END-USER LICENSE AGREEMENT (EULA) - November 2009


Thank you for choosing to use TeamDrive. Please read this End-User License Agreement carefully before concluding the installation process and using the software. This Software-End-User License Agreement is a legal agreement between yourself (either between an individual or an individual company) and TeamDrive. It is not a sales contract. You must read the End-User License Agreement and either accept or decline it before you install and use the software. Clicking the 'I accept' button is comparable to signing a written agreement. By clicking the 'I accept' button or by installing or using the software you acknowledge that you have read and understood all terms and conditions of this agreement and that you agree to them by contract.
If you have signed a separate contract with TeamDrive, that allows the use of the software, then this contract is valid for the use of the software. If the whole software or part of the software has been licensed by a third party for you (e.g. your employer, an individual or a company with whom you do business) your rights to use the software or to acquire additional services are subject to the terms and conditions of the agreement between TeamDrive and the third party regardless of whether the third party agrees to the terms and conditions of this End-User License Agreement or to the terms and conditions of a separate written contract. If the software you install is free-, beta- or pre-release software, then the terms and conditions of this End-user-Agreement-License apply, whether you or a third party sponsoring your software has a separate agreement with TeamDrive. Even if the software is sponsored by a third party, the TeamDrive and data security terms and conditions stated on our website www.teamdrive.com are effective. You agree to these terms and conditions of these agreements, when you click the 'I accept' button. By clicking the 'I accept' button you also agree to the installation of bidirectional connections to a server as described in §8.
If you install free or beta software, please note that the terms and conditions stated in §4 and §5 especially come into effect.
If you use the software on a computer that you share with others and one of the others installs a newer version of the software and accepts newer version of this end-user license agreement, then you too agree to the newer version of this end-user license agreement.

1. DEFINITIONS
The following definitions are used throughout the text:
a) 'Account' means a registration on the TeamDrive Registry Server. The account allows the access to the TeamDrive Registry Server via a LogIn.
b) 'Computer' means a personal computer or a personal computing device (PDA, Smartphone).
c) 'Delivery Date' means (i) in case the software requires an activation key, the date on which TeamDrive sends or gives access to the key and (ii) in case the software does not require an activation key, the date on which TeamDrive sends a CD, disc or file containing the software.
d)'Documentation' means online help text and/or manuals available with the software.
e) 'End-User, User' means you and any other person, who uses the software sponsored by you.
f) 'Free' – software means software or parts thereof, which are at the disposal of the end-user permanently or for a limited period of time free of charge.
g) 'Hosted Services' means any kind of server based services, that are made available by TeamDrive or TeamDrive partners.
h) 'Services' refers to hosted services, software maintenance, support services (incl. deployment support services) und other services that TeamDrive or TeamDrive partners may offer and are related to the software.
i) 'Software' means the software attached to this End-User License Agreement, in object code format, along with any of the following components that could be a part of it or that are made available by TeamDrive for use:
A) Tools, toolsets, 'skins' and other software applications or components;
B) Graphic, photos, audio- and video material;
C) Documentation;
D) Updates or upgrades of the above mentioned software and components that are covered by this End-User License Agreement.
i) 'Trademark' refers to the document, that is available on the website and that describes specific terms and conditions regarding the application of TeamDrive. This document can be amended by TeamDrive at any time.
j) 'Update' refers to the bug-fixes, patches or other revisions or modifications of the software that TeamDrive makes available to you or any other end-user including what TeamDrive usually makes available to customers that subscribe to software maintenance. An update can usually be identified by a number and/or a letter change to the right of the decimal digit in the version number of the product. Updates do not include upgrades.
k) 'Upgrade' refers to the main release of software at TeamDrive's own discretion.
l) 'Website' means the TeamDrive Website with the following web address: www.teamdrive.com

2. OWNERSHIP
The software is licensed, not sold. You acknowledge that the software (including any changes to it that you may request or suggest) is the property of TeamDrive and/or its licensors. Resources, each copy of them, and all associated intellectual property rights embodied in or represented by them remain the property of TeamDrive and/or its licensee at all times as well as with all other rights that are not explicitly granted to you under this End-User License Agreement.

