NOKL END USER SOFTWARE LICENSE AGREEMENT IMPORTANT: YOU SHOULD CAREFULLY READ THIS LEGAL AGREEMENT BEFORE INSTALLING THIS PACKAGE. BY INSTALLING NOKL, YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT AND AGREE THAT YOU WILL BE LEGALLY BOUND BY THEM. IF THESE TERMS AND CONDITIONS ARE NOT ACCEPTABLE TO YOU, DO NOT CONTINUE TO INSTALL THIS SOFTWARE. NOKL LLC is a Virginia limited liability company, with address at 3701 Pender Dr, Set 400 Fairfax, VA 22030, United States. Customer is identified in NOKL Account registration form, which is filled out by Customer when installing NOKL software. By electronically submitting the registration form, Customer represents and warrants that Customer has read, understands and agrees to be bound by the terms of this Agreement. NOKL LICENSE TERMS 1.SOFTWARE LICENSE GRANT Subject to the terms and conditions of this Agreement, NOKL LLC grants and Customer accepts a nonexclusive, nontransferable, non-assignable (unless such prohibition is otherwise prohibited by local law), limited license to use the Software solely in accordance with the terms and conditions of this Agreement. 2.1. Personal NOKL License A Customer who acquires one Personal NOKL License is granted a non-exclusive license to use NOKL on a single computer only. Personal License is free to Customer. Personal NOKL License cannot be used by business, government, or military users, such user should use Business license. Students of private or government or military schools or universitirs shall be allowed to use Personal License. NOKL LLC reserves the right, in its sole and absolute discretion, to restrict, limit or terminate the use of free versions of any of the NOKL Products by any individual, entity or group of entities. Customer's right and license to access, use, execute, and deploy any free or trial versions of NOKL Products are not guaranteed for any period of time. 2.2. Storage License. 2.3. Business License. Entities and persons who do not qualify for a Personal free license, shall obtain paid Business license, which will be sold as an annual subscription. AUTOMATIC RENEWAL: Customer who acquired Subscription-based license, hereby agrees that once Annual Subscription Fee is due, NOKL LLC shall charge it automatically to Customer's credit card that was stored by NOKL LLC in its database from the original purchase. Annual Subscription Fee is charged at the beginning of the annual term for which it is paid. Customer is allowed to terminate Annual Subscription at any time. Such termination shall result in termination of Subscription-based licenses for all computers and users of Customer. If termination has occurred 30 days or less since the last renewal date then the full refund of unused year shall be issued. If termination has occurred after 30 days since the last renewal then no money shall be refunded, but NOKL LLC shall not charge the customer's credit card on the next renewal cycle. AUTOMATIC TERMINATION FOR NON-PAYMENT: If Annual Subscription fee is not paid on time or if payment of Annual Subscription fee is reversed by any means (including void, refund, chargeback and void) then License becomes null and void and in addition to that NOKL LLC has a right to delete all Customer's data from NOKL LLC servers, if Customer's account remains unpaid for more than 30 days. 3. COMMON PROVISIONS FOR ALL NOKL LICENSES COPYRIGHT/OWNERSHIP OF PROGRAM: NOKL is the proprietary product of NOKL LLC and its licensors and it is protected by copyright, trade secret and other intellectual property laws. Customer acquires only the right to use NOKL and does not acquire any rights, express or implied, to NOKL or media containing NOKL other than those specified in this License. NOKL LLC, or its licensor, shall at all times retain all rights, title, interest, including intellectual property rights, in NOKL and media. TRADEMARKS: NOKL (R) is registered trademark owned by NOKL LLC. Any unauthorized use of these trademarks and/or trade names or any other intellectual property owned by NOKL LLC or its licensors is prohibited. NO MODIFICATION OR REVERSE ENGINEERING: Customer shall not remove any product identification, copyright notices, or other notices or proprietary restrictions from NOKL. Customer shall not cause or permit reverse engineering, disassembly, or decompilation of NOKL. MULTIPLE OSes on ONE COMPUTER: If a computer has more than one copy of Operating System installed on it (including Virtual Machines) then each instance of Operating System shall be considered to be a separate computer for purposes of this License Agreement. SUPPORT: NOKL LLC shall provide online support to Customers who are current on their Annual Maintenance payments for NOKL Enterprise license or their Annual Subscription payments for Subscription-Based licenses. Support shall be provided by Customer filing a ticket with NOKL Online Support system at support.NOKL.com and providing additional information and logs, as requested by NOKL LLC support representative. Bug fixes are not guaranteed but NOKL LLC shall make reasonable effort to fix defects that are fixable. In any case, the only recourse available to Customer who is not satisfied with NOKL LLC support shall be not renewing Subscription or ceasing Annual support payments. Customers who use NOKL licenses that require no annual payments (NOKL Personal or free license) shall not be entitled to Support, but NOKL LLC may provide support to such Customers at its