TERMS OF USE

For the use of Cybelius Software, ("Cybelius") online services

1. ACCEPTANCE OF TERMS
   

   Cybelius maintains this web site (the "Site"). All information, documents, files, text, graphics, software and products (collectively the "Materials") and all services (collectively the "Services") are provided by Cybelius and third parties through the Site available for your use subject to these terms and conditions set forth in this document and any changes to this document that Cybelius may publish from time to time (collectively "Terms of Use").

   By accessing or using this Site in any way, including, without limitation, the use of any of the Services, downloading any Materials, or merely browsing the Site, you agree and are bound by the Terms of Use. If you do not agree to the following terms, please notice that you are not allowed to use the Site.

   Cybelius reserves the right to change the Terms of Use and other guidelines or rules posted on the Site from time to time at its sole discretion. Your use of the Site, or any Materials or Services accessible through it, constitutes your acceptance of the changes. Your use of the Site will be subject to the most current version of the Terms of Use, rules, and guidelines posted on the Site at the time of such use. You should from time to time check the "Terms of Use" link on the Site's home page to view the then-current terms.

   1.1. Definition of terms

   Cybelius Maestro™ Sample

   An example component or project describing how Cybelius Maestro™ products can be used to solve a specific task or problem.

   Cybelius Maestro™ Component

   An entity that encapsulates some specific feature, part, or any other building block used in Cybelius Maestro™ to a reusable componentized form. Cybelius Maestro™ Components are used to build Maestro simulations or extensions to Cybelius Maestro™ products.

   Cybelius Maestro™ Plug-In Tool

   A software tool that supports some specific design task or design phase, and that is attached to some of the Cybelius Maestro™ products to extend their functionalities. Cybelius Maestro™ Plug-In Tool is not usually functional as an independent tool without services provided by other Cybelius Maestro™ Plug-Ins and Maestro Tool Platform.

   Cybelius Portal

   A web site offering support and services for Cybelius Maestro™ products.

   Discussion Forum

   A discussion board for Maestro product-related issues.

   Download center

   A Cybelius portal service for downloading Maestro products and other material.

   Guest

   A portal User that has access to basic restricted services of the portal.

   Portal Registration Key

   A unique character set provided by Cybelius to customers buying Maestro products. It is used to grant access to the Product User access level.

   Portal User 

   An individual registered to Cybelius Portal. The user can have different access rights to the portal services. 

   Product User 

   A portal User that has licensed Maestro products and has Portal Registration Key. Product Users have access to services provided to Maestro product licensors. 

   User Account 

   An account holding the information of the user of Cybelius Portal. 

   User

   An individual registered to Cybelius Portal. The user can have different access rights to portal services.

   1.2. Type of users

   Cybelius reserves the right to limit and choose the Users allowed to use all or a part of the Materials and the Services on this Site. For example, certain activities, such as accessing Cybelius Maestro™ samples or inputting to the Maestro discussion forum, are available only to licensees of Cybelius Maestro™ Builder. Persons other than representatives of companies, universities, state departments, associations or other legal persons should contact Cybelius if they wish to use the Materials and Services provided on this Site. 

2. INTELLECTUAL PROPERTY RIGHTS
   
   The Materials and Services on this Site are protected by copyright, trademark, patent, and/or other intellectual property laws, and any unauthorized use of the Materials or Services at this Site may violate such laws and the Terms of Use. Except as expressly provided herein, Cybelius and its licensors do not grant any express or implied rights to use the Materials and Services. You agree not to copy, frame, download, transmit, modify, rent, lease, loan, sell, assign, distribute, license, sublicense, reverse engineer, or create derivative works based on the Site, its Materials, or its Services, except as expressly authorized herein.
   
   
3. USE OF SERVICES
   
   When using the Services on this Site that are offered by Cybelius, you shall be subject to any posted guidelines, rules, or licenses applicable to such Services and to the Terms of Use. Such guidelines, rules, or licenses may contain terms and conditions in addition to those in the Terms of Use.
   
   In addition to the Materials and Services offered by Cybelius, this Site also may make available materials, information, and services provided by third parties (the "Third-Party Material"). The Third-Party Material may be governed by separate license agreements that accompany such services. Cybelius offers no guarantees and assumes no responsibility or liability of any type with respect to the Third-Party Material, including any liability resulting from incompatibility between the Third-Party Material and the Materials and Services offered by Cybelius. You agree that you will not hold Cybelius responsible or liable with respect to the Third-Party Material or seek to do so.
   
