Subio Platform End User License Agreement version 1.3
This Agreement, and any new versions, between Subio and You, covers all Your use of Subio Platform and Plug-ins from any terminals.
Unless You have another agreement directly with Subio that controls and alters your use or distribution of Subio Platform, the conditions of the applicable license agreements below apply to you.
- this End User License Agreement, as may be renewed and/or amended from time to time.
- You (or Your)
- an individual or a legal entity exercising rights under, and complying with all of the terms and conditions of, this License or a future version of this License issued under Section2.8.
- Subio Inc., headquartered in Amami island, Japan.
- Plug-in Partner
- an individual or a legal entity who develops and provides Plug-ins, which are distributed together with Subio Platform.
- Subio Platform
- Subio Platform, which Subio creates, owns and distributes exclusively. All Plug-ins depend on Subio Platform and they don't work alone nor even start without Subio Platform.
- a software created by Subio or Plug-in Partners that works with, adds a variety of functionalities to and distributed together with Subio Platform. You will Activate a Plug-in to use it from a computer installing Subio Platform.
- Activate (or Activation)
- to authorize one computer to use a Plug-in for one year, by exercising a Serial Number.
- Activation Key
- a file created as a result of Activation, and it is necessary for Subio Platform to access to the Activated Plug-in.
- Serial Number
- Plug-in customers will purchase Serial Numbers from Subio or a reseller. Serial Number can be exercised only one time from a computer which is connected to the internet.
2. License and Restrictions
2.1 License of Subio Platform
Subject to the terms and conditions of this Agreement, Subio hereby grants You a limited, personal, non-commercial, non-exclusive, non-sublicensable, free of charge license to download, install and use Subio Platform on Your computer.
You may use Subio Platform and Plug-ins anywhere like universities, research institutions, home or at work.
2.2 No Granting of Rights to Third Parties
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 Subio Platform, Plug-ins or any part thereof.
2.3 No Modifications
You will not undertake, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of Subio Platform or any part thereof except to the extent permitted by law.
Only one exception is that You are allowed reverse engineering of the Subio.jar/exe and jp.subio.genomicanalysisplugins_1.0.jar.
2.4 Third Parties
Subio Platform incorporates and distributed together with software which are owned and controlled by third parties.
Any such third party software falls under the scope of this Agreement.
Any and all other third party software that may be distributed together with Subio Platform will be subject to You explicitly accepting a license agreement with that third party.
You acknowledge and agree that You will not enter into a contractual relationship with Subio regarding such third party software and You will look solely to the applicable third party and not to Subio to enforce any of Your rights.
2.5 Use of Plug-ins
Subio Platform incorporates and distributed together with Plug-ins which are owned and controlled by Subio or Plug-in Partners.
To use Plug-ins, You must purchase Serial Number for each Plug-in from Subio or resellers.
If You buy them in Japan, You are also responsible for paying consumption tax.
You will explicitly acknowledge the End User License Agreement of the Plug-in by its Activation.
Once You have Activated a Plug-in, You may not change the expiration date and the authorized computer.
You are not allowed to try, do nor inform any ways of Activation other than the instruction provided by Subio.
2.6 Prohibition of Plug-in Development
You are not allowed to create and distribute Plug-ins, unless You explicitly sign the Subio Plug-in Partner Agreement or an alternative agreement and comply with the terms and conditions thereof.
2.7 Exclusive Ownership
Any and all IP Rights in Subio Platform, contents of Subio website, all materials and documents which are created by Subio are and shall remain the exclusive property of Subio and/or its licensors.
Nothing in this Agreement intends to transfer any such IP Rights to You.
2.8 New Versions of Subio Platform and Plug-ins
Subio, in its sole discretion, reserves the right to add additional features or functions, or to provide programming fixes, updates and upgrades, to Subio Platform and Plug-ins.
Subio has no obligation to make available to You any subsequent versions of Subio Platform and Plug-ins.
You may have to enter into a renewed version of this Agreement, in the event You want to download, install a new version of Subio Platform.
