NOTICE TO USER: PLEASE READ THIS CONTRACT CAREFULLY. BY CLICKING ON THE “I ACCEPT” CHECKBOX ON THE FCKEDITOR WEBSITE OR THE SPIRAL STRATEGIES WEBSITE AND/OR BY INSTALLING, COPYING, OR OTHERWISE USING ALL OR ANY PORTION OF THE SPIRAL STRATEGIES SOFTWARE YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING, IN PARTICULAR THE LIMITATIONS ON: USE CONTAINED IN SECTION 2; TRANSFERABILITY IN SECTION 4; WARRANTY IN SECTION 6 AND SECTION 13 WITH RESPECT TO GERMANY AND AUSTRALIA; AND LIABILITY IN SECTION 7. YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU. THIS AGREEMENT IS ENFORCEABLE AGAINST YOU AND ANY LEGAL ENTITY THAT OBTAINED THE SOFTWARE AND ON WHOSE BEHALF IT IS USED. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT USE THIS SOFTWARE AND, IF APPLICABLE, DO NOT CLICK ON THE “I ACCEPT” CHECKBOX.

Spiral Strategies grants you a non-exclusive license to use the Software and the accompanying Documentation only in accordance with the terms of this Agreement. The Licensed Software may include Third Party Software licensed to Spiral Strategies. User hereby acknowledges and agrees that any Third Party Software provided by Spiral Strategies to User hereunder (a) shall not be modified and shall be used only as embedded within the Spiral Strategies Software; and, (b) shall always contain all proprietary markings present as provided to User hereunder. All rights and benefits afforded to Spiral Strategies under this Agreement shall apply equally to the owner of the Third Party Software (the “Third Party”) and its licensors with respect to the Third Party Software. The Third Party and its licensors are intended third party beneficiaries of this Agreement, and the provisions of this Agreement relating to the Software, as the same incorporate the Third Party Software, are made expressly for the benefit of, and are enforceable by, the Third Party and its licensors. The Third Party and its licensors retain ownership of all copies of the Third Party Software.

1. Definitions. “Software” means (a) all of the contents of the files, disk(s), downloads, CD-ROM(s), or other media with which this Agreement is provided, including but not limited to (i) Spiral Strategies or third-party computer information or software under license by Spiral Strategies and; (ii) related explanatory written or soft copy materials or files (“Documentation”); and (iii) images, icons, graphics, animations and audio contained in the Software; – without derogating from the forgoing, the term “Software” includes all software and code pertaining to the product called “Crop2Size Plugin for FCKeditor”. “Use” or “Using” means to access, install, download, copy, or otherwise benefit from using the functionality of the Software in accordance with the Documentation or otherwise. “Permitted Number” means one (1) single computer unless otherwise indicated under a separate volume license granted by Spiral Strategies. “Computer” means an electronic device that accepts information in digital or similar form and manipulates it for a specific result based on a sequence of instructions. “Spiral Strategies” means Spiral Strategies, LLP, a Maryland limited liability partnership with an address at The Garrett Building, 233 East Redwood Street, Baltimore, Maryland 21202 U.S.A. Attn: Abba David Poliakoff, and any of its affiliates and subsidiaries as applicable.

2. Software License. Unless terminated, this license shall last for as long as you continue to use the Software and abide by the terms of this Software License Agreement (this “Agreement”). Upon termination of this License, you shall destroy the Software and Documentation and shall erase all copies of the Software under your control and stored on any medium.

2.1 Demo Use. Notwithstanding anything otherwise set forth herein, if you did not pay for a license to you the Software and/or obtained the Demo/Trial version of the Software, then you are permitted to use the Demo/Trial version of the Software on a single machine in single-user mode for evaluation and trial purposes only. Without derogating from the forgoing, you may not use the Demo/Trial version of the Software for commercial purposes. The Software shall be used only for evaluation purposes and may not be used or disclosed for any other purposes, including without limitation, external distribution or software development. You may not remove the watermark nor disable the ability to create the watermark or otherwise modify the Software. Product support is not offered for the Demo version.

