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Copyright (c) 2013-2015 Coinffeine S.L. | |
1. Introduction | |
1.1 The Coinffeine Software (referred to in this License Agreement as the | |
"Coinffeine" and specifically including the Coinffeine source code files, | |
packaged APIs, and add-ons) is licensed to you subject to the terms of this | |
License Agreement, written in English. This License Agreement forms a legally | |
binding contract between you and Coinffeine in relation to your use of this Software. | |
1.2 "Coinffeine" means the Coinffeine Software, as made available under the | |
Coinffeine Open Source Project, which is located at the following | |
URL: http://github.com/Coinffeine/coinffeine/, as updated from time to time. | |
1.3 "Coinffeine Company" means Coinffeine S.L., a Spain corporation with | |
principal place of business at Ancora, 14, Bajo B, Postal Code 28045, | |
Madrid, Spain. Read more about Coinffeine Company at www.coinffeine.com. | |
1.4 "NonCommercial" means not intended for related to or directed towards | |
commercial purposes. | |
2. Accepting this License Agreement | |
2.1 In order to use, copy, modify, adapt, redistribute, decompile, | |
reverse engineer, disassemble, or create derivative works of the | |
Coinfeine Software, you must first agree to this License Agreement. You may not | |
use the Coinffeine Software if you do not accept this License Agreement. | |
2.2 By using, copying, modifying, adapting, redistributing, decompiling, reverse | |
engineering, disassembling, creating derivative works or contributing to the | |
Coinffeine Sofware, you hereby agree to the terms of this License Agreement. | |
2.3 You may not use the Coinffeine Software and may not accept the | |
License Agreement if you are a person barred from receiving the | |
Coinffeine Software under the laws of Spain or other countries including the | |
country in which you are resident or from which you use the Coinffeine Software. | |
2.4 If you are agreeing to be bound by this License Agreement on behalf of your | |
employer or other entity, you represent and warrant that you have full legal | |
authority to bind your employer or such entity to this License Agreement. If you | |
do not have the requisite authority, you may not accept the License Agreement or | |
use the Coinffeine Software on behalf of your employer or other entity. | |
3. Coinffeine License from Coinffeine Company | |
3.1 Subject to the terms of this License Agreement, Coinffeine Company grants | |
you a limited, worldwide, royalty-free, non-transferable and non-exclusive | |
license to use the Coinffeine Software solely to: | |
A. Develop plugins for the Coinffeine Software. | |
B. Develop applications for NonCommercial purposes to run using the | |
Coinffeine Software, Coinffeine Software APIs or Coinffeine Network information. | |
C. Use the Coinffeine Software for NonCommercial purposes. | |
3.2 You agree that Coinffeine Company or third parties own all legal right, | |
title and interest in and to the Coinffeine Software, including any Intellectual | |
Property Rights that subsist in the Coinffeine Software. | |
"Intellectual Property Rights" means any and all rights under patent law, | |
copyright law, trade secret law, trademark law, and any and all other | |
proprietary rights. Coinffeine Company reserves all rights not expressly granted | |
to you. | |
3.3 You may not use the Coinffeine Software for any purpose not expressly | |
permitted by this License Agreement. Except to the extent required by | |
applicable third party licenses, you may not: (a) copy | |
(except for backup purposes), modify, adapt, redistribute, decompile, | |
reverse engineer, disassemble, or create derivative works of the | |
Coinffeine Software or any part of the Coinffeine Software. | |
3.4 You agree that you will not take any actions that may cause or result in the | |
fragmentation of Coinffeine Software nor the Coinffeine network, including but | |
not limited to distributing, participating in the creation of, or promoting in | |
any way a software derived from the Coinffeine Software. | |
3.5 Use, reproduction and distribution of components of the Coinffeine Software | |
licensed under an open source software license are governed solely by the terms | |
of that open source software license and not this License Agreement. | |
3.6 You agree that the form and nature of the Coinffeine Software that | |
Coinffeine Company provides may change without prior notice to you and that | |
future versions of the Coinffeine Software may be incompatible with applications | |
developed on previous versions of the Coinffeine Software. You agree that | |
Coinffeine Company may stop (permanently or temporarily) providing the | |
Coinffeine Software (or any features within the Coinffeine Software) to you or | |
