EXCENTIS DOCSIS CONFIG FILE EDITOR
License agreement

IMPORTANT! READ CAREFULLY: This End-User License Agreement ("Agreement") is a legal agreement between Excentis NV ("Excentis") and you (either an individual or a single entity) as a user, for the use of the Excentis software product “EXCENTIS DOCSIS CONFIG FILE EDITOR” (the “Product”), which includes computer software and may include associated media, printed materials, and "online" or electronic documentation (the "Product"). YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT BY INSTALLING, COPYING, OR OTHERWISE USING THE EXCENTIS PRODUCT AND ACCESSING THE SERVICE. 
IF YOU DO NOT AGREE, DO NOT INSTALL OR USE THE PRODUCT OR ACCESS THE SERVICE.

Excentis is only willing to grant you the rights and licenses contained in this Agreement if you obtained the Product from Excentis. If you obtained the Product from any other source you may not install or use the Product or access the Service.

1. Ownership. The Product is proprietary to Excentis. The Product is licensed, not sold, to you notwithstanding any reference herein to "purchases". You acknowledge and agree that: (a) the Product is protected under Belgian copyright and other laws; (b) Excentis and its licensors retain all copyrights and other intellectual property rights in the Product; (c) there are no implied licenses under this Agreement, and any rights not expressly granted to you hereunder are reserved by Excentis; (d) you acquire no ownership or other interest (other than your license rights) in or to the Product; and (e) Excentis owns all copies of the Product, however made. You agree that you will not, at any time, contest anywhere in the world Excentis ownership of the Product, nor will you challenge the validity of Excentis rights in the Product. You have no rights hereunder to use any trademark or service mark belonging to Excentis.

2. Grant of License and Scope of Use. Excentis hereby grants to you a personal, nonexclusive license to install, use, access and display the Product for the term of the license. This Agreement defines your rights to the Product during the license term.

3. Registration and Privacy. You must register the Product with Excentis as a condition to your rights to use the Product You will be prompted to register the Product at the time of your installation or first use of the Product, at which time you will be asked to submit your personal information to Excentis. The types of personal information collected by Excentis may include, if applicable: name, address, email address, company name, company contact name and title, company address, company contact email address, company telephone and facsimile number, and company website URL. Excentis will primarily use your personal information to provide you access to Product functionality. Excentis may also occasionally use your personal information, such as your email address, to send you other communications, important product information and updates.

4. Limitations. You may not: (a) modify, adapt, alter, translate, or create derivative works of the Product or merge the Product with other software other than as described in the Product's accompanying documentation or as approved of in writing by Excentis; (b) lease, rent or loan the Product to any third party; (c) sublicense, distribute or otherwise transfer the Product or any component thereof to any third party; (d) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Product ; (e) remove, alter, or obscure any confidentiality or proprietary notices (including copyright and trademark notices) of Excentis and or its licensors on the Product ; (f) allow third parties to access or use the Product such as in a time-sharing arrangement or operate the Product as part of a service bureau or, otherwise for the use or benefit of third parties; (g) reproduce or use the Product except as expressly authorized hereunder; or (h) disclose or publish performance benchmark results for the Product.  The rights granted under this Agreement apply only to this Product. You must procure a separate license to use other Excentis software.

5. Protection of Your Computer. You understand that the Excentis Product will use commercially reasonable efforts to protect the privacy and integrity of your computer resources. However, you acknowledge and agree that Excentis cannot give any warranties in this respect.

6. Services; Updates; Product Changes. Excentis is not required under this Agreement to provide any installation, training or other support services to you. Such services, if available, must be purchased separately. If, pursuant to a separate support agreement or otherwise, Excentis provides you with a new release, error correction, update, upgrade or other modification to the Product, such modification will be deemed part of the Product, and subject to the terms of this Agreement, unless the modification is expressly provided subject to a separate license agreement. Excentis reserves the right at any time not to release or to discontinue release of any Product and to alter features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics of any future releases of the Product.

7. Warranty Disclaimer. THE PRODUCT IS PROVIDED "AS IS" AND WITHOUT WARRANTY OF ANY KIND. EXCENTIS AND ITS LICENSORS HEREBY EXCLUDE AND DISCLAIM ALL IMPLIED OR STATUTORY WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, NON-INFRINGMENT, TITLE, RESULTS, EFFORTS, OR QUIET ENJOYMENT. THERE IS NO WARRANTY THAT THE PRODUCT WILL FUNCTION WITHOUT LOSS OR ALTERATION OF DATA. THERE IS NO WARRANTY THAT THE PRODUCT WILL BE ERROR-FREE OR WILL FUNCTION WITHOUT INTERRUPTION. TO THE EXTENT THAT EXCENTIS MAY NOT DISCLAIM ANY WARRANTY AS A MATTER OF APPLICABLE LAW, THE SCOPE AND DURATION OF SUCH WARRANTY WILL BE THE MINIMUM PERMITTED UNDER SUCH LAW.

