EULA

End User License Agreement

1. Grant of License

1.1 This is a legal agreement between you and Global TCAD Solutions GmbH, Bösendorferstraße 1/12, 1010 Vienna, Austria, (“Licensor”) (the “Agreement”). The Licensor operates a software on the numeric simulation of semiconductor devices (the “Software”), provides services on customization, consulting and project management with regard to the Software and provides hardware locked License Files to protect the Software. The terms of this agreement govern your use of this Software and the License. By installing and/or using the Software, you agree to be bound by this agreement. If you do not agree to the terms of this agreement, you are obliged to immediately erase the Software from your computer memory.

1.2 By means of your payment of the license fee, Licensor grants you a limited, personal, limited in time, limited in territory, non-exclusive, non-sub licensable and non-transferable license to use the Software on one or more computers depending on, and as described in, the License File you received. You are allowed to use the Software within the scope of the application package and of your internal business operations. Subject to the restrictions specified in clause 2.1 below, you may make as many copies as you need for archival use; that is, for the sole purpose of backing up your program and protecting your investment from loss, as long as the archival copy contains the same proprietary notices as included with this Software.

1.3 Licensor retains its intellectual property rights of the Software, both the original as well as all subsequent copies made. This license is not a sale of the original Software or of any copy. This Software is only licensed to you and the Software, any services or an interest in them may not be transferred, transferred by timesharing, by subscription or by outsourcing assigned, rented, leased, sold, hosted or otherwise disposed of to anyone else.

1.4 Licensor has the right to audit your use of the Software, whereby you are obliged to facilitate such audit in any reasonable manner.

2. Restrictions

2.1 The Software is protected by copyright law and international treaty provisions. Unauthorized copying of the Software is expressly forbidden. Any modification, adaptation, translation, reverse engineering and/or changes to the program code, decompilation, disassembly, or creation of derivative works based on the Software are expressly prohibited.

2.2 You are not allowed to remove any markings or notices of property rights, including intellectual property rights.

2.3 You are not allowed to evade in any way the copy protection of the Software.

2.4 You are not allowed to publish any results of benchmark tests run on the Software or its components.

2.5 You are obliged to comply fully with all applicable export laws and regulations to assure that neither the software, nor any direct product thereof, nor the License, are exported, directly or indirectly, in violation of applicable laws.

2.6 You are not allowed to make the Software available for use in a third party`s business operation.

2.7 You may be held legally liable for any copyright infringement caused by your failure to abide by the terms of this Agreement.

2.8 You shall maintain in confidence all information provided by Licensor, in particular, not to publish it and not to transfer it to third parties.

2.9 Furthermore, you shall keep all documents and data carriers containing information of the Licensor secret in the same way as you keep your own secret documents, and you shall require all your employees having access to information of the Licensor to sign a written confidentiality agreement, prior accessing the information. You shall send copies of all such confidentiality agreements to Licensor, prior accessing the information.

3. Termination

This Agreement will terminate automatically without notice from the Licensor if you fail to comply with any provisions of this Agreement. Furthermore, it will terminate automatically without notice at the time the contractual relationship as determined in the offer provided by the Licensor and as accepted by you with Acceptance Notice ends. Upon termination you shall destroy all copies of the Software. You are obliged to continue to maintain secrecy with respect to the information obtained from the Licensor.

4. Disclaimer of Warranties

To the extent permitted by applicable law, this Software and the License is delivered “as is” and without express or implied warranty of any kind by either the Licensor or anyone else who has been involved in the creation, production or delivery of the Software and the License, including but not limited to any implied warranty of merchantability, non-infringement or fitness for a particular purpose.

5. Limitation of Liability

The Licensor assumes no liability for uninterrupted, error-free functioning of the Software. The Licensor shall only be liable for damages of any kind, with the exception of personal injury, if the damage is due to gross negligence or intent on the part of the Licensor or its vicarious agents, whereby the burden of proof for the existence of gross negligence or intent shall lie with you. The liability of the Licensor is limited to the total amount of the license fee as defined in this Agreement. Under no circumstances shall the Licensor be liable to you on account of any claim (whether based upon principles of contract, warranty, negligence or other tort, breach of any statutory duty, principles of indemnity, the failure of any limited remedy to achieve its essential purpose, or otherwise) for any loss of profits, data, data use or for any direct, indirect, punitive, special, consequential, incidental, or exemplary damages, including but not limited to lost profits, or for any damages or sums paid by you to third parties, even if the Licensor has been advised of the possibility of such damages. The Licensor shall not be liable for software, data and/or databases implemented in the Software. In the event of use by you contrary to the terms of this Agreement, the liability of the Licensor shall be excluded.

6. Online Demo Version

In case the Licensor provides an Online Demo Version, you may use this version; however, you agree that all data contained in the Online Demo Version, esp. simulations, as well as all working steps of the users, e.g. uploads, and the nicknames of the users may be made visible to the public. You agree that the Licensor provides no service for the Online Demo Version and that for this version any warranty and liability of the Licensor with regard to data protection is excluded. Furthermore, you agree that any liability of the Licensor for uploads and uploaded content is excluded. If the Licensor is successfully sued by a third party because of content uploaded by you, you shall indemnify and hold harmless the Licensor from any liability.

7. Governing Law and Jurisdiction

This Agreement and all agreements arising from it shall be governed exclusively by Austrian law. In case of litigation initiated by the Licensor the parties submit to the exclusive jurisdiction of either the competent court for commercial matters for Vienna, Inner City or of any court of the country of your domicile, as may be chosen by Licensor, for all disputes related to this agreement. In case of litigation initiated by you the parties submit to the exclusive jurisdiction of the competent court for commercial matters for Vienna, Inner City, for all disputes related to this agreement.