to users generally at Coinffeine Company's sole discretion, without prior | |
notice to you. | |
3.7 Nothing in this License Agreement gives you a right to use any of | |
Coinffeine Company trade names, trademarks, service marks, logos, domain names, | |
or other distinctive brand features. | |
3.8 You agree that you will not remove, obscure, or alter any | |
proprietary rights notices (including copyright and trademark notices) that may | |
be affixed to or contained within the Coinffeine Software. | |
4. Use of the Coinffeine Software by You | |
4.1 Coinffeine Company agrees that it obtains no right, title or interest from | |
you (or your licensors) under this License Agreement in or to any software | |
applications that you develop using the Coinffeine Software, including any | |
intellectual property rights that subsist in those applications. | |
4.2 You agree to use the Coinffeine Software and write applications only for | |
purposes that are permitted by (a) this License Agreement and (b) any applicable | |
law, regulation or generally accepted practices or guidelines in the relevant | |
jurisdictions (including any laws regarding the export of data or software to | |
and from Spain or other relevant countries). | |
4.3 You agree that if you use the Coinffeine Software to develop applications | |
for general public users, you will protect the privacy and legal rights of those | |
users. If the users provide you with user names, passwords, or other login | |
information or personal information, you must make the users aware that the | |
information will be available to your application, and you must provide legally | |
adequate privacy notice and protection for those users. If your application | |
stores personal or sensitive information provided by users, it must do so | |
securely. If the user provides your application with Coinffeine | |
Company Account information, your application may only use that information to | |
access the user's Coinffeine Company Account when, and for the limited purposes | |
for which, the user has given you permission to do so. | |
4.4 You agree that you will not engage in any activity with the | |
Coinffeine Software, including the development or distribution of an | |
application, that interferes with, disrupts, damages, or accesses in an | |
unauthorized manner the servers, networks, or other properties or services of | |
any third party including, but not limited to, Coinffeine Company. | |
4.5 You agree that you are solely responsible for (and that Coinffeine Company | |
has no responsibility to you or to any third party for) any data, content, or | |
resources that you create, transmit or display through the Coinffeine Software | |
and/or applications for Coinffeine Software, and for the consequences of your | |
actions (including any loss or damage which Coinffeine Company may suffer) | |
by doing so. | |
4.6 You agree that you are solely responsible for (and that Coinffeine Company | |
has no responsibility to you or to any third party for) any breach of your | |
obligations under this License Agreement, any applicable third party contract | |
or Terms of Service, or any applicable law or regulation, and for the | |
consequences (including any loss or damage which Coinffeine Company or any | |
third party may suffer) of any such breach. | |
5. Your Developer Credentials | |
5.1 You agree that you are responsible for maintaining the confidentiality of | |
any developer credentials that may be issued to you by Coinffeine Company or | |
which you may choose yourself and that you will be solely responsible for all | |
applications that are developed under your developer credentials. | |
6. Privacy and Information | |
6.1 In order to continually innovate and improve the Coinffeine Software, | |
Coinffeine Company may collect certain usage statistics from the software | |
including but not limited to a unique identifier, associated IP address, | |
version number of the software, and information on which plugins and/or services | |
in the Coinffeine Software are being used and how they are being used. Before | |
any of this information is collected, the Coinffeine Software will notify you | |
and seek your consent. If you withhold consent, the information will not be | |
collected. | |
6.2 The data collected is examined in the aggregate to improve the | |
Coinffeine Software and is maintained in accordance with Coinffeine Company's | |
Privacy Policy. | |
7. Third Party Applications | |
7.1 If you use the Coinffeine Software to run plugins developed by a | |
third party or that access data, content or resources provided by a third party, | |
you agree that Coinffeine Company is not responsible for those plugins, data, | |
