This license governs the use of any Brainysoftware.com 's software products which, together with all associated documentation, additional modules and future modified versions are collectively and separately referred to in this license as the "Software". In this license, Brainysoftware.com of 20/8-12 Bond St. Hurstville NSW 2220, Australia, and Budi Kurniawan the owner of Brainysoftware is referred to as "we" (or derivations thereof) and the party authorised to use all or any part of the Software is  XXXXXXXXXXXXXXXXXXXXXXX      referred to as "you" (or derivations thereof).
 

1. License to use Software [Brainysoftware File Upload For Java Pro Version X.XX]
 

Your use of the Software or your installation of the Software on any of your computers signifies your acceptance of the terms of this License. Your right to continue to use the Software is subject to your full compliance with all the provisions of this License.

We grant to you an non-exclusive license to use those parts of the Software for which you have paid all applicable fees. Only you and your employees may use the Software. The license permits you to install the Software on a single computer with one CPU which can service up to 5 domain names or IP addresses for use by multiple employees (at separate times) over a network.

You may make a single copy of the Software solely for the purpose of back-up.

This License only grants a right to use the Software and no title passes to you with respect to the Software, the media it is delivered on or otherwise. You must not sell, transfer, assign, sublicense or otherwise deal with any of the rights granted under this License. You must not (a) reverse assemble, reverse compile or decode the Software or attempt to ascertain the source code by any means; (b) remove, change or bypass any copyright or Software protection statements embedded in the Software; or (c) provide bureau services or use the Software in or for any other company or other legal entity.

You agree (a) the Software is a valuable asset of ours and is supplied to you on a restricted and confidential basis; (b) the Software will be kept secret and confidential by you at all times unless specifically authorised by us; (c) all copyright in the Software is retained and title to the copy of the Software which is delivered to you and to any copies, reproductions, adaptations, enhancements or translations made of the Software and interfaces with the Software is also retained by us and to the extent necessary you hereby assign intellectual property rights in same to us; (d) to reproduce and include the copyright notice and any other legend specified by us on any copies of the Software you make; (e) at all times to take reasonable steps to protect the Software from unauthorised access and use; (f) to give notice of any infringement of copyright or any of our rights which comes to your attention; and (g) before disposing of any media, to ensure any of the Software contained on it has been erased or destroyed.
 

2. Discontinuance and Termination of License
 

You may terminate this License at any time within 30 days of purchase in written notice to us. This License will terminate immediately without further notice to you if you breach any provision of this License. On termination of this License you must destroy all copies, reproductions and translations of the Software and remove and destroy the Software from any work in which it has been modified or merged. You must give us reasonable proof of these actions and will certify in writing that you have done so. No refund or credit is given on termination of the License after 30 days of purchase, regardless of the reason for termination.

The termination of this License will be without prejudice to any rights which we may have. Upon termination of this License by us for whatever cause, we are discharged and released from all obligations under this License. Your obligations specified in this License will survive the termination of this License and you must continue to comply with those obligations notwithstanding the termination.
 

3. Exclusion of warranties and liability
 

THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING (WITHOUT LIMITATION) IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WE NEITHER MAKE ANY WARRANTY NOR APPROVE THE MAKING OF ANY REPRESENTATION THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE. YOU ARE RESPONSIBLE FOR ENSURING THAT THE SOFTWARE WILL SATISFY YOUR REQUIREMENTS.

TO THE EXTENT NOT PROHIBITED BY LAW,  IN NO EVENT WILL BrainySoftware.com OR ITS LICENSORS BE LIABLE FOR ANY LOST REVENUE, PROFIT OR DATA, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES, HOWEVER CAUSED REGARDLESS OF THE THEORY OF LIABILITY, ARISING OUT OF OR RELATED TO  THE USE OF OR INABILITY TO USE SOFTWARE, EVEN IF BrainySoftware.com HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

In no event will BrainySoftware.com 's liability to you, whether in contract, tort (including negligence), or otherwise, exceed the amount paid by you for Software under this Agreement.  The foregoing limitations will apply even if the above stated warranty fails of its essential purpose.

If circumstances arise where you are entitled to claim damages from us (or any other party involved in the development or maintenance of the Software) notwithstanding the other provisions of this License, our liability (and the liability of any other party involved in the development or maintenance of the Software) to you for the aggregate of all such claims (regardless of the basis on which you are entitled to claim from us including, without limitation, negligence) is limited to the lesser of

(a) the amount of any actual loss or damage which you sustain; (b) the amount of the license fees paid by you with respect to the relevant part of the Software; and (c) our cost of replacing or repairing any defective Software. We are not liable for losses or damages of third parties claimed against you howsoever arising. In no event will we be liable for lost profits, lost savings or any other incidental or consequential damages even if we have been advised of the possibility of such damages.

If your use of the Software includes access to script hosting facilities provided by us or on our behalf, we reserve the right to modify, relocate or withdraw the provision of script hosting services at any time without any liability to you. The exclusions of warranties and limitations of liability in this clause also apply to any script hosting or any other services which we may provide and also apply to any loss or damage which may be caused to any of your data or the data of third parties or to any of your servers or the servers of third parties.
 
 

4. Severability.
 

If any provision of this Agreement is held to be unenforceable, this Agreement will remain in effect with the provision omitted, unless omission would frustrate the intent of the parties,  in which case this Agreement will immediately terminate.
 

5. Integration.
 

This Licensing agreement is the entire agreement between you and BrainySoftware.com relating to its subject matter.  It supersedes all prior or contemporaneous oral or written communications,  proposals, representations and warranties and prevails over any conflicting or additional terms  of any quote, order, acknowledgment, or other communication between the parties relating to its subject matter during the term of this Agreement.

No modification of this License will be binding, unless in writing and signed by an authorized representative of each party.
 
 

6. Additional Terms
 

Nothing in this License entitles you to maintenance, Software upgrades or services of any kind. Due to the on-going nature of these provisions, we may vary them by giving you at least three (3) months notice in writing before the variation takes effect. If any provision of this License is found to be invalid, unenforceable or illegal, then that provision will be deemed to be deleted to the extent necessary to remove the invalid, unenforceable or illegal portion and the balance of this License will remain binding. You agree that this is the complete and exclusive statement of the agreement between you and us and that it supersedes all proposals or prior agreements, oral or written, and all other communications between all parties relating to the subject matter of this License. This License is made in accordance with, and is subject to, the laws of New South Wales, Australia.
 

7. For further information, please contact;
 

Budi Kurniawan
Budi@Brainysoftware.com
20/8-12 Bond St.
Hurstville
NSW 2220
 
 
 
 

Version 1.1 Dated 1 June 2003