Spike beta test download area

Please read this Non-Disclosure Agreement
before acessing the download area
(linked at the bottom of this page).

Non-Disclosure and Confidentiality Agreement
Concerning Knowledge of and Use of Software and Documentation.

This legal document is an Agreement between you, the "Recipient," and YAV, located at Brederodestraat 47, NL-2042 BB Zandvoort, The Netherlands, concerning your knowledge of and/or use of the associated software (the "Software") and Confidential Information (the "Information") included in this document and any associated documents (the "Documentation"), and/or any associated programs or data referred to in this document whether accompanying this document or transmitted to you after executing this document or discussion thereof pertaining to any of the products or activities referred to in this document.

By downloading this software you agree to abide by the terms of this non-disclosure and confidentiality agreement. If you do not agree to the terms of this agreement press promptly leave this area of cyberspace.

1. Permission to try Software and read Documentation. YAV hereby grants certain non-transferable permission for Recipient to try the Software and read the documentation subject to the terms and conditions provided below.

2. Storage of the Software and Documentation. Recipient agrees to use and store Software and Documentation in a secured area accessible to only those persons entitled to view the software.

3. Definition of Confidential Information. The term "Confidential Information" means all secret and confidential information relating to the development by YAV of the product Spike including its nature and existence, information relating to designs, research, development, functions, features, know-how, or third-party confidential information disclosed to Recipient by YAV. Confidential information also includes YAV's product, YAV's RAD Tools as it relates to the development of Spike.

4. Nondisclosure and Non-Use of Confidential Information. In consideration of being made privy to Confidential Information (the "Information") belonging to YAV, Recipient will not disclose, publish, or disseminate the Information to anyone other than those of its associates, officers, directors, employees and agents (each of such persons being herein referred to as an "Affiliate") with a demonstrable need to know who have binding, written, confidential obligations to Recipient that protect the Information and Software against unauthorized disclosure. Recipient further agrees, on behalf of itself and each of its of its Affiliates, that neither it nor any such Affiliate will transfer directly or indirectly, the Information, Documentation, and any accompanying Software, or any portion thereof, to any third party. Recipient further agrees not to reverse engineer, decompile, disassemble, or otherwise reduce any accompanying Software to a human-perceivable form, and Recipient will not modify, network, rent, lease, or loan the Software or Documentation in whole or part. Recipient further agrees to take reasonable precautions to prevent any unauthorized use, disclosure, publication, or dissemination of the Information and Software. Recipient also agrees not make copies of the Documentation or Software even if such copies are only for backup or archival purposes. Recipient further agrees, on behalf of itself and each Affiliate, that it will treat the Information as Confidential Information belonging entirely to YAV and will not use the Information for its own or any third party's benefit without the prior written approval of YAV.

5. No grant of rights. No right or license, express or implied, is granted hereunder by YAV in connection with the Information, Documentation, or Software. All rights to the Software, Documentation, Information, and intellectual property including all copyrights, patents, trademarks, service marks, or other proprietary rights relating thereto are and shall remain with YAV. You acknowledge that no rights, title, or interest in these items is granted under this Agreement.

6. No Warranty. This software is a prototype and as such may contain errors that could cause failures or loss of data and both Documentation and Software may be incomplete or contain inaccuracies. Recipient expressly acknowledges and agrees that use of the Software or prototype is at Recipient's sole risk. The Software and Information is provided "AS IS," and without any warrant, whether express or implied, as to their performance, accuracy, or completeness.

7. Equitable Relief. Recipient hereby acknowledges that unauthorized disclosure of the Information or use of the Software could cause irreparable harm and significant injury to YAV that may be difficult to ascertain. Accordingly, Recipient agrees that YAV will have the right to obtain immediate injunctive relief to enforce obligations under this Agreement in addition to any other rights and remedies he may have.

8. No Wavier or Assignment. No delay or failure to take action under this Agreement will constitute a waiver unless expressly waived in writing, signed by YAV, and no single waiver will constitute a continuing or subsequent waiver. This Agreement will bind Recipient's successors but may not be assigned, in whole or part, by Recipient without the written approval of YAV.

9. General. If any provision or part of any provision of this Agreement shall be held invalid or unenforceable, such part shall be ineffective without in any way affecting the remaining parts of such provision or the remaining provisions of this Agreement. The captions and paragraph headings herein are for convenience of reading alone and are not to be used or referred to in construing or interpreting this agreement.

10. Term and Termination. This agreement shall remain in effect until none of the Information described herein is a secret any longer or until YAV sends Recipient written notice releasing it from the obligations of this agreement, whichever occurs first. YAV may terminate this Agreement at any time, with or without cause, immediately upon written notice to Recipient. Following termination of this Agreement for any reason, the provisions of Sections 3 through 12 inclusive will continue to bind the parties.

11. Complete Understanding. This Agreement, including any Appendices made effective pursuant this Agreement, constitutes the entire agreement with respect to the Confidential Information disclosed herein and the Software and related materials included with this Agreement and supersedes all prior or contemporaneous oral or written agreements concerning the Confidential Information and Software.

12. Governing Law. This Agreement shall be construed in accordance with, and shall be governed by, the laws of the European Union as they apply to agreements entered into and to be performed entirely within the Netherlands between residents of the Netherlands. If any legal action arises relating to this agreement, the prevailing party shall be entitled to recover its court costs, expenses, and reasonable attorney's fees.

Take me to the online "Read Me" and Spike Download area. I accept the above agreement.

Please send bug reports to Bytehoven@yav.com.

Voice: +31-(0)23-5716282
Fax: +31-(0)23-5716282