CM20H API End User License Agreement

THIS IS A VALID AND LEGALLY ENFORECEABLE AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR A SINGLE ENTITY) AND OLYMPUS CORPORATION ("OLYMPUS"). THE SOFTWARE INCLUDES OLYMPUS' COMPUTER PROGRAM, ASSOCIATED PRINTED MATERIALS, DATA AND INFORMATION, WHICH ARE PROVIDED BY A VARIOUS WAY INCLUDING BUT NOT LIMITED TO PREINSTALLING, THROUGH FLOPPY DISKS OR CD-ROM OR NETWORK.

BY INSTALLING, COPYING, DOWNLOADING, ACCESSING OR OTHERWISE USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.

The Software may contain certain third party software to which certain specific terms for such third party software apply (“Specific Terms”). You shall confirm Specific Terms when downloading the Software and agrees to operate certain third party software in accordance with the terms and provisions of the Specific Terms. If there is a discrepancy, inconsistency or contradiction for certain third party software between Specific Terms and this Agreement, Specific Terms shall prevail with respect to those certain third party software.

1. Software

All titles and rights to the Software are owned by OLYMPUS and its licensors. The Software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.
The name, version and quantity of the licenses granted, of the Software is as follows;

Software Name: CM20H API (CM20H API server, sample application, and documents for CM20H API)

The Software may be changed, terminated and suspended without prior notice in order to be modified or enhanced by OLYMPUS or its licensors for debugging, upgrading or any other purposes.  The Software shall contain such modified or enhanced version of the Software to that originally acquired by you. You can only use the modified or enhanced version and cannot use the previous version.

2. Conditions of Use

Subject to all the terms and conditions of this Agreement, OLYMPUS grants to you a non-exclusive, non-assignable copyright license to use the Software within the Territory of installation. For the purpose of this license, the term Territory shall mean (i) for installations in a member state of the European Union: all member states of the European Union and (ii) for installations in a country outside of the European Union: the country in which the computer is located on which the Software is installed. Except as expressly provided herein, no license or right is granted to you directly or by implication, inducement, estoppel or otherwise, specifically Olympus and its licensor do not grant any express or implied right to you under patents, copyrights, trademarks, or trade secret information of Olympus or its licensor.

During the term of this Agreement, subject to the terms and conditions of this Agreement, OLYMPUS grants to you a non-transferable and non-exclusive right as follows;

(1) To use the Software.
(2) To copy and modify the Software only for the purpose of developing Application for CM20H that you develop by using the Software (“Application”).
(3) To modify source code of the Software only for developing Application.
(4) To sublicense and distribute Application which is modified or incorporated the Software to a third party. However, the above distribution of Application shall be granted only by clarifying such Application incorporates a “modified” version of the Software and changing the name or indication of the Software, including without limitation its sample application and/or icon included in the Software, to clarify that there is not any modification by OLYMPUS.

In addition, this Agreement shall not grant a license (or right) to any software except the Software.

The licenses granted hereunder shall be limited to the use of the Software at the system configuration authorized by OLYMPUS prior to such use. Therefore, for example, if OLYMPUS provides you with the Software only for the use on stand-alone basis, you cannot use the Software in any other system configurations, such as client-server environment.

3. Restrictions
3.1 You may not alter, erase or deface any trademark, warning, copyright and other notice on the Software.

3.2 You may not use the Software or any copy of the Software contrary to all terms and conditions in ARTICLE 2 and all other ARTICLES in this Agreement.

3.3 Unless enforcement is prohibited by applicable law, you may not analyze, decompile, disassemble, derive information from, or otherwise reverse engineer the Software.

3.4 You agree that the Software is subject to the export control laws and regulations of Japan, U.S.A. and other competent countries. You shall follow any such applicable export control laws and regulations of Japan, U.S.A. and other countries.

3.5 You shall not distribute the Software without prior approval by OLYMPUS.

3.6 Except as set forth in this Agreement, you shall not have any third party use the Software, including the sublicense, lent and lease, without the prior consent of OLYMPUS.

4. Limited warranty
4.1 This software or a product containing this software is released as a beta version by OLYMPUS experimentally. OLYMPUS shall not be held responsible for any damages caused by using this software or products containing this software.

4.2 This software or a product containing this software is released as a beta version by OLYMPUS experimentally. When the product version is released, please install it immediately. OLYMPUS shall not be held responsible for any damages caused by continuing to use the beta version.

4.3 Except as expressly provided in the limited warranty section 3, the software is provided to you “AS IS” without warranty of any kind, either expressed or implied, including, but not limited to, warranties of non-infringement, merchantability, any/or fitness for a particular purpose, except to the extent that these disclaimers are held to be invalid.

4.4 To the extent not prohibited by law, in no event neither OLYMPUS nor its suppliers shall be held to any liability for any damages suffered or incurred by you or any other third party (including, but not limited to, general, special, direct, indirect, consequential or incidental damages including damages for loss of business profits, business interruption, loss of business information and the like), arising out of or in connection with the delivery, use or performance of the software, even if OLYMPUS has been advised of the possibility of such damages.

5. Termination of the Agreement
5.1 Without prejudice to any other rights, OLYMPUS may terminate this Agreement if you fail to comply with the terms and conditions of this Agreement, provided that your obligations hereunder will survive the termination. In case of the termination of this Agreement, you must immediately cease to use the Software and destroy all of the Software and its copies.

5.2 You can terminate this Agreement by ceasing the use of the Software, destroying all of the Software and its copies and notifying OLYMPUS of such termination, provided that your obligations hereunder will survive the termination.

6. Governing Law and VenueThis Agreement shall be governed by, performed under and construed in accordance with the laws of Japan and with regard to any related legal action, you agree to exclusive jurisdiction and venue in courts in Tokyo, Japan.

Publication Date:  July 12, 2021