3. LICENSE GRANT
TeamDrive grants you an unlimited or limited, non-exclusive license to install and use, only in object, code, format, provided you comply with all the terms and conditions of this End-User License Agreement.
a) Software. According to the terms and conditions of this agreement TeamDrive allows you to install the software on one computer. If you have bought a number of licensed copies, then you may respectively only allow one user to install one copy on a computer. Herewith you assume all obligations connected to the use of the software by the end-user and the compliance with the terms and conditions of this End-User License Agreement. If the software that you install is trial or beta software then your rights are limited as described in §4 and §5. You are solely allowed to create a copy for security or archiving reasons.
b) Hosted Services. The use of hosted services is not part of this End-User License. For hosted services there is a different set of terms and conditions.
c) Registration Services. To use the software you must register with the TeamDrive Registration Service via the internet. The license includes the right to use the Registration Service in order to invite other users. Data received during registration is handled according to the data security regulations stated in on the TeamDrive website.
d) Server Use. You may install the Permitted Number of copies of the Software (except FREE Software) on Computer file server(s) within your Internal Network only for use of the Software initiated by an individual from a Computer within the same Internal Network. The total number of users (not the concurrent number of users) able to use the Software on such Computer file server(s) may not exceed the Permitted Number. By way of example, the foregoing does not permit you to install or access (either directly or through commands, data or instructions) the Software: from or to a Computer not part of your Internal Network; for enabling web hosted workgroups or services available to the public; by any individual or entity to use, download, copy or otherwise benefit from the functionality of the Software, as a component of a system, workflow or service accessible by more than the Permitted Number of users, or for operations not initiated by an individual user (e.g., automated server processing), unless licensed to do so by TeamDrive.

4. FREE SOFTWARE
If the software is labelled 'free' (or a similar name), then your rights are limited as described in this paragraph. You may use the software (or similar services, which TeamDrive offers you) in line with the terms and conditions of this End-User License Agreement until you infringe the terms and conditions of this End-User License Agreement or until TeamDrive recalls the software, which TeamDrive is entitled to do at any time and without notice. Considering the fact, that free software is made available free of charge, TeamDrive does not accept limited liability as described below in § 9 and neither TeamDrive nor a third party will accept liability for damages incurred by free software as described below in § 10 (b). In the case TeamDrive provides free Hosting Services, it reserves the right to delete personal stored documents and data on the server without further notification, in the case that you did not go online for at least 90 days and connected to the server. The free software may display a banner advertisement, to finance the free services, at discretion of TeamDrive. At no time so ever will personal information of the user or the computer transmitted to any Third Party, in this case the advertiser. No cookies will be installed and TeamDrive will make each click on the banner anonymous through it´s own proxy server. Ad free software is available for cost. Free software may have a feature that deactivates the software automatically, changes its functionality and / or informs you of restrictions in the usage after a predefined space of time. TeamDrive reserves the right to stop supporting so called free software at any time without notification. Hereby the granted user license is terminated.

5. BETA SOFTWARE
a) Use. If you use Beta software then you may only use the software in line with the terms and conditions of this End-User License Agreement (and all related services that TeamDrive makes available) for internal tests or to test the compatibility of your own product or of another product (or other products) that operate in connection with the software. The software may be used until (i) 120 days after delivery date, (ii) the date of commercial release of the non-beta version or (iii) 10 days after we inform you in writing of the termination of the right of use. You are not allowed to use the software in an active working environment where the use is as a commercially released product or in connection with data files that are not sufficiently secured. You are not allowed to use the software for benchmark or performance tests.
b) Recognition and additional limited guarantee and no warranty clause. You recognize that all software marked beta software can contain mistakes, may malfunction or that not all functions are available and that it can disrupt the functionality of other software applications and that it may cause errors e.g. data loss or similar problems. WE DO NOT RECOMMEND YOU INSTALL BETA SOFTWARE ON A COMPUTER ON WHICH YOU HAVE INSTALLED FORMER VERSIONS. YOU SHOULD NOT INSTALL BETA SOFTWARE ON A COMPUTER ON WHICH YOU HAVE INSTALLED FORMER VERSIONS WITHOUT ASSURING THAT THE COMPUTER CONFIGURATION DOES NOT ALLOW THE BETA SOFTWARE TO REPLACE THE FORMER VERSION. As the beta software is free of charge TeamDrive does not accept any limited guarantee / liability as described in § 9 related to beta software.
c) Feedback. You agree to send TeamDrive sensible suggestions, comments and feedback about the software concerning functionality, failure report and results of software tests (in general: 'feedback'). You allow TeamDrive on the basis of your intangible property rights the following worldwide, non-exclusive, unlimited, irrevocable, licence-free, fully paid rights:
(i) to use, copy or change your feedback and use it as part of the product, the technology, the services, the specification or other documentation of TeamDrive (consolidated: 'TeamDrive offer') .
(ii) to publicly exhibit the feedback, import, transfer, market, licence, sell or lease it or to use copies of the feedback as part of the TeamDrive offer.
(iii) to license the above mentioned rights to a third party solely in relation to your copy rights and trade secret rights.
(iv) to sublicense any kind of patent or claim owned or licensed by you.
Due to the development work TeamDrive cannot guarantee that certain mistakes or discrepancies of the product can be eliminated.
d) Confidentiality. All beta software, including its existence and functions and related information is copyrighted and confidential information of TeamDrive. You agree not to disclose any beta software or any documentation or related information of any kind (including software functions or application and test results) to third parties or to allow them access to these. This applies for one year after delivery date of the software or until commercial release. Afterwards you agree not to disclose any information concerning the software to third parties or allow them access to these that have not been publicized by TeamDrive at the time of commercial release. These restrictions do not apply to information that (a) is publicly known at the time of commercial release; (b) has been legitimately acquired by third parties, that are not bound to confidentiality; (c) has been printed or made available to the public by TeamDrive in other ways; (d) have been generated by you before you received the information and this can be proven according to your records; or that (e) is requested by the law, by governmental orders or by court orders, provided that TeamDrive has been duly informed in time before publication in writing and that you follow secured regulations.
e) Support and maintenance. TeamDrive is not obliged to provide technical maintenance or support or updates for beta software. Any software supplements that are made available to you with beta software are subject to the terms and conditions of this End-User License Agreement In no way is TeamDrive obliged to provide you with a released commercial version of the software for your participation in testing the program. TeamDrive is not obliged to make beta software available to the commercial market.

