right to install and use the Software and the
Documentation is limited to those rights expressly set out in this Agreement.

2. RESTRICTIONS ON USE
Licensee is authorized to use the Software in machine-readable, object code form only, and Licensee
shall not: (1) assign, sub-license, sell, distribute, transfer, pledge, lease, rent, share, or export the
Software, the Documentation or Licensee's rights hereunder; (2) alter or circumvent the copy
protection mechanisms in the Software or reverse engineer, decompile, disassemble, or otherwise
attempt to discover the source code of the Software; (3) modify, adapt, translate, or create derivativ e
works based on the Software or Documentation; (4) use, or allow the use of, the Software or
Documentation on any project other than a project produced by Licensee (an "Authorized Project");
(5) allow or permit anyone (other than Licensee and Licensee's authorized employees to the extent
they are working on an Authorized Project) to use or have access to the Software or Documentation;
(6) copy or install the Software or Documentation other than as expressly provided for herein; or (7)
take any action, or fail to take action, that could adversely affect the trademarks, service marks,
patents, trade secrets, copyrights, or other intellectual property rights of QuadSpinner or any third
party with intellectual property rights in the Software (each, a "Third Party Licensor"). Furthermore,
for purposes of this Section 2, the term "Software" shall include any derivatives of the Software.
Licensee shall install and use only a single copy of the Software on one computer (“Original
Installation”), unless the Software is installed in a "floating license" environment, in which case
Licensee may install the Software on more than one computer; provided, however, Licensee shall not
at any one time use more copies of the Software than the total number of valid Software licenses
purchased by Licensee.

Licensee is allowed to install a copy on a second computer (“Auxiliary Installation”), if the Licensee
requests a second license code from QuadSpinner. The Auxiliary Installation is bound to all the terms
and conditions as presented in this Agreement. In addition, the Auxiliary Installation cannot be used
simultaneously with the Original Installation, and may only be used by Licensee.
In order to prevent unlicensed use of the Software, a license code is required to access and enable
the Software. The issuing of replacement or substituted license codes if the Software is moved from
one computer to another is subject to QuadSpinner’s discretion, which is available on QuadSpinner’s
website and which requires a fee to be paid in certain circumstances.
QuadSpinner may choose, at its sole discretion, to replace the license code at no additional cost, up
to three (3) times in a calendar year. QuadSpinner will take all reasonable measures to provide license
codes to the Licensee with a grace period of at least thirty (30) calendar days. Licensee agrees to take
all reasonable measures to replace the license code as instructed within the grace period following
the delivery of the license code by electronic mail.
QuadSpinner shall not be held liable if Licensee cannot be reached by the electronic mail address
supplied during purchase. QuadSpinner will make a reasonable number of attempts to re-send the
information in case of delivery failure. Licensee shall be responsible for keeping QuadSpinner
appraised of any changes to Licensee’s contact information.
In an effort to facilitate such license code replacements, QuadSpinner may, from time to time, provide
notifications inside the software to inform Licensee of the expiration of the existing license code.

3. BACK-UP COPY
Notwithstanding Section 2, Licensee may store one copy of the Software and Documentation offline
and offsite in a secured location owned or leased by Licensee in order to provide a back-up in the
event of destruction by fire, flood, acts of war, acts of nature, vandalism, or other incident. In no event
may Licensee use the back-up copy of the Software or Documentation to circumvent the usage or
other limitations set forth in this Agreement.

4. OWNERSHIP
Licensee acknowledges that the Software (including, for the avoidance of doubt, any Source Code that
is licensed to Licensee) and Documentation and all intellectual property rights and other proprietary
rights relating thereto are and shall remain the sole property of QuadSpinner and the Third Party
Licensors. Licensee shall not remove, or allow the removal of, any copyright or other proprietary rights
notices included in and on the Software or Documentation or take any other action that could
adversely affect the property rights of QuadSpinner or any Third Party Licensor. To the extent that
Licensee is authorized to make copies of the Software or Documentation under this Agreement ,
Licensee shall reproduce in and on all such copies any copyright and/or other proprietary rights
notices provided in and on the materials supplied by QuadSpinner hereunder.

5. LICENSE FEE
Licensee understands that the benefits granted to Licensee hereunder are contingent upon Licensee's
payment in full of the license fee payable in connection herewith (the "License Fee").