own discretion. REFUNDS: NOKL LLC will refund the full amount paid for a license of NOKL if: - The refund request is received by NOKL LLC within 30 days of the date of purchase of NOKL by Customer, and - Customer provides Proof of Purchase, which is the original e-mail receipt for NOKL. - Customer who receives negotiated discounts shall not be allowed to refund discounted order. - NOKL Enterprise and NOKL Control Center licenses are not refundable. Licenses that originate from Purchases that have been refunded or charged back or voided by Customer's Card Issuer or Bank shall become null and void, that is, the Customer shall lose the right to NOKL license once such refund occurs. TERMINATION: This License is effective until terminated. Customer may terminate this Agreement at any time by uninstalling NOKL and deleting all its files. This License will terminate immediately without notice from NOKL LLC if Customer fails to comply with any provision of this License agreement. Upon termination or expiration of this License Customer must uninstall NOKL and delete all its files. License shall automatically terminate when Customer receives a refund of license fee or payment for license is reversed by Credit Card or Bank or any payment processor operating on behalf of Customer. UNINSTALL INSTRUCTIONS: Customer may uninstall all NOKL distributions except NOKL2Go at any time by going to Control Panel, clicking Add/Remove Software selecting NOKL and clicking the Remove button. NOKL2Go may be uninstalled at any time by deleting all files in NOKL and My NOKL Data folders from the Portable Disk. NO WARRANTIES OF ANY KIND: NOKL IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NOKL LLC DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN NOKL WILL MEET CUSTOMER'S REQUIREMENTS OR OPERATE IN AN ENVIRONMENT CREATED EITHER BY CUSTOMER OR ANY THIRD PARTY OR THAT THE OPERATION OF NOKL WILL BE UNINTERRUPTED OR ERROR FREE OR THAT NOKL ERRORS WILL BE CORRECTED. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF NOKL IS WITH CUSTOMER. NOKL LLC FURTHER DOES NOT WARRANT THAT PRIVATE INFORMATION AND FILES THAT BELONGS TO YOU AND THAT YOU COPY USING NOKL WILL NOT BE STOLEN OR OTHERWISE ACQUIRED BY THIRD PARTIES. LIMITATION OF LIABILITY: NEITHER NOKL LLC NOR ANY OF ITS LICENSORS SHALL BE LIABLE FOR ANY DAMAGES CAUSED BY NOKL INCLUDING BUT NOT LIMITED TO INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, LOSS OF SAVINGS, REVENUE, DATA, INCURRED EITHER BY CUSTOMER OR ANY THIRD PARTY, EVEN IF NOKL LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. GOVERNMENT CUSTOMERS: If you are acquiring NOKL on behalf of any unit or agency of the United States Government, the following provisions apply. The Government agrees that: (i) if NOKL is supplied to the Department of Defense (DoD), NOKL is classified as "Commercial Computer Software" and the Government is acquiring only "restricted rights" in NOKL and their documentation as that term is defined in Clause 252.227-7013(c)(1) of the DFARS; and (ii) if NOKL is supplied to any unit or agency of the United States Government other than DoD, the Government's rights in NOKL and its documentation will be as defined in Clause 52.227-19(c)(2) of the FAR or, in the case of NASA, in Clause 18-52.227-86(d) of the NASA Supplement to the FAR. EXPORT LAW ASSURANCE: Customer shall comply fully with all laws and regulations of the United States and other countries (Export Laws) to assure that neither NOKL, nor any direct products thereof are exported, directly or indirectly, in violation of Export Laws, or are used for any purpose prohibited by Export Laws, including, without limitation, nuclear, chemical, or biological weapons proliferation. If NOKL has been rightfully obtained by you outside of the United States, you agree that you will not re-export NOKL nor any other technical data received, nor the direct product thereof, except as permitted by the laws and regulations of the United States and the laws and regulations of the jurisdiction in which you obtained NOKL. JURISDICTION AND DISPUTES: This Agreement shall be governed by the laws of Commonwealth of Virginia. All disputes hereunder shall be resolved in the applicable state or federal courts of Virginia. The parties consent to the jurisdiction of such courts, agree to accept service of process by mail, and waive any jurisdictional or venue defenses otherwise available. In any litigation arising out of this Agreement or related to use or function of NOKL, NOKL LLC shall be entitled to all legal costs and attorney's fees incurred in mediation, arbitration, suit and on appeal. SEVERABILITY: If for any reason a court of competent jurisdiction finds any provision of this License or portion thereof, to be unenforceable, that provision of the License shall be enforced to the maximum extent permissible so as to affect the intent of the parties, and the remainder of this License shall continue in full force and effect. COMPLETE AGREEMENT: This License constitutes the entire agreement between the parties with respect to the use of NOKL and the related documentation, and supersedes all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. No amendment to or modification of this License will be binding unless in writing and signed by a duly authorized representative of NOKL LLC. CUSTOMER HEREBY ACKNOWLEDGES THAT CUSTOMER HAS READ THIS AGREEMENT, UNDERSTANDS IT AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS.