2.2 Single Web Site License. If you purchased a single website license, you may install and Use a copy of the Software on your compatible computer, up to the Permitted Number of computers.

2.3 Single Hardware Server License.

If you purchased a single hardware server license, then subject to the terms of this Agreement, you may install one copy of the Software on a computer file server within your internal network for the sole and exclusive purpose of (a) using the Software (from an unlimited number of client computers on your internal network) via (i) the Network File System (NFS) for UNIX versions of the Software or (ii) Windows Terminal Services, and (b) allowing for printing within your internal network. Unless otherwise expressly permitted hereunder, no other server or network use of the Software is permitted, including but not limited, use of the Software (i) either directly or through commands, data, or instructions from or to another computer or (ii) for internal network, Internet, or web hosting services.

2.4 OEM Single Product. If you purchased an OEM Single Product license, then you may integrate Crop2Size Plugin for FCKeditor into a single release of your product and distribute that product to your customers for use on their computers as needed provided that your customers agree in advance to terms substantially similar to those set forth in this license including without limitation non-assignability, prohibition against modifications and against reverse engineering. Single release means a single, major feature release including all maintenance only releases of your product. You may not distribute a new feature release of your product with Crop2Size Plugin for FCKeditor unless you have first obtained another license from Spiral Strategies and/or one of its authorized resellers.

2.5 Backup Copy. You may make one backup copy of the Software, provided your backup copy reproduces and includes Spiral Strategies copyright notices and is not installed or used on any computer. You may not transfer the rights to a backup copy unless you transfer all rights in the Software as provided under Section 4.

2.6 No Modification. You are not authorized to customize nor extend the functionality of the installer for the Software except as specifically permitted in instructions found at either www.crop2size.com with respect to the license which you are acquiring or within the files contained in the download (e.g., installation of additional plug-in and help files) if any. You may not otherwise alter or modify the Software or create a new installer for the Software.

3. Intellectual Property Ownership, Copyright Protection. The Software and any authorized copies that you make are the intellectual property of and are owned by Spiral Strategies and its suppliers. The structure, organization, and code of the Software are the valuable trade secrets and confidential information of Spiral Strategies and its suppliers. The Software is protected by law, including without limitation the copyright laws of the United States and other countries, and by international treaty provisions. Except as expressly stated herein, this Agreement does not grant you any intellectual property rights in the Software and all rights not expressly granted are reserved by Spiral Strategies and its suppliers.

4. Restrictions.

4.1 Notices. You shall not copy the Software except as set forth in Section 2.5. Any copy of the Software that you make must contain the same copyright and other proprietary notices that appear on or in the Software.

4.2 No Modifications. You shall not modify, adapt, or translate the Software. You shall not reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Software except to the extent you may be expressly permitted to decompile under applicable law, it is essential to do so in order to achieve operability of the Software with another software program, and you have first requested Spiral Strategies to provide the information necessary to achieve such operability and Spiral Strategies has not made such information available. Spiral Strategies has the right to impose reasonable conditions and to request a reasonable fee before providing such information. Any such information supplied by Spiral Strategies and any information obtained by you by such permitted decompilation may only be used by you for the purpose described herein and may not be disclosed to any third party or used to create any software which is substantially similar to the expression of the Software. Requests for information should be directed to the Spiral Strategies Customer Support Department.

4.3 Transfer. You may not rent, lease, sublicense, assign, or transfer your rights in the Software, or authorize all or any portion of the Software to be copied onto another user's computer except as may be expressly permitted herein. You may, however, transfer all your rights to Use the Software to another person or legal entity provided that: (a) you also transfer (i) this Agreement, and (ii) the Software and all other software or hardware bundled or preinstalled with the Software, including all copies, Updates, and prior versions, to such person or entity; (b) you retain no copies, including backups and copies stored on a computer; and (c) the receiving party accepts the terms and conditions of this Agreement and any other terms and conditions upon which you legally purchased a license to the Software. Notwithstanding the foregoing, you may not transfer education, prerelease, or not for resale copies of the Software.