   3.1. Use of materials of the discussion forum
   
   Portal Users registered to use the Discussion Forum services may use any ideas, know-how, concepts or techniques in any manner that has been agreed upon by the Portal User providing such content. It is in your sole responsibility to discuss with others in your discussion forum and determine what limitations, if any, are placed on your use of the ideas, etc. distributed within your forum. You also acknowledge that Cybelius has no liability of any kind of any idea, know-how, concept or technique informed or advised by a Portal User.
   
   
4. USE OF SOFTWARE
   
   The software and accompanying documentation that is made available to download from this Site are the copyrighted and/or patented work of Cybelius and/or its licensors. The use of the software is governed by the terms of the license agreement that accompanies or is included with such software. Absent the license agreement that accompanies the software, the use of the software will be governed by the Terms of Use. You agree that you will not decompile, reverse engineer, or otherwise attempt to discover the source code of the software available on the Site. 
   
   
5. TRADEMARK INFORMATION
   
   The trademarks, logos, and service marks ("Marks") displayed on this Site are the property of Cybelius or other third parties. You are not permitted to use the Marks without a prior written consent of Cybelius or such third party that may own the Marks.
   
   
6. LICENSE TO CYBELIUS FOR PORTAL USER CONTENT 
   
   Certain Services offered through this Site accommodate or require Portal User content. Depending upon the nature of the Service, by submitting Portal User content to this Site, you grant Cybelius one of the following types of licenses: 
   
   6.1. For User content that is the result of your creative efforts and intended to be displayed on the Site, such as examples of work you have done using Cybelius software, you grant Cybelius a worldwide, royalty-free, non-exclusive license to modify (for purposes of formatting, maintenance, or Site administration only) and reproduce such User content. You also grant Cybelius the right to distribute and publicly display and perform such User content for the purpose for which such User content was submitted to the Site. This license will be in effect until such User content is removed from the Site.
   
    
   6.2. For User content such as comments to the Cybelius Maestro™ software, bug reports, piracy reports, product suggestions, or any other information that you may submit or present in the Discussion Forum or elsewhere on the Site, you grant Cybelius and the Portal Users an unrestricted, worldwide, irrevocable license to use, reproduce, display, perform, modify, transmit, and distribute such User content, and you also agree that Cybelius is free to use any ideas, concepts, know-how, or techniques that you send us for any purpose without any compensation to you. However, we will not release your name or otherwise publicize the fact that you submitted such User content to us unless: (a) you grant us permission to do so; (b) we first notify you that the User content you submit to a particular part of the Site will be published or otherwise used with your name on it; (c) we have a good faith belief that we are required to do so by law and/or in response to a subpoena or court order; or (d) we believe it necessary in order to protect the rights of Cybelius or others.
   
   
   
7. USER CONDUCT ON THE SITE
   
   In using the Site, including all Services and Materials available through it, you agree: 
   
   7.1. not to disrupt or interfere with any other Portal User's enjoyment of the Site or affiliated or linked sites; 
   7.2. not to upload, post, or otherwise transmit through the Site any viruses or other harmful, disruptive, or destructive files; 
   7.3. not to create a false identity; 
   7.4. not to use or attempt to use another's account, password, service, or system without authorization from Cybelius; 
   7.5. not to access or attempt to access any part of the Site which you are not authorized to access; 
   7.6. not to disrupt or interfere with the security of, or otherwise cause harm to, the Site, or any Services, Materials, system resources, accounts, passwords, servers, or networks connected to or accessible through the Site or any affiliated or linked sites.
   
   
8. MANAGING CONTENT AND COMMUNICATIONS
   
   Cybelius reserves the right, in its sole discretion, to delete or remove User content from the Site and to restrict, suspend, or terminate your access to all or part of this Site, at any time if we have cause to do so (including, without limitation, our good faith belief that you have violated the Terms of Use) without prior notice or liability. In addition, Cybelius reserves the right to delete or remove any content by Users if Cybelius has a good faith belief that the user posting the content has violated these Terms of Use, or any law or regulation, or that such deletion or removal is necessary to comply with the law or to protect the rights of Cybelius or others.
   
   Cybelius may, but is not obligated to, monitor or review (a) any areas on the Site where Users transmit or post content, including but not limited to areas where Services are available, or the Discussion Forum or other User forums; and (b) the substance of any User content.
   
