Last updated October 9, 2009

NABTO END USER LICENSE AGREEMENT

1. Preliminary terms.

This Agreement, and any new versions, between Nabto and You, covers all Your use of Nabto Software from any terminals where Nabto Software has been installed, by You or by third parties.

2. Definitions.

3. Exclusive Ownership.

3.1 Any and all IP Rights in the Software, the Nabto Website, the Nabto Online Material and the Nabto Promotional Materials are and shall remain the exclusive property of Nabto and/or its licensors. Nothing in this EULA intends to transfer any such IP Rights to, or to vest any such IP Rights in, You. Nabto reserves all rights not expressly granted to You in this EULA.

3.2 You acknowledge that no title to the intellectual property in the Software is transferred to You. You further acknowledge that title and full ownership rights to the Software will remain the exclusive property of Nabto and You will not acquire any rights to the Software except as expressly set forth in this license. You agree that any copies of the Software will contain the same proprietary notices which appear on and in the.

4. Grant of License.

4.1 Subject to the terms of this EULA, Nabto hereby grants You a limited, personal, non-commercial, non-exclusive, non-sublicensable, non-assignable, free of charge license to download, install and use the Nabto Software in an unlimited number of computers, phones or PDAs owned by You for the sole purpose of personally using the Software provided by Nabto and any other applications that may be explicitly provided by Nabto.

4.2 You are granted the permission to develop Nablications to the Nabto Software according to the guidelines found on http://www.nabto.com/developer.

5. Restrictions.

5.1 You will not sell, assign, rent, lease, distribute, export, import, act as an intermediary or provider, or otherwise grant rights to third parties with regard to the Nabto Software or any part thereof.

5.2 You will not undertake, cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of the Nabto Software or any part thereof except to the extent permitted by law.

5.3 The Nabto Software may be incorporated into, and may incorporate itself, software and other technology owned and controlled by third parties. You acknowledge and agree that You will not enter into a contractual relationship with Nabto or its Affiliates regarding such third party software or technology and You will look solely to the applicable third party and not to Nabto or its Affiliates to enforce any of Your rights.

5.4 You agree that You will not remove, obscure, make illegible or alter any notices or indications of the IP Rights and/or Nabto’s rights and ownership thereof, whether such notice or indications are affixed on, contained in or otherwise connected to any materials.

5.5 You will not take any action to jeopardize, limit or interfere with Nabto’s IP Rights.

5.6 You will use the Nabto Software solely for lawful purposes. In this respect You may not, without limitation

(a) intercept or monitor, damage or modify any communication which is not intended for You;

(b) send any unsolicited commercial communication not permitted by applicable law;

(c) use any type of spider, virus, worm, trojan-horse, time bomb or any other codes or instructions that are designed to distort, delete, damage or disassemble the Nabto Software or the communication;

(d) expose any third party to material which is offensive, harmful to minors, indecent or otherwise objectionable in any way;

(e) use the Nabto Software to cause or intend to cause embarrassment or distress to, or to threaten, harass or invade the privacy of, any third party; or

(f) use any material or content that is subject to any third party proprietary rights, unless You have a licence or permission from the owner of such rights.

6. Consent to use of technical data.

6.1 You agree that Nabto and its affiliates may collect and use technical information gathered as part of the product support services provided to You, if any, related to the Software. Nabto may use this information solely to improve our products or to provide customized services or technologies to You and will not disclose this information in a form that personally identifies You.

7. Advertising, Promotion and Newsletters.

7.1 You agree that Nabto and its affiliates may display advertising and conduct similar promotion activities when You use the Software.

7.2 The manner, mode and extent of the advertising and promotion stated in Section 7.1. are subject to change without specific notice to You.

7.3 You agree that Nabto and its affiliates as part of the advertising and promotion activities stated in Section 7.1 may collect and use any information transmitted when You use the Software.

7.3.1 Nabto may use the information stated in Section 7.3 to decide which advertises to display.

7.3.2. Nabto may not use or disclose any collected information as stated in Section 7.3 in a way that personally identifies You.

7.3.3 As some jurisdictions do not allow data monitoring as set forth in Section 7.3, 7.3.1 above, some of these exclusions or limitations may not apply to you. In such event the data monitoring will be limited to the maximum extent possible within the applicable legislation.

7.3.3 As some jurisdictions do not allow data monitoring as set forth in Section 7.3, 7.3.1 above, some of these exclusions or limitations may not apply to you. In such event the data monitoring will be limited to the maximum extent possible within the applicable legislation.

7.4 By signing up for Nabto you automatically agree to recieve the Nabto newletter. The newsletter contains important information about the Nabto software, but can at anytime been unsubsribed in the account settings.

