Battery-powered Clamp-on Type Ultasonic Flowmeter for Liquid UC-1 Firmware Update Data Application

TOKYO KEIKI Software End-User License Agreement (EULA)
for UC-1 Series Software (including Firmware Update Tools).

IMPORTANT: PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE SOFTWARE.
This End-User License Agreement (“Agreement”) is a legally binding agreement between TOKYO KEIKI INC. (“Company”) and you (“User”), governing the use of software including drivers and firmware updates, related documentation, manuals, and any updates or upgrades thereto (collectively, “Software”) provided for use with the UC-1 series.
This Agreement applies exclusively to Users located outside Japan.
If you are located within Japan, please refer to the applicable license agreement provided separately.
By downloading, installing, or otherwise using the Software outside Japan, the User is deemed to have agreed to the terms of this Agreement. If you do not agree to these terms, do not use the Software.

• Article 1      (General Provisions)

  The Software is protected by copyright laws and other intellectual property laws and international treaties. The intellectual property rights to the Software remain with the Company or its licensors. This Agreement only grants the User a license to use the Software and does not constitute a transfer of ownership.

• Article 2      (License Grant)

  The Company grants the User a non-exclusive, non-transferable, and revocable license to install and use the Software solely on UC-1 series devices owned by the User.

• Article 3      (Restrictions)

  1. The User shall not copy, reproduce, transfer, sell, modify, or alter the Software in whole or in part, unless explicitly permitted in writing by the Company.
  2. The User shall not sublicense, rent, lease, or otherwise permit third parties to use the Software.
  3. The User shall not separate any part or component of the Software for independent use.
  4. The User shall not use the Software in any manner that infringes the intellectual property rights of the Company or any third party.
  5. The User shall not engage in reverse engineering, decompilation, disassembly, or any attempt to derive the source code of the Software.
  6. Any data files automatically generated by the Software for its own operation shall be considered part of the Software and subject to this Agreement.

• Article 4      (Intellectual Property Rights)

  All intellectual property rights in and to the Software belong to the Company. The User acquires only the rights expressly granted under this Agreement.

• Article 5      (Disclaimer and Limitation of Liability)

  1. The Company does not warrant that the Software is free of errors or defects, that it will operate without interruption, or that it will function correctly in the User’s specific environment. The Company makes no warranty that the Software does not infringe any third-party intellectual property rights.
  2. The Company may change the specifications of the Software at any time without prior notice and has no obligation to provide maintenance services, including bug fixes, inquiries, updates, or technical support.
  3. The Company is not liable for any interruption or discontinuation of third-party software or systems on which the Software may depend.
  4. The Company’s liability, if any, shall be limited to the amount paid by the User for the Software. Under no circumstances shall the Company be liable for any indirect, incidental, consequential, or special damages.

• Article 6      (Restrictions on Use in High-Risk Applications)

  The Software is not designed for use in environments requiring high levels of safety (e.g., control of nuclear facilities, aircraft navigation or communication systems, air traffic control, life support systems, or weapons systems). The Company disclaims all liability for damages resulting from such use.

• Article 7      (Third-Party Claims)

  If any dispute arises between the User and a third party due to the User’s use of the Software (including but not limited to intellectual property infringement claims), the User shall resolve such disputes at their own cost and responsibility and shall not cause any damage or inconvenience to the Company.

• Article 8      (Modifications to the Agreement)

  The Company may amend the terms of this Agreement by notifying the User via email, posting on its website, or by other methods it deems appropriate. If the User does not agree to the changes, they must cease using the Software before the effective date of the amendment. Continued use of the Software after the effective date shall constitute the User’s acceptance of the revised Agreement.

• Article 9      (Termination)

  1. If the User breaches any provision of this Agreement, the Company may immediately terminate this Agreement and seek compensation for any damages incurred.
  2. Upon termination, Articles 4 through 7, and Articles 10 through 12 shall remain in effect.

• Article 10   (Destruction of Software)

  Upon termination of this Agreement, the User shall immediately cease all use of the Software, and within two (2) weeks from the date of termination, destroy all copies of the Software and any related materials in User’s possession or control.

• Article 11   (Governing Law and Jurisdiction)

  This Agreement shall be governed by the laws of Japan. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the Tokyo District Court as the court of first instance.

• Article 12   (Export Control)

  The User shall comply with all applicable export control laws and regulations of Japan and other relevant jurisdictions when exporting or using the Software outside of Japan.

• Article 13   (Personal Data Protection)

  1. The User acknowledges and agrees that the Company may collect, process, and use the User’s personal data, including contact information, for purposes including but not limited to:
     

     ・Managing User accounts and license information;

     ・Sending notifications regarding amendments or updates to this Agreement;

     ・Providing information about the Company’s products and services; and

     ・Other purposes disclosed at the point of data collection, for which separate consent may be obtained from the User.

  2. The Company shall handle all personal data in accordance with applicable data protection laws, including the EU General Data Protection Regulation (GDPR), and shall implement appropriate technical and organizational measures to protect such data.
  3. The User has the right to request access to, correction, or deletion of their personal data held by the Company, and to withdraw consent for certain processing activities, subject to legal or contractual restrictions.
  4. For inquiries or requests concerning personal data, Users may contact the Company via the inquiry form available on the Company’s official website.

• Article 14   (No Assignment)

  The User shall not assign, transfer, pledge, or otherwise dispose of any of its rights or obligations under this Agreement to any third party without the prior written consent of the Company.

• Article 15   (Entire Agreement)

  This Agreement constitutes the entire agreement between the User and the Company regarding the Software and supersedes any prior or contemporaneous communications, representations, or agreements, whether oral or written.

• Article 16   (Applicability Outside Japan)

  This Agreement applies solely to Users who download or use the Software outside Japan. The Company provides a separate agreement for Users located within Japan.