content, or resources. You understand that all data, content or resources which | |
you may access through such third party plugins are the sole responsibility of | |
the person from which they originated and that Coinffeine Company is not liable | |
for any loss or damage that you may experience as a result of the use or access | |
of any of those third party applications, data, content, or resources. | |
7.2 You should be aware the data, content, and resources presented to you | |
through such a third party plugin may be protected by intellectual property | |
rights which are owned by the providers (or by other persons or companies on | |
their behalf). You may not modify, rent, lease, loan, sell, distribute or create | |
derivative works based on these data, content, or resources (either in whole or | |
in part) unless you have been specifically given permission to do so by the | |
relevant owners. | |
7.3 You acknowledge that your use of such third party plugins, data, content, or | |
resources may be subject to separate terms between you and the relevant third | |
party. In that case, this License Agreement does not affect your legal | |
relationship with these third parties. | |
8. Using Coinffeine APIs | |
8.1 Coinffeine Company Data APIs | |
8.1.1 If you use the Coinffeine Software or any Coinffeine API to retrieve data | |
from Coinffeine Software network, you acknowledge that the data may be protected | |
by intellectual property rights which are owned by Coinffeine Company or those | |
parties that provide the data (or by other persons or companies on their | |
behalf). Your use of any such API may be subject to additional Terms of Service. | |
You may not modify, rent, lease, loan, sell, distribute or create derivative | |
works based on this data (either in whole or in part) unless allowed by the | |
relevant Terms of Service. | |
8.1.2 If you use any API to retrieve a user's data from Coinffeine Software, | |
you acknowledge and agree that you shall retrieve data only with the user's | |
explicit consent and only when, and for the limited purposes for which, the user | |
has given you permission to do so. | |
9. Terminating this License Agreement | |
9.1 This License Agreement will continue to apply until terminated by either you | |
or Coinffeine Company as set out below. | |
9.2 If you want to terminate this License Agreement, you may do so by ceasing | |
your use of the Coinffeine Software and any relevant developer credentials. | |
9.3 Coinffeine Company may at any time, terminate this License Agreement with | |
you if: | |
(A) you have breached any provision of this License Agreement; or | |
(B) Coinffeine Company is required to do so by law; or | |
(C) the partner with whom Coinffeine Company offered certain parts of Coinffeine | |
Software (such as APIs) to you has terminated its relationship with Coinffeine | |
Company or ceased to offer certain parts of the Coinffeine Software to you; or | |
(D) Coinffeine Company decides to no longer provide the Coinffeine Software or | |
certain parts of the Coinffeine Software to users in the country in which you | |
are resident or from which you use the service, or the provision of the | |
Coinffeine Software or certain Coinffeine Software services to you by | |
Coinffeine Company is, in Coinffeine Company's sole discretion, no longer | |
commercially viable. | |
9.4 When this License Agreement comes to an end, all of the legal rights, | |
obligations and liabilities that you and Coinffeine Company have benefited from, | |
been subject to (or which have accrued over time whilst this License Agreement | |
has been in force) or which are expressed to continue indefinitely, shall be | |
unaffected by this cessation, and the provisions of paragraph 14.7 shall | |
continue to apply to such rights, obligations and liabilities indefinitely. | |
10. DISCLAIMER OF WARRANTIES | |
10.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE COINFFEINE SOFTWARE | |
IS AT YOUR SOLE RISK AND THAT THE COINFFEINE SOFTWARE IS PROVIDED "AS IS" AND | |
"AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND FROM COINFFEINE COMPANY. | |
10.2 YOUR USE OF THE COINFFEINE SOFTWARE AND ANY MATERIAL DOWNLOADED OR | |
OTHERWISE OBTAINED THROUGH THE USE OF THE COINFFEINE SOFTWARE IS AT YOUR OWN | |
DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR | |
COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH USE. | |
10.3 COINFFEINE COMPANY FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND | |
CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED | |
TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A | |
PARTICULAR PURPOSE AND NON-INFRINGEMENT. | |
11. LIMITATION OF LIABILITY | |
11.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT COINFFEINE COMPANY, ITS | |
SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU UNDER | |