8. Data integrity.

8.1 You agree that Nabto can forward the data You supply when You register Your Software to any affiliate or third party, to the maximum extent permitted by law.

9. Updates, Add-ons and Upgrades.

9.1 This EULA also applies to updates, supplements, add-on components, or Internet-based services components, of the Software that Nabto may provide to You or make available to You after the date You obtain Your initial copy of the Software, unless we provide other terms along with the update, supplement, add-on component, or Internet-based services component.

9.2 Nabto, in its sole discretion, reserves the right to add additional features or functions, or to provide programming fixes, updates and upgrades, to the Nabto Software. Nabto has no obligation to make available to You any subsequent versions of the Nabto Software.

9.3 You may have to enter into a renewed version of this EULA, in the event You want to download, install or use a new version of the Nabto Software.

10. Disclaimer of Warranties.

10.1 THE NABTO SOFTWARE IS PROVIDED “AS IS” WITH NO WARRANTIES WHATSOEVER; NABTO DOES NOT, EITHER EXPRESSED, IMPLIED OR STATUTORY, MAKE ANY WARRANTIES, CLAIMS OR REPRESENTATIONS WITH RESPECT TO THE NABTO SOFTWARE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OR CONDITIONS OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR USE FOR A PARTICULAR PURPOSE. NABTO FURTHER DOES NOT REPRESENT OR WARRANT THAT THE NABTO SOFTWARE WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE AND ERROR-FREE OR WILL OPERATE WITHOUT DATA LOSS, NOR DOES NABTO WARRANT ANY CONNECTION TO OR TRANSMISSION FROM THE INTERNET.

11. Limitations of Liability, Remedies and Indemnity.

11.1 YOU ACKNOWLEDGE AND AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE NABTO SOFTWARE REMAINS WITH YOU, TO THE MAXIMUM EXTENT PERMITTED BY LAW.

11.2 YOU ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL NABTO, ITS AFFILIATES, ITS LICENSORS OR THE NABTO STAFF BE LIABLE, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER FORM OF LIABILITY. THIS INCLUDES LIABILITIES FOR:

11.2.1 ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOSS OF OR CORRUPTION TO DATA, INTERRUPTION, COMPUTER FAILURE OR PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THE NABTO SOFTWARE; AND

11.2.2 ANY LOSS OF INCOME, BUSINESS OR PROFITS (WHETHER DIRECT OR INDIRECT) ARISING OUT OF THE USE OR INABILITY TO USE THE NABTO SOFTWARE;

11.2.3 ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU AS A RESULT OF;

(a) ANY DISRUPTIONS OR DELAYS IN ANY COMMUNICATION WHEN USING THE NABTO SOFTWARE;

(b) THE SUSPENSION OR TERMINATION OF THIS EULA BY YOU OR BY NABTO FOR ANY REASON; AND

(c) THE RELEASE OR THE DECISION NOT TO RELEASE NEW VERSIONS OF THE NABTO SOFTWARE TO YOU.

11.3 THE LIMITATIONS ON NABTO’S LIABILITY TO YOU IN SECTION 11 SHALL APPLY WHETHER OR NOT NABTO, ITS AFFILIATES OR THE NABTO STAFF HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES ARISING.

11.4 AS SOME JURISDICTIONS DO NOT ALLOW SOME OF THE EXCLUSIONS OR LIMITATIONS AS SET FORTH ABOVE, SOME OF THESE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH EVENT THE LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT POSSIBLE WITHIN THE APPLICABLE LEGISLATION.

11.5 YOU ACKNOWLEDGE AND AGREE THAT YOUR ONLY RIGHT OR REMEDY WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE NABTO SOFTWARE IS TO IMMEDIATELY DEINSTALL AND CEASE USE OF SUCH NABTO SOFTWARE.

11.6 YOU AGREE TO INDEMNIFY, DEFEND AND HOLD NABTO AND ITS AFFILIATES HARMLESS FROM AND AGAINST ANY AND ALL LIABILITY AND COSTS, INCLUDING REASONABLE ATTORNEYS’ FEES INCURRED BY SUCH PARTIES, IN CONNECTION WITH OR ARISING OUT OF YOUR

(a) VIOLATION OR BREACH OF ANY TERM OF THIS EULA OR ANY APPLICABLE LAW OR REGULATION, WHETHER OR NOT REFERENCED HEREIN, OR

(b) VIOLATION OF ANY RIGHTS OF ANY THIRD PARTY, OR

(c) USE OR MISUSE OF THE NABTO SOFTWARE, OR

(d) COMMUNICATION SPREAD BY MEANS OF THE NABTO SOFTWARE.