6. RESTRICTIONS
You agree to the following limitations and restrictions and make sure that others (including the end user whose software you sponsor) do not infringe the terms and conditions of this End-User License Agreement.
a) Copying, distribution and usage. You are not allowed to copy the software unless in connection with the installation or for safety and archive reasons. You are not allowed to sell, lease, loan, sublicense or distribute the software and the activation key(s) or use the software or allow third parties to install the software or enable them direct or indirect access to the software or to the functionality of the software or the activation key(s) other than stated in this End-User License Agreement.
b) Proprietary rights. You are not allowed to modify or remove the copy right, the trademark, and the patent or other trademarked information contained in or on the software.
c) Re-engineering, decompilation and disassembly. You are not allowed to re-engineer, decompile, disassemble the software or try in any other way to find out the source code – with exception and only if such activities are allowed by law. You agree to request written information that TeamDrive has no possibility of sending you an appropriate software module before trying to attain such compatibility.
d) Modifications and derived versions. You are not allowed to modify the software or to create derived versions.
e) Unauthorized intervention of certain functions. You are not allowed to modify, switch off, damage, evade, delete, deactivate or interfere with the following functions of the software:
i. those that assert the limits and limitations of the license
ii. technical functions
iii. statistical information concerning the software
f) Use of former versions. You are not allowed to continue using former versions of the software after you have installed an upgrade or an update of the software that substitutes the software entirely.
g) Contents, use of internet pages and data traffic. The user is not allowed to infringe legal bans, morality and the rights of others with form, content or intended purpose of the data to be transferred or with the stored data of the hosted services.
The user especially agrees not to transfer any data containing pornographic elements, glorifying violence, or used or neither sedition nor data that evokes felonies or instruct these. The customer is not allowed to send or store any data on the hosted services media that in its form and character (virus) or size and duplication (e.g. spamming) may jeopardize the data net or cause damages on the computer of the addressee.
Should TeamDrive acquire knowledge that transferred and stored data infringes the above mentioned prohibitions, laws, morality or the rights of third persons, then TeamDrive has the right to terminate access. The user is liable for all damages arising from these infringements and is indemnified from all claims by third persons.
h) Activation keys. Every software activation key and account is exclusively for your personal use (or for the use of another end user for whom you have applied for and installed a license). You (and your licensed end user) are solely responsible for the nondisclosure and the security of the activation key(s) and account(s). You have the sole responsibility and liability for the use of your activation key(s) or your account(s) and for activities that take place via your activation key(s) or your account(s).You agree to notify TeamDrive immediately about any unauthorized access to or use of your activation key(s) or accounts. The software contains technological functions, which prevent the unlicensed and illegal use. You agree that we are allowed to use these functions.
i) Use of the software. If you are a software developer, who is developing products or applications with the software, then you may use the software complying with the terms and conditions of this End-User License Agreement. For the use of the internal API (Application Programming Interface) a separate agreement is needed. You can receive this on request via info@teamdrive.com.

7. SERVICE AND SUPPORT
Technical support for the software can be found under the help menu of the software and on the website. If no extended support has been agreed upon, then only the above mentioned support is available. TeamDrive or TeamDrive partners offer extended support with costs.
Independent of whether you subscribe to a service and support offer or not TeamDrive reserves the right – if TeamDrive thinks need be – to make updates or additions available via automatic download in order to guarantee the correct functionality of the software. Expert technical information that you give TeamDrive in connection with support services may be used by TeamDrive for business purposes, including product- and service development.

8. CONSENT TO THE SETTING UP OF BIDIRECTIONAL CONNECTIONS TO A SERVER
Data exchange can take place whenever the software runs on the computer, whether you are active in a Space or not or when you use the software actively. This Space is used for data exchange and is utilized by other users. You acknowledge and agree that the software establishes such bidirectional connections to a server and exchanges data and you agree that TeamDrive is not responsible for any behavior or transferred data of a party (or from your computer), that is transmitted to you or your computer after you have installed the software or made use of any services.