4.4 Indemnification. User agrees to indemnify and hold Spiral Strategies (including its parent, affiliate and subsidiary companies and their respective directors, officers, employees and agents) harmless against any claim for damages, losses or any costs, including attorneys' fees, arising in any manner whatsoever from the unauthorized use of the Software, including, for any pornographic, offensive or obscene content, or for User's breach of any of the terms of this Agreement. User shall defend, indemnify and hold Spiral Strategies and its parent, subsidiaries, and commonly owned or controlled affiliates and their respective officers, directors and employees harmless from all damages, liabilities and expenses (including reasonable attorneys' fees and costs), arising out of or connected with any actual or threatened lawsuit, claim or legal proceeding alleging that the possession, distribution or use of Software by User results in the invasion or infringement of the right of privacy or publicity, including but not limited to, the torts of intrusion into one's private affairs, public disclosure of private facts, false light, misappropriation of the name or likeness arising as prescribed by applicable law; copyright infringement; and product disparagement, trade libel, dilution or infringement of title, slogan or trademark, trade name, service mark or service name as prescribed by applicable law.

5. Updates. If the Software is an Update to a previous version of the Software, you must possess a valid license to such previous version in order to Use such Update. All Updates are provided to you on a license exchange basis. You agree that by Using an Update you voluntarily terminate your right to use any previous version of the Software. As an exception, you may continue to Use previous versions of the Software on your Computer after you Use the Update but only to assist you in the transition to the Update, provided that: (a) the Update and the previous versions are installed on the same computer; (b) the previous versions or copies thereof are not transferred to another party or Computer unless all copies of the Update are also transferred to such party or Computer; and (c) you acknowledge that any obligation Spiral Strategies may have to support the previous versions of the Software may be ended upon availability of the Update.

6. NO WARRANTY. The Software is being delivered to you “AS IS” and Spiral Strategies makes no warranty as to its use or performance. SPIRAL STRATEGIES AND ITS SUPPLIERS DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE SOFTWARE. EXCEPT FOR ANY WARRANTY, CONDITION, REPRESENTATION, OR TERM TO THE EXTENT TO WHICH THE SAME CANNOT OR MAY NOT BE EXCLUDED OR LIMITED BY LAW APPLICABLE TO YOU IN YOUR JURISDICTION. SPIRAL STRATEGIES AND ITS SUPPLIERS MAKE NO WARRANTIES, CONDITIONS, REPRESENTATIONS, OR TERMS (EXPRESS OR IMPLIED WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE) AS TO ANY MATTER INCLUDING WITHOUT LIMITATION NONINFRINGEMENT OF THIRD-PARTY RIGHTS, MERCHANTABILITY, INTEGRATION, SATISFACTORY QUALITY, OR FITNESS FOR ANY PARTICULAR PURPOSE. The provisions of Section 6 and Section 7 shall survive the termination of this Agreement, howsoever caused, but this shall not imply or create any continued right to Use the Software after termination of this Agreement.

7. LIMITATION OF LIABILITY. IN NO EVENT WILL SPIRAL STRATEGIES OR ITS SUPPLIERS BE LIABLE TO YOU FOR ANY DAMAGES, CLAIMS, OR COSTS WHATSOEVER OR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL DAMAGES, OR ANY LOST PROFITS OR LOST SAVINGS, EVEN IF A SPIRAL STRATEGIES REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, DAMAGES, CLAIMS, OR COSTS OR FOR ANY CLAIM BY ANY THIRD PARTY. THE FOREGOING LIMITATIONS AND EXCLUSIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW IN YOUR JURISDICTION. SPIRAL STRATEGIES’ AGGREGATE LIABILITY AND THAT OF ITS SUPPLIERS UNDER OR IN CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT PAID FOR THE SOFTWARE, IF ANY.

8. Export Rules. You agree that the Software will not be shipped, transferred, or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions, or regulations (collectively the “Export Laws”). In addition, if the Software is identified as export controlled items under the Export Laws, you represent and warrant that you are not a citizen, or otherwise located within, an embargoed nation (including without limitation Iran, Iraq, Syria, Sudan, Libya, Cuba, North Korea, and Serbia) or any terrorist entity not included in embargoed nations and that you are not otherwise prohibited under the Export Laws from receiving the Software. All rights to Use the Software are granted on condition that such rights are forfeited if you fail to comply with the terms of this Agreement or are excluded from entitlement to use the Software as per the forgoing.

9. Governing Law. This Agreement will be governed by and construed in accordance with the substantive laws in force in the State of Maryland, U.S.A. The courts of Baltimore County, Maryland, U.S.A., shall have nonexclusive jurisdiction over all disputes relating to this Agreement provided that claims against Spiral Strategies shall be brought exclusively in the applicable court in Baltimore County, Maryland, U.S.A. This Agreement will not be governed by the conflict of law rules of any jurisdiction or the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.

10. General Provisions. If any part of this Agreement is found void and unenforceable, it will not affect the validity of the balance of this Agreement, which shall remain valid and enforceable according to its terms. This Agreement shall not prejudice the statutory rights of any party dealing as a consumer. This Agreement may only be modified by a writing signed by an authorized officer of Spiral Strategies. Updates may be licensed to you by Spiral Strategies with additional or different terms. This is the entire agreement between Spiral Strategies and you relating to the Software, and it supersedes any prior representations, discussions, undertakings, communications, or advertising relating to the Software.

11. Notice to U.S. Government End Users. The Software and Documentation are “Commercial Items,” as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation,” as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §§227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States. For U.S. Government End Users, Spiral Strategies agrees to comply with all applicable equal opportunity laws including, if appropriate, the provisions of Executive Order 11246, as amended, Section 402 of the Vietnam Era Veterans Readjustment Assistance Act of 1974 (38 USC 4212), and Section 503 of the Rehabilitation Act of 1973, as amended, and the regulations at 41 CFR Parts 60-1 through 60-60, 60-250, and 60-741. The affirmative action clause and regulations contained in the preceding sentence shall be incorporated by reference in this Agreement.

12. Compliance with Licenses. If you are a business or organization, you agree that upon request from Spiral Strategies or Spiral Strategies’ authorized representative, you will within thirty (30) days fully document and certify that use of any and all Software at the time of the request is in conformity with your valid license(s) from Spiral Strategies.

13. Specific Exceptions.

13.1 Limited Warranty for Users Residing in Germany or Austria. If you obtained the Software in Germany or Austria, and you usually reside in such country, then Section 6 does not apply. Instead, Spiral Strategies warrants that the Software provides the functionalities set forth in the Documentation (the “agreed upon functionalities”) for the limited warranty period following receipt of the Software when used on the recommended hardware configuration. As used in this Section, “limited warranty period” means one (1) year if you are a business user and two (2) years if you are not a business user. Nonsubstantial variation from the agreed-upon functionalities shall not be considered and does not establish any warranty rights. THIS LIMITED WARRANTY DOES NOT APPLY TO SOFTWARE PROVIDED TO YOU FREE OF CHARGE, FOR EXAMPLE, UPDATES, PRERELEASE, TRYOUT, PRODUCT SAMPLER, NOT FOR RESALE (NFR) COPIES OF SOFTWARE, OR SOFTWARE THAT HAS BEEN ALTERED BY YOU, TO THE EXTENT SUCH ALTERATIONS CAUSED A DEFECT. To make a warranty claim, during the limited warranty period you must return, at our expense, the Software and proof of purchase to the location where you obtained it. If the functionalities of the Software vary substantially from the agreed-upon functionalities, Spiral Strategies is entitled at its own discretion — to repair or replace the Software. If this fails, you are entitled to a reduction of the purchase price (reduction), if any, or to cancel the purchase agreement (rescission) if any. For further warranty information, please contact Spiral Strategies’ Customer Support Department.