8. LIMITATION OF LIABILITY. IN NO EVENT WILL EXCENTIS AND ITS LICENSORS BE LIABLE TO ANY PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES, INCLUDING ANY LOSS OF PROFIT, REVENUE, BUSINESS OPPORTUNITY OR DATA, ARISING FROM OR RELATING TO THIS LICENSE OR THE PRODUCT, WHETHER IN CONTRACT, IN TORT OR OTHERWISE, EVEN IF EXCENTIS AND ITS LICENSORS KNEW, SHOULD HAVE KNOWN OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCENTIS’ AND ITS LICENSORS' TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO THIS AGREEMENT OR THE PRODUCT, WHETHER IN CONTRACT, IN TORT OR OTHERWISE, WILL NOT EXCEED 10 EURO. THIS SECTION 10 WILL APPLY EVEN IF AN EXCLUSIVE REMEDY HEREUNDER HAS FAILED OF ITS ESSENTIAL PURPOSE.

9. Termination. Without prejudice to any other rights, Excentis may cancel this Agreement if you do not abide by the terms and conditions of this Agreement, in which case you must destroy all copies of the Product and discontinue access of the Service.

10. Export Restrictions. You acknowledge that the Product is of Belgian origin and subject to Belgian export jurisdiction. You agree to comply with all applicable international and national laws that apply to the Product.

11. Governing Law; Venue and Jurisdiction. This Agreement will be governed by and construed in accordance with the laws of Belgium, without giving effect to any conflicts or choice of laws principles that would require the application of the laws of a different jurisdiction. The parties expressly exclude the application of the 1980 United Nations Convention on the International Sale of Goods (if applicable). Subject only to the provisions of Section 13, any legal action, suit or proceeding arising out of or relating to this Agreement must be instituted exclusively in the court of Gent, Belgium.

12. Severability. If any provision of this Agreement is held to be illegal, invalid or unenforceable for any reason, then such provision will be enforced to the maximum extent permissible and the remainder of the provisions of this Agreement will remain in full force and effect.

13. Equitable Relief. The parties acknowledge and agree that it is impossible to measure in money the damages that will accrue to Excentis by reason of your breach of this Agreement and that such a breach will cause irreparable harm to Excentis. In addition to any other right or remedy available at law or in equity Excentis will be entitled to specific performance or injunctive relief to enforce or prevent any breach of confidentiality or any breach of any license granted hereunder without posting a bond or other security, and may apply to any court of competent jurisdiction for such relief notwithstanding the provisions of Section 15.

14. Attorneys' Fees. In any action, suit or proceeding arising out of or relating to this Agreement, Excentis, if it is the prevailing party, will be entitled to recover from you its reasonable attorneys' fees and expenses in addition to any other relief that may be awarded.

15. Assignment. You may not assign this Agreement or assign any of your rights or delegate any of your obligations under this Agreement, by operation of law or otherwise (including by merger, sale of assets or consolidation), without Excentis' prior written consent, which may be granted, conditioned or withheld in Excentis' sole discretion. Any attempted assignment by you in violation of this Section 15 will be void and will constitute a material breach of this Agreement. Notwithstanding the foregoing, Excentis may assign this Agreement at any time in its sole discretion. Subject to the foregoing, this Agreement will be binding upon and will inure to the benefit of the parties and their respective successors and permitted assigns.

16. Waiver and Modifications. All waivers must be in writing. Any waiver or failure to enforce a provision of this Agreement on one occasion shall not be deemed a waiver of any other provision or such provision on any other occasion. This Agreement may only be amended by a written document signed by both parties.

17. Entire Agreement. This Agreement constitutes the entire, final and exclusive agreement between you and Excentis regarding the specific license transaction described herein. No prior agreements, understandings, statements, proposals or representations, written or oral, apply. No written or oral statement, advertisement or product description not expressly contained in this Agreement can be used to alter or supplement its terms. You may not rely on any representations or statements not contained in this Agreement. Headings in this Agreement are for reference only and have no effect on any provision's meaning.

