LICENCE AGREEMENT FOR THE IONCUBE PHP LOADER AND USE OF IONCUBE ENCODED FILES



YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS BEFORE USING THE

LOADER SOFTWARE. THE INSTALLATION AND/OR USE OR COPYING OF THE IONCUBE PHP

LOADER SOFTWARE INDICATES YOUR ACCEPTANCE OF THIS LICENCE AGREEMENT.  IF YOU

DO NOT ACCEPT THE TERMS OF THIS LICENCE AGREEