Board Designer Viewer (BD-Viewer)

BD-Viewer Click-wrap License Agreement ('Agreement')

PLEASE READ CAREFULLY the contents of this Agreement BEFORE PROCEEDING to the BD-Viewer.

This Agreement is a legal document governing the use of BD-Viewer by you, either an individual or a legal entity (hereinafter called 'You') and will be entered into between You and Zuken Inc. ('Zuken').

By downloading, installing and/or using BD-Viewer, You will be deemed to have accepted the full terms of this Agreement. If You do not accept any term of this Agreement, You must NOT download, install and/or use the BD-Viewer.

Article 1 (Definition)

BD-Viewer means Software that Zuken grants You a right to use free of charge under this Agreement.
Software means software program in a machine-readable form, whether in whole or in part, and includes its renewal version and any associated media such as CD-ROM, (including electronic documentation), associated reference and printed materials.

Article 2 (Grant of right)

Subject to the terms of this Agreement, Zuken grants You a non-exclusive and non-transferable right to use the BD-Viewer for your own use.

Article 3 (Restrictions)

You must NOT do any of the following:

  1. sub-license, sell, rent, lease, furnish as collateral or share use of the BD-Viewer;
  2. reproduce, copy, modify, correct, or in anyway alter the BD-Viewer, except as provided under this Agreement; or
  3. disassemble, decompile, or reverse-engineer the BD-Viewer.

If You do any of the acts prohibited above, either directly or through a third party, which results in damage being suffered by Zuken, You must pay compensation to Zuken jointly and severally with the third party, and indemnify Zuken against all losses suffered and costs incurred as a result of the breach.

Article 4 (Intellectual property rights)

Intellectual property rights including, without limitation, copyright relating to the BD-Viewer belong to Zuken or its licensors. You will not hold any rights other than the right to use the BD-Viewer in accordance with this Agreement.

Article 5 (No liability)

You acknowledge that you will use BD-Viewer on your own responsibility. Zuken will not be liable to You or any third party for any damages arising from the use of BD-Viewer under this Agreement.

Article 6 (Warranty)

Zuken disclaims any warranty, express or implied, that the BD-Viewer is free of defects, and all express or implied warranties of merchantability, fitness for a particular purpose, and non- infringement upon any third party's intellectual property right in connection with the BD-Viewer. Zuken has no legal obligation to correct any defects or otherwise maintain the BD-Viewer. Furthermore, Zuken has no legal obligation to respond to any inquiries made directly by You, as to any technical matters including the functionalities and usages of the BD-Viewer.

Article 7 (Confidentiality)

You must keep confidential any contents of BD-Viewer and this Agreement and must not disclose to any third party without obtaining the prior written consent of Zuken.

Article 8 (Termination)

Zuken may terminate this Agreement, and/or claim against You for compensation if any of the following acts or omissions occur:

  1. You breach any term of this Agreement;
  2. You infringe Zuken's rights under Article 4 of this Agreement;
  3. You receive a suspension of transaction from a financial institution, or there is any other suspended payment which is an actual or potential cause of bankruptcy;
  4. Any application for liquidation, corporate reorganization, bankruptcy, or corporate rehabilitation is made against You;
  5. You receive from a third party a seizure, compulsory execution, or preventive maintenance order et al;
  6. Zuken considers that performance of this Agreement is difficult where, for example, any necessary business permit from any public authority is struck out or suspended;
  7. Zuken considers that there is a reasonable ground for terminating this Agreement.

Article 9 (Export restrictions)

If You export or proffer to export the BD-Viewer, You must comply with all applicable legislation of the government and any other relevant foreign governments ('Export Related Legislation'). You must meet all necessary procedures including, without limitation, an application for export permit from the relevant government. You must not export BD-Viewer in violation of the provisions of Export Related Legislation. You agree that you will never use the BD-Viewer for development and production of nuclear weapon, biological weapon, chemical weapon and missile, and for any other military purposes.

Article 10 (Surviving terms)

Articles 3, 4, 5, 6, 7, 10 and 11 will survive the termination of this Agreement.

Article 11 (Governing law)

This Agreement is governed by and construed in accordance with Japanese laws. The parties must submit to the exclusive jurisdiction of the Tokyo District Court of Japan with respect to any dispute arising from this Agreement.

Article 12 (General terms)

This Agreement constitutes the complete agreement between the parties and supersedes all prior or contemporaneous agreement. In the event that any term of this Agreement is found to be invalid, unenforceable or illegal, the remainder of this Agreement will remain in full force and effect. Failure by either party to enforce any term of this Agreement will not be deemed a waiver of future enforcement of that or any other term, and no waiver of one breach will constitute a waiver of subsequent breaches of the same or of a different nature.

Products