6. LIMITED WARRANTY AND LIABILITY
QUADSPINNER CAN EXPRESSLY DISCLAIM TO THE FULLEST EXTENT PERMITTED BY LAW ANY
WARRANTY FOR THE SOFTWARE PRODUCT. THE SOFTWARE PRODUCT AND ANY RELATED
DOCUMENTATION IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS, IMPLIED
OR STATUTORY,
INCLUDING,
WITHOUT LIMITATION, THE IMPLIED WARRANTIES
OR
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. QUADSPINNER
CAN DISCLAIM ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, AND
PERFORMANCE OF THE SOFTWARE PRODUCT. THE ENTIRE RISK ARISING OUT OF USE OR
PERFORMANCE OF THE SOFTWARE PRODUCT REMAINS WITH LICENSEE.
IN NO EVENT SHALL QUADSPINNER BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING,
WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS
OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR
INABILITY TO USE THIS PRODUCT, EVEN IF QUADSPINNER HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. UNDER NO CIRCUMSTANCES SHALL QUADSPINNER BE LIABLE TO ANY LICENSEE ON
ACCOUNT OF THAT USER'S USE OR MISUSE OF THE SOFTWARE PRODUCT. SUCH LIMITATION OF
LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTI AL,
SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES WHETHER SUCH CLAIM IS BASED ON WARRANT Y,
CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE (EVEN IF QUADSPINNER HAVE BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). SUCH LIMITATION OF LIABILITY SHALL APPLY
WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF AND RELIANCE ON THE SOFTWARE
PRODUCT, FROM INABILITY TO USE THE SOFTWARE PRODUCT, OR FROM THE INTERRUPTION,
SUSPENSION OR TERMINATION OF THE SOFTWARE PRODUCT (INCLUDING SUCH DAMAGES
INCURRED BY THIRD PARTIES). SUCH LIMITATION SHALL APPLY NOTWITHSTANDING A FAILURE OF
ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW.

7. LIMITED REMEDY
The exclusive remedy available to the Licensee in the event of a breach of the foregoing limited
warranty, TO THE EXCLUSION OF ALL OTHER REMEDIES, is for Licensee to destroy all copies of the
Software, send QuadSpinner a written certification of such destruction and, upon QuadSpinner's
receipt of such certification, QuadSpinner will make a replacement copy of the Software available to
Licensee.

8. INDEMNIFICATION
Licensee agrees to indemnify, hold harmless, and defend QuadSpinner, the Third Party Licensors, and
each Third Party Licensor’s respective affiliates, officers, directors, shareholders, employees,
authorized resellers, agents, and other representatives (collectively, the "Released Parties") from all
claims, defense costs (including, but not limited to, attorneys' fees), judgments, settlements, and other
expenses arising from or connected with the operation of Licensee's business or Licensee's
possession or use of the Software or Documentation.

9. TERM AND TERMINATION
This Agreement is effective upon Licensee's acceptance of the terms hereof, and the Agreement will
remain in effect until termination. If Licensee breaches this Agreement, QuadSpinner may terminat e
the License granted hereunder by notice to Licensee. In the event the License is terminat ed, Licensee
will either return to QuadSpinner all copies of the Software and Documentation in Licensee's
possession or, if QuadSpinner directs in writing, destroy all such copies. In the latter case, if requested
by QuadSpinner, Licensee shall provide QuadSpinner with a certificate signed by an officer of Licensee
confirming that the foregoing destruction has been completed.

10. CONFIDENTIALITY
Licensee agrees that the Software (including, for the avoidance of doubt, any Source Code that is
licensed to Licensee) and Documentation are proprietary and confidential information of
QuadSpinner or, as the case may be, the Third Party Licensors, and that all such information and any
communications relating thereto (collectively, "Confidential Information") are confidential and a
fundamental and important trade secret of QuadSpinner or the Third Party Licensors. Licensee shall
disclose Confidential Information only to Licensee's employees who are working on an Authorized
Project and have a "need-to-know" of such Confidential Information, and shall advise any recipient s
of Confidential Information that it is to be used only as authorized in this Agreement. Licensee shall
not disclose Confidential Information or otherwise make any Confidential Information available to any
other of the Licensee's employees or to any third parties without the express written consent of
QuadSpinner. Licensee agrees to segregate, to the extent it can be reasonably done, the Confidential
Information from the confidential information and materials of others in order to prevent
commingling.
Licensee shall take reasonable security measures, using no less than a reasonable degree of care, to
hold the Software, Documentation, and any other Confidential Information in strict confidence and
safe custody. QuadSpinner may request, in which case Licensee agrees to comply with, certain
reasonable security measures as part of the use of the Software and Documentation. Licensee
acknowledges that monetary damages may not be a sufficient remedy for unauthorized disclosure of
Confidential Information, and that QuadSpinner shall be entitled, without waiving any other rights or
remedies, to such injunctive or equitable relief as may be deemed proper by a court of competent
jurisdiction.

11. SURVIVAL AND GOVERNING LAW
Sections 2, 4, 5, 6, 7, 8, 9, 10, 11 shall survive any termination or expiration of this Agreement.
If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in
effect. The laws of Gujarat, INDIA, shall govern this EULA. Each party agrees to submit to the personal
and exclusive jurisdiction of the courts located in Gujarat, India.

Copyright © 2013 QuadSpinner/Nukeation Studios. All Rights Reserved.