13.2 Limitation of Liability for Users Residing in Germany and Austria.

13.2.1 If you obtained the Software in Germany or Austria, and you usually reside in such country, then Section 7 does not apply. Instead, subject to the provisions in Section 13.2.2, Spiral Strategies’ statutory liability for damages shall be limited as follows: (i) Spiral Strategies shall be liable only up to the amount of damages as typically foreseeable at the time of entering into the purchase agreement in respect of damages caused by a slightly negligent breach of a material contractual obligation and (ii) Spiral Strategies shall not be liable for damages caused by a slightly negligent breach of a nonmaterial contractual obligation.

13.2.2 The aforesaid limitation of liability shall not apply to any mandatory statutory liability, in particular, to liability under the German Product Liability Act, liability for assuming a specific guarantee, or liability for culpably caused personal injuries.

13.2.3 You are required to take all reasonable measures to avoid and reduce damages, in particular to make backup copies of the Software and your computer data subject to the provisions of this Agreement.

13.3 Prerelease Product Additional Terms. If the product you have received with this license is precommercial release or beta Software (“Prerelease Software”), then the following terms apply. To the extent that any provision in this Section is in conflict with any other term or condition in this Agreement, this Section shall supersede such other term(s) and condition(s) with respect to the Prerelease Software, but only to the extent necessary to resolve the conflict. You acknowledge that the Software is a prerelease version, does not represent the final product from Spiral Strategies, and may contain bugs, errors, and other problems that could cause system or other failures and data loss. Consequently, the Prerelease Software is provided to you “AS-IS,” and Spiral Strategies disclaims any warranty or liability obligations to you of any kind. WHERE LIABILITY CANNOT BE EXCLUDED FOR PRERELEASE SOFTWARE, BUT IT MAY BE LIMITED, SPIRAL STRATEGIES’ LIABILITY AND THAT OF ITS SUPPLIERS SHALL BE LIMITED TO THE SUM OF FIFTY DOLLARS (US$50) IN TOTAL. You acknowledge that Spiral Strategies has not promised or guaranteed to you that Prerelease Software will be announced or made available to anyone in the future, Spiral Strategies has no express or implied obligation to you to announce or introduce the Prerelease Software, and that Spiral Strategies may not introduce a product similar to or compatible with the Prerelease Software. Accordingly, you acknowledge that any research or development that you perform regarding the Prerelease Software or any product associated with the Prerelease Software is done entirely at your own risk. During the term of this Agreement, if requested by Spiral Strategies, you will provide feedback to Spiral Strategies regarding testing and use of the Prerelease Software, including error or bug reports. If you have been provided the Prerelease Software pursuant to a separate written agreement, such as the Spiral Strategies Systems Incorporated Serial Agreement for Unreleased Products, your use of the Software is also governed by such agreement. You agree that you may not and certify that you will not sublicense, lease, loan, rent, assign, or transfer the Prerelease Software. Upon receipt of a later unreleased version of the Prerelease Software or release by Spiral Strategies of a publicly released commercial version of the Software, whether as a standalone product or as part of a larger product, you agree to return or destroy all earlier Prerelease Software received from Spiral Strategies and to abide by the terms of the license agreement for any such later versions of the Prerelease Software. Notwithstanding anything in this Section to the contrary, if you are located outside the United States of America, you agree that you will return or destroy all unreleased versions of the Prerelease Software within thirty (30) days of the completion of your testing of the Software when such date is earlier than the date for Spiral Strategies’ first commercial shipment of the publicly released (commercial) Software.
If you have any questions regarding this Agreement or if you wish to request any information from Spiral Strategies, use the address and contact information included with this product to contact the Spiral Strategies office serving your jurisdiction.
SPIRAL STRATEGIES™ and the Spiral Strategies logo are the trademark of Spiral Strategies, LLP and are protected under U.S. and international law.

Copyright:
Crop2Size Copyright © 2006 by Spiral Strategies. All rights reserved.