   To the maximum extent permitted by law, Cybelius will have no liability related to User content arising under the laws of copyright, libel, privacy, obscenity, or otherwise. Cybelius also disclaims all liability with respect to the misuse, loss, modification, or unavailability of any User content.
   
   
9. NOTICE AND TAKEDOWN PROCEDURE 
   
   Cybelius will, in appropriate circumstances, terminate the accounts and passwords of Users who infringe the intellectual property rights of others. 
   
   If you believe that your work or works has been used or copied in a way that constitutes a copyright infringement and such an infringement is occurring on this Site, please provide Cybelius's Copyright Agent a written or an electronic notice ("Notice") which cannot be unilaterally amended but can be copied or saved by the Copyright Agent, containing the following elements:
   1. your name and contact information;
   2. a description and individualizing of the work or works that you claim infringing and identification of what material in such work(s) is claimed to be infringing and which you request to be removed or access to which is to be disabled, and the location of such work(s) on the Site;
   3. an undertaking by you that you have a good faith belief that the use of the material identified in your Notice in the manner complained of is not authorized by the copyright owner, its agent or the law;
   4. information that you have presented a remove demand to the provider of the infringing work(s), or that you have not been able to identify the provider;
   5. an undertaking by you that you are the copyright owner or authorized to act on the copyright holders behalf;
   6. your (electronic) signature.
   
   If the Notice does not fulfill the above listed demands, it is ineffective.
   
   When an effective Notice is left to Cybelius's Copyright Agent, Cybelius will disable access to such work(s) immediately. Cybelius informs the provider of the infringing work(s) by sending a report of takedown ("Report"). A copy of the Report is sent to the person filing the Notice. 
   
   Portal Users accept that any content may and will be taken down when the Notice is sent to Cybelius. 
   
   Any person providing false information in connection with the NOTICE AND TAKEDOWN PROCEDURE is in full responsibility of any and all damages and costs that may arise because of or in connection with the false information.
   
   Cybelius's Copyright Agent for the Notice of copyright infringement and Answers for such can be reached as follows:
   
   Copyright Agent
   Cybelius Software
   Tietotie 2, 
   FIN-90460 Oulunsalo
   Finland
   
   By e-mail: copyright@cybelius.com
   By fax: +358 (0)8 555 8199 
   
   
10. WARRANTIES AND DISCLAIMERS
    
    EXCEPT AS EXPRESSLY PROVIDED OTHERWISE IN A WRITTEN AGREEMENT BETWEEN YOU AND CYBELIUS OR YOU AND A THIRD PARTY WITH RESPECT TO SUCH PARTY'S MATERIALS OR SERVICES, THIS SITE, AND ALL MATERIALS AND SERVICES ACCESSIBLE THROUGH THIS SITE, ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, CYBELIUS MAKES NO WARRANTY THAT (a) THE SERVICES AND MATERIALS WILL MEET YOUR REQUIREMENTS; (b) THE SERVICES AND MATERIALS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (c) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR MATERIALS WILL BE EFFECTIVE, ACCURATE, OR RELIABLE; (d) THE QUALITY OF ANY PRODUCTS, SERVICES, OR MATERIALS PURCHASED OR ACCESSIBLE BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS; AND (e) ANY ERRORS IN THE SOFTWARE OBTAINED FROM OR USED THROUGH THE SITE, OR ANY DEFECTS ON THE SITE, ITS SERVICES, OR MATERIALS, WILL BE CORRECTED.
    
    THIS SITE COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES, OR TYPOGRAPHICAL ERRORS. CYBELIUS MAY MAKE CHANGES TO THE MATERIALS AND SERVICES ON THIS SITE, INCLUDING THE PRICES AND DESCRIPTIONS OF ANY PRODUCTS LISTED HEREIN, AT ANY TIME WITHOUT NOTICE. THE MATERIALS OR SERVICES ON THIS SITE MAY BE OUT OF DATE, AND CYBELIUS MAKES NO COMMITMENT TO UPDATE SUCH MATERIALS OR SERVICES.
    
