END-USER LICENSE AGREEMENT

NOTICE TO USER:

THIS IS A CONTRACT. BY INDICATING YOUR ACCEPTANCE BELOW, YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT.

This Thorlabs End-User License Agreement accompanies a Thorlabs software product and any related written materials (“Software”). The term “Software” shall also include any upgrades, modified versions or updates of the Software provided to you by Thorlabs. This copy of the Software is licensed to you as the End-user. You must read this Agreement carefully before indicating acceptance at the end of the text of this Agreement. If you do not agree with the terms and conditions of this Agreement, decline where instructed, and you will not be able to use the Software. Subject to your compliance with the terms and conditions in this Agreement, Thorlabs grants to you a non-exclusive license to use the Software.

1. Use of the Software.
You may install the Software in any location on a hard disk or other storage device; install and use the Software on a file server for use on a network for the purpose of permanent installation onto hard disks or other storage devices or use of the Software over such network; and make backup copies of the Software, provided, however, that the Software may only be used in combination with the end-users use and operation of equipment purchased from Thorlabs, and all other uses are strictly prohibited. You may make unlimited copies of the Software and give copies to other persons or entities subject to the restrictions used in this Agreement, as long as the copies contain this Agreement and the same copyright and other proprietary notices that appear on or in the Software. Thorlabs grants to you only those rights expressly granted in the Agreement with respect to the Software and reserves all other rights in and to the Software (including all intellectual property rights).

2. Copyright.
The Software is owned by Thorlabs, and is protected by United States Copyright Law and International Treaty provisions. You agree not to modify, adapt, translate, reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or other trade secrets from or about the Software (except to the extent that such prohibition is expressly precluding by applicable law), circumvent its functions, or attempt to gain unauthorized access to the Software. You shall not create public Internet “links” to the Software or “frame” or “mirror” any Software content on any other server or wireless or Internet-based device. You shall not remove or alter any notice of proprietary right appearing on the Software. You shall not access or use the Software for the purpose of developing or operating products or services intended to be offered to third parties in competition with the Software. You shall not use the Software in a way that violates or infringes upon the rights of a third party, including those pertaining to contract, intellectual property, privacy, or publicity. 

3. Transfer.
You may not rent, lease, sublease or sublicense the Software. You may, however, transfer all your rights to use the Software to another person or entity, provided that you transfer (and the transferee assumes) this Agreement with the Software. You shall not use the Software in connection with service bureau, facility management, timeshare, services provider or like activity whereby you operate or use the Software for the benefit of a third party. You shall not use the Software to circumvent the security of another party’s network/information, develop malware, unauthorized surreptitious surveillance, data modification, data exfiltration, data ransom or data destruction.

4. No Warranty/Limitation of Liability.
The Software is being delivered to you AS IS and Thorlabs makes no representation or warranty of any kind, whether express, implied, statutory or otherwise, and Thorlabs disclaims all such representations and warranties. You have no right to make or pass on any representation or warranty on behalf of Thorlabs to any third party. The Software has not been tested in all situations under which it may be used. Thorlabs will not be liable for the results obtained through use of the Software and you are solely responsible for determining appropriate uses for the Software and for all results of such use.
THORLABS DOES NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE SOFTWARE OR DOCUMENTATION. THORLABS MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AS TO NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, MERCHANTABILITY, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE. THORLABS DOES NOT WARRANT ANY THIRD-PARTY PRODUCTS OR SERVICES. THERE IS NO WARRANTY THAT THE SOFTWARE WILL BE ERROR FREE, ACCURATE, COMPLETE, COMPLY WITH REGULATORY REQUIREMENTS, OR THAT IT WILL OPERATE WITHOUT INTERRUPTION OR WILL FULFILL ANY OF YOUR PARTICULAR PURPOSES OR NEEDS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THORLABS BE LIABLE TO YOU (UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STATUTE, TORT OR OTHERWISE) FOR: (A) ANY LOST PROFITS, REVENUE, OR SAVINGS, LOST BUSINESS OPPORTUNITIES, LOST DATA, OR SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, EVEN IF YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES OR SUCH DAMAGES OR LOSSES WERE REASONABLY FORESEEABLE; OR (B) AN AMOUNT THAT EXCEEDS THE TOTAL FEES PAID TO THORLABS FOR THE SOFTWARE. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY SPECIFIED IN THIS AGREEMENT. MULTIPLE CLAIMS SHALL NOT EXPAND THE LIMITATIONS SPECIFIED IN THIS SECTION. 
You acknowledge that good data processing procedure dictates that any software application must be thoroughly tested with non-critical data before you rely on it, and you hereby assume the entire risk of using this Software product including the compatibility of the Software with your processor, other hardware and other system applications on such equipment. This disclaimer of warranty constitutes an essential part of this License. Some states or jurisdictions do not allow the exclusion or limitation of incidental, consequential, or special damages, or the exclusion of implied warranties or limitations on how long an implied warranty may last, so that above limitations may not apply to you. Thorlabs shall not be liable for, nor shall Thorlabs be considered in breach of this Agreement due to, any failure to perform its obligations under this Agreement as a result of a cause beyond its control, including but not limited to, act of God or a public enemy, act of any military, civil or regulatory authority, change in any law or regulation, fire, flood, earthquake, storm or other like event, disruption or outage of communications (including an upstream server block and Internet or other networked environment disruption or outage), power or other utility, labor problem, or any other cause, whether similar or dissimilar to any of the foregoing, which could not have been prevented with reasonable care.

5. Governing Law and General Provisions.
This Agreement will be governed by the laws of Germany, excluding the application of its conflicts of law rules. This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. If any part of this Agreement is found void and unenforceable, the balance of the Agreement shall remain valid and enforceable according to its terms. You agree to comply with all U.S. federal, state, local and non-U.S. laws directly applicable to you in the performance of this Agreement, including but not limited to, applicable export and import, anti-corruption and employment laws. You acknowledge and agree the Software shall not be used, transferred, or otherwise exported or re-exported to regions that the United States and/or the European Union maintains an embargo or comprehensive sanctions (collectively, “Embargoed Countries”), or to or by a national or resident thereof, or any person or entity subject to individual prohibitions (e.g., parties listed on the U.S. Department of Treasury’s List of Specially Designated Nationals or the U.S. Department of Commerce’s Table of Denial Orders) (collectively, “Designated Nationals”), without first obtaining all required authorizations from the U.S. government and any other applicable government. You represent and warrant that you are not located in, or is under the control of, or a national or resident of, an Embargoed Country or Designated National. This Agreement shall automatically terminate upon failure by you to comply with its terms. This Agreement may only be modified in writing, signed by an authorized officer of Thorlabs.

For future reference, this license may be found in the file "License.rtf" in the Software’s directory.

Please indicate your acceptance or rejection of the foregoing Agreement by clicking on the appropriate box below.

Thorlabs GmbH, 85232 Bergkirchen, Germany