12. Equitable Remedies.

12.1 You agree that Nabto shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this EULA, in addition to such other remedies as Nabto may otherwise have available to it under applicable laws. In the event any litigation is brought by either party in connection with this EULA, the prevailing party in such litigation shall be entitled to recover from the other party all the costs, attorneys' fees and other expenses incurred by such prevailing party in the litigation.

13. Changes to the EULA.

13.1 Nabto reserves the right to change this EULA at any time by publishing the revised EULA on the Nabto Website. The revised EULA shall become effective within thirty (30) days of such publication, unless You expressly accept the revised EULA earlier by clicking on the accept button. Your express acceptance or Your continued use of the Nabto Software after expiry of the notice period of thirty (30) days, shall constitute Your acceptance to be bound by the terms and conditions of the revised EULA. You can find the latest version of this EULA at www.nabto.com/eula.

13.2 Your installation and use of any of Nabto’s updates or modifications or Your continued use of the Software following notice of changes to this EULA will demonstrate Your acceptance of any and all such changes.

14. Term.

14.1 This EULA will be effective as of the Effective Date and will remain effective until terminated by either Nabto or You as set out below.

15. Suspension and Termination.

15.1 Nabto may, in its sole discretion and to the maximum extent permitted within Your jurisdiction change, modify, suspend, or discontinue any aspect of the Software at any time.

15.2 Nabto may impose limits on certain features or restrict Your access to parts or all of the Software without notice or liability. You have no interest, monetary or otherwise, in any feature or content contained in the Software.

15.3 Nabto reserves the right to discontinue any Internet-based services provided to You or made available to You through the use of the Software.

15.4 Without limiting other remedies, Nabto may suspend, limit, or terminate this license and Your use of Nabto Software and Nabto Services, prohibit access to the Nabto Website and delete Your User Account and/or User ID, with immediate effect, automatically and without recourse to the courts, with 1 month prior written e-mail notification or immediately if we think that You are in breach of the EULA, creating problems, actual or potential legal liabilities, infringing someone else’s IP Rights, engaging in fraudulent, immoral or illegal activities, or for other similar reasons. Nabto shall effect such termination by providing notice to You to the email address You have provided, and/or by preventing Your access to Your User Account.

15.5 Nabto reserves the right to cancel User Accounts that have been inactive for more than one (1) year.

15.6 You may terminate the EULA with immediate effect at any time.

15.7 Upon termination of this EULA

(a) all licenses and rights to use the Nabto Software and the Nabto Services shall immediately terminate;

(b) You will immediately cease any and all use of the Nabto Software and Nabto Services; and

(c) You will immediately remove the Nabto Software from all hard drives, networks and other storage media and destroy all copies of the Nabto Software in Your possession or under Your control.

16. Applicable Law and Competent Court.

16.1 This EULA shall be governed by and interpreted in accordance with the laws of Denmark and shall be subject to the jurisdiction of the Danish Sø- og Handelsret in Copenhagen.

16.2 The original English version of the EULA may have been translated into other languages. In the event of inconsistency or discrepancy between the English version and any other language version, the English language version shall prevail.

17. Miscellaneous.

17.1 The terms and conditions of the EULA constitute the entire agreement between You and Nabto with respect to the subject matter hereof and will supersede and replace all prior understandings and agreements, in whatever form, regarding the subject matter. Nothing in this clause shall exclude or restrict the liability of either You or Nabto arising out of fraud or fraudulent misrepresentation.

17.2 If any provision of the EULA, or any part of a provision, is found by any court or administrative body of competent jurisdiction to be illegal, invalid or unenforceable, and the provision, or part-provision, in question is not of a fundamental nature to the EULA as a whole, the legality, validity or enforceability of the remainder of the EULA, including the remainder of the term which contains the relevant provision, shall not be affected.

17.3 The failure to exercise, or delay in exercising, a right, power or remedy provided by the EULA or by law shall not constitute a waiver of that right, power or remedy. If Nabto waives a breach of any provision of the EULA this shall not operate as a waiver of a subsequent breach of that provision, or as a waiver of a breach of any other provision.

17.4 The terms of Section 10 and 11 of this EULA, shall survive termination of the EULA for whatever reason.

YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND THE RIGHTS, OBLIGATIONS, TERMS AND CONDITIONS SET FORTH HEREIN. BY CLICKING ON THE ACCEPT BUTTON AND/OR CONTINUING TO INSTALL THE NABTO SOFTWARE, YOU EXPRESSLY CONSENT TO BE BOUND BY ITS TERMS AND CONDITIONS AND GRANT TO NABTO THE RIGHTS SET FORTH HEREIN.

Copyright © 2009 NABTO. All rights reserved.
WWW: http://www.nabto.com

If you have any questions or concerns about this Terms of Use or any issues raised in this Terms of Use or on the Site, please contact us at: info@nabto.com