ANY THEORY OF LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, | |
CONSEQUENTIAL OR EXEMPLARY DAMAGES THAT MAY BE INCURRED BY YOU, INCLUDING ANY | |
LOSS OF DATA, WHETHER OR NOT COINFFEINE COMPANY OR ITS REPRESENTATIVES HAVE | |
BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES | |
ARISING. | |
12. Indemnification | |
12.1 To the maximum extent permitted by law, you agree to defend, indemnify and | |
hold harmless Coinffeine Company, its affiliates and their respective directors, | |
officers, employees and agents from and against any and all claims, actions, | |
suits or proceedings, as well as any and all losses, liabilities, damages, costs | |
and expenses (including reasonable attorneys fees) arising out of or accruing | |
from (a) your use of the Coinffeine Software, (b) any application you develop | |
using the Coinffeine Software that infringes any copyright, trademark, trade | |
secret, trade dress, patent or other intellectual property right of any person | |
or defames any person or violates their rights of publicity or privacy, and (c) | |
any non-compliance by you with this License Agreement. | |
13. Changes to the License Agreement | |
13.1 Coinffeine Company may make changes to the License Agreement as it | |
distributes new versions of the Coinffeine Software. When these changes are | |
made, Coinffeine Company will make a new version of the License Agreement | |
available on the website where the Coinffeine Software is made available. | |
14. General Legal Terms | |
14.1 This License Agreement constitutes the whole legal agreement between you | |
and Coinffeine Company and governs your use of the Coinffeine Software | |
(excluding any services which Coinffeine Company may provide to you under a | |
separate written agreement), and completely replaces any prior agreements | |
between you and Coinffeine Company in relation to the Coinffeine Software. | |
14.2 This License Agreement, along with the files, will be permanently | |
available on the Coinffeine website: www.coinffeine.com, where you can also | |
find futher information. Thus, it won’t be kept a copy of ths License | |
Agreement for each user. | |
14.3 You agree that if Coinffeine Company does not exercise or enforce any legal | |
right or remedy which is contained in this License Agreement (or which | |
Coinffeine Company has the benefit of under any applicable law), this will not | |
be taken to be a formal waiver of Coinffeine Company's rights and that those | |
rights or remedies will still be available to Coinffeine Company. | |
14.4 If any court of law, having the jurisdiction to decide on this matter, | |
rules that any provision of this License Agreement is invalid, then that | |
provision will be removed from this License Agreement without affecting the | |
rest of this License Agreement. The remaining provisions of this | |
License Agreement will continue to be valid and enforceable. | |
14.5 You acknowledge and agree that each member of the group of companies of | |
which Coinffeine Company is the parent shall be third party beneficiaries to | |
this License Agreement and that such other companies shall be entitled to | |
directly enforce, and rely upon, any provision of this License Agreement that | |
confers a benefit on (or rights in favor of) them. Other than this, no other | |
person or company shall be third party beneficiaries to this License Agreement. | |
14.6 EXPORT RESTRICTIONS. THE COINFFEINE SOFTWARE IS SUBJECT TO SPAIN EXPORT | |
LAWS AND REGULATIONS. YOU MUST COMPLY WITH ALL DOMESTIC AND INTERNATIONAL EXPORT | |
LAWS AND REGULATIONS THAT APPLY TO THE COINFFEINE SOFTWARE. THESE LAWS INCLUDE | |
RESTRICTIONS ON DESTINATIONS, END USERS AND END USE. | |
14.7 The rights granted in this License Agreement may not be assigned or | |
transferred by either you or Coinffeine Company without the prior written | |
approval of the other party. Neither you nor Coinffeine Company shall be | |
permitted to delegate their responsibilities or obligations under this | |
License Agreement without the prior written approval of the other party. | |
14.8 This License Agreement, and your relationship with Coinffeine Company under | |
this License Agreement, shall be governed by the laws of Spain without regard | |
to its conflict of laws provisions. Unless you are considered a consumer or a | |
user according to the Spanish regulation, you and Coinffeine Company agree to | |
submit to the exclusive jurisdiction of the courts located within the city of | |
Madrid, Spain to resolve any legal matter arising from this License Agreement. | |
Notwithstanding this, you agree that Coinffeine Company shall still be allowed | |
to apply for injunctive remedies (or an equivalent type of urgent legal relief) | |
in any jurisdiction. |