Subio may, in its sole discretion and to the maximum extent permitted within Your jurisdiction, modify or discontinue or suspend Your ability to use any version of Subio Platform and Plug-ins, and/or disable any Subio Platform You may already have accessed or installed without any notice to You, for the repair, improvement, and/or upgrade of the underlying technology or for any other justifiable reason, including but not limited to, circumstances where You, at Subio's discretion, are in breach of this license, creating problems, possible legal liabilities, or engaging in fraudulent, immoral or illegal activities, or for other similar reasons.
3. Disclaimer of Warranties and Limitation of Liability
3.1 No Warranties
Installing Subio Platform enables You to manage, visualize and analyze Omics data.
Subio cannot guarantee that You will always be able to get correct calculations and visualizations, nor can Subio guarantee that You can store data entirely and perfectly without inadequate modifications or losing integrity of the data.
Subio Platform and Plug-ins are provided “as is” with no warranties whatsoever; Subio does not, either expressed, implied or statutory, make any warranties, claims or representations with respect to Subio Platform and Plug-ins, including, without limitation, warranties or conditions of quality, performance, non-infringement, merchantability, or fitness for use for a particular purpose.
Subio further does not represent or warrant that Subio Platform and Plug-ins will always be available, accessible, uninterrupted, timely, secure, accurate, complete and error-free, nor does Subio warrant any quality of analysis with the Subio Platform and Plug-ins.
3.2 Your own Risk
Maintenance of Your computer and backup of Your data is entirely responsibility of You.
You may be exposed to information security risks by using Subio Platform and Plug-ins with on-line resources.
You further acknowledge and agree that the entire risk arising out of the use or inability to use Subio Platform and Plug-ins remains with You, to the maximum extent permitted by law.
You understand, therefore, that You use Subio Platform and Plug-ins at Your own risk.
3.3 No Liability
The Subio Platform is being provided to You free of charge.
You acknowledge and agree that Subio and its licensors and Subio staff will have no liability in connection with or arising from your use of Subio Platform and Plug-ins.
Your only right or remedy with respect to any problems or dessatisfaction with Subio Platform and Plug-ins is to immediately uninstall and cease use of such Subio Platform and Plug-ins.
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 Subio Platform and Plug-ins; and any loss of income, business or profits (whether direct or indirect) arising out of the use or inability to use Subio Platform and Plug-ins; any loss or damage which may be incurred by You as a result of;
- Any errors or incorrect calculations when using Subio Platform and Plug-ins;
- Any interruption or inability to use Subio Platform and Plug-ins or their functionalities due to network error or inaccessibility and unavailability of server;
- The suspension or termination of this agreement by You or by Subio for any reason; and
- The release or the decision not to release new versions of the Subio Platform and Plug-ins to you.
The limitations on Subio's liability to You described above shall apply whether or not Subio or the Subio staff has been advised of the possibility of such losses or damages arising.
3.4 Jurisdiction's Limitations
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.
4.1 Entire Agreement
The terms and conditions of this Agreement constitute the entire agreement between You and Subio 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 Subio arising out of fraud or fraudulent misrepresentation.
4.2 Partial Invalidity
If any provision, 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, the legality, validity or enforceability of the remainder of the terms and conditions of this Agreement (including the remainder of the term which contains the relevant provision) shall not be affected.
4.3 No Waiver
The failure to exercise, or delay in exercising, a right, power or remedy provided by this Agreement or by law shall not constitute a waiver of that right, power or remedy.
If Subio waives a breach of any provision of the terms and conditions of this Agreement shall not operate as a waiver of a subsequent breach of that provision, or as a waiver of a breach of any other provision.
4.4 No Assignment
You are not allowed to assign the terms and conditions or any rights hereunder.
Subio is allowed at its sole discretion to assign the terms and conditions or any rights hereunder to any third party, without giving prior notice.
4.5 Applicable Law and Competent Court
The terms and conditions of this Agreement shall be governed by and interpreted in accordance with the laws of Japan and shall be subject to the jurisdiction of the courts of the district of Kagoshima.
The original English version of this Agreement 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.
You expressly acknowledge that you have read this agreement and understand the rights, obligations, terms and conditions set forth herein.
By installing Subio Platform, You expressly consent to be bound by its terms and conditions and grant to Subio the rights set forth herein.