This End User Licence Agreement ("Agreement") is a legal agreement between you ("Licensee", "you", or "your") and Neon Dynamics Pty Ltd (ABN 79 677 066 625) ("Neon Dynamics", "we", "us", or "our") for the use of the Netframe software components ("Software"), including Netframe Core, Netframe Manager, Netframe Converter, and Netframe Backup.
By installing, copying, or otherwise using the Software, you agree to be bound by the terms of this Agreement. If you do not agree, do not install or use the Software.
1. Licence grant
Subject to your compliance with this Agreement, Neon Dynamics grants you a non-exclusive, non-transferable licence to install and use the Software:
(a) for Netframe Core and Netframe Converter, without licence fee, on any compatible hardware you own or lawfully control, for any internal business purpose;
(b) for Netframe Manager, Netframe Backup, and other commercially licensed components, to the extent specified in a separate Order Form or Master Subscription Agreement between you and Neon Dynamics, including the licensed core count and licence term.
2. Permitted use
You may:
- install and use the Software on hardware you own or lawfully control;
- make a reasonable number of copies of the Software for backup and archival purposes;
- use the Software in conjunction with workloads owned or operated by you, your subsidiaries, or your customers (subject to the terms of any reseller or MSP agreement).
3. Restrictions
You may not:
- redistribute, sublicense, sell, rent, or lease the Software except as expressly permitted in a separate written agreement with Neon Dynamics;
- reverse engineer, decompile, disassemble, or otherwise attempt to derive source code from the Software, except to the extent expressly permitted by applicable law;
- remove or alter any copyright, trademark, or other proprietary notices contained in the Software;
- use the Software to develop or operate a competing product or service.
4. Open-source components
The Software incorporates certain open-source software components, each of which is subject to its own licence terms. Open-source components are provided "as is" subject to the respective licences. A list of open-source components and their licences is available with the Software distribution.
5. Intellectual property
All right, title, and interest in and to the Software, including all intellectual property rights, are and remain the property of Neon Dynamics and its licensors. This Agreement does not grant you any rights in the Software except as expressly stated herein.
6. Updates and support
For commercially licensed components covered by an active support agreement, Neon Dynamics will provide updates, upgrades, and support in accordance with the support tier you have purchased. For Netframe Core and Netframe Converter, updates are made available without warranty.
7. Warranty disclaimer
The Software is provided "as is" without warranty of any kind, except as expressly stated in a separate written agreement with Neon Dynamics. To the maximum extent permitted by law, Neon Dynamics disclaims all implied warranties including merchantability, fitness for a particular purpose, and non-infringement.
Where a non-excludable consumer guarantee under the Australian Consumer Law applies, our liability for any failure to comply is limited at our option to the resupply of the goods or services or the payment of the cost of resupply.
8. Limitation of liability
To the maximum extent permitted by law, in no event will Neon Dynamics be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or in connection with your use of the Software, even if Neon Dynamics has been advised of the possibility of such damages.
9. Termination
This Agreement is effective from the date you first install or use the Software and continues until terminated. We may terminate this Agreement if you breach any of its terms. Upon termination, you must cease all use of the Software and destroy all copies in your possession.
10. Governing law
This Agreement is governed by the laws of the State of Victoria, Australia.
11. Contact
For licensing enquiries or any questions about this Agreement, contact us at: licensing@neondynamics.com.au