    YOU UNDERSTAND AND ACKNOWLEDGE THAT (a) CYBELIUS DOES NOT CONTROL, ENDORSE, OR ACCEPT RESPONSIBILITY FOR ANY CONTENT, PRODUCTS, OR SERVICES OFFERED BY THIRD PARTIES THROUGH THE SITE, INCLUDING, WITHOUT LIMITATION, THIRD-PARTY MATERIAL PROVIDERS AND THIRD PARTIES ACCESSIBLE THROUGH LINKS ON THE SITE; (b) CYBELIUS MAKES NO REPRESENTATION OR WARRANTIES WHATSOEVER ABOUT ANY SUCH THIRD PARTIES, THEIR CONTENT, PRODUCTS, OR SERVICES; (c) ANY DEALINGS YOU MAY HAVE WITH SUCH THIRD PARTIES ARE AT YOUR OWN RISK; AND (d) CYBELIUS SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY CONTENT, PRODUCTS, OR SERVICES OFFERED BY THIRD PARTIES.
    
    THE USE OF THE SERVICES OR THE DOWNLOADING OR OTHER USE OF ANY MATERIALS THROUGH THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM SUCH ACTIVITIES. CYBELIUS ASSUMES NO LIABILITY FOR ANY COMPUTER VIRUS OR OTHER SIMILAR SOFTWARE CODE THAT IS DOWNLOADED TO YOUR COMPUTER FROM THE SITE OR IN CONNECTION WITH ANY SERVICES OR MATERIALS OFFERED THROUGH THE SITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CYBELIUS OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF USE.
    
    
11. LIMITATION OF LIABILITY
    
    IN NO EVENT, INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, SHALL CYBELIUS, ITS SUBSIDIARIES, AFFILIATES, AGENTS, OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, LICENSORS OR SUPPLIERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT CYBELIUS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR THE INABILITY TO USE THIS SITE, ITS SERVICES, OR MATERIALS, THE STATEMENTS OR ACTIONS OF ANY THIRD PARTY ON OR THROUGH THE SITE, ANY DEALINGS WITH THIRD PARTY MATERIAL PROVIDERS OR OTHER THIRD PARTIES, ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY INFORMATION THAT IS SENT OR RECEIVED OR NOT SENT OR RECEIVED, ANY FAILURE TO STORE OR LOSS OF DATA, FILES, OR OTHER CONTENT, ANY SERVICES AVAILABLE THROUGH THE SITE THAT ARE DELAYED OR INTERRUPTED, OR ANY WEB SITE REFERENCED OR LINKED TO FROM THIS SITE.
    
    
12. INDEMNITY
    
    You agree to indemnify and hold Cybelius, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of content you submit, post to, or transmit through the Site, your use of the Site, your connection to the Site, your violation of the Terms of Use, or your violation of any rights of another person or entity.
    
    
13. PERSONAL DATA AND PRIVACY
    
    Your personal data will be deemed to be confidential and to learn about how Cybelius protects your personal data, such as your name and address, check Cybelius Privacy Policy. Certain types of User content, any non-personal data or material sent to Cybelius will generally be deemed to NOT be confidential. You understand and agree that we may disclose information about you if we have a good faith belief that we are required to do so by law or legal process, to respond to claims, or to protect the rights, property, or safety of Cybelius or others, or as stated in our Privacy Policy.
    
    
14. GOVERNING LAW AND JURISDICTION
    
    These Terms of Use and their terms and conditions shall be governed exclusively by and construed according to the laws of Finland. The parties agree that the United Nations Convention on Agreements for the International Sale of Goods shall not apply to these Terms of Use or the transactions contemplated hereby. The official text of the Terms of Use or any notices given or accounts or statements required hereby shall be in English. 
    
    Any dispute or controversy or claim arising out of or relating to these Terms of Use involving Cybelius and you, shall be resolved by final and binding arbitration in accordance with the Arbitration Rules of the Finnish Central Chamber of Commerce by one (1) arbitrator appointed according to the aforementioned rules. The arbitration shall be conducted in Oulu, Finland in the Finnish language. This agreement is governed by the Finnish law. 
    
    
15. GENERAL 
    
    The Terms of Use and other rules, guidelines, licenses, and disclaimers posted on the Site constitute the entire agreement between Cybelius and you with respect to your use of the Site. If for any reason a court of competent jurisdiction finds any provision of the Terms of Use, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties as reflected by that provision, and the remainder of the Terms of Use shall continue in full force and effect. Any failure by Cybelius to enforce or exercise any provision of the Terms of Use or related right shall not constitute a waiver of that right or provision. The section titles used in the Terms of Use are purely for convenience and carry with them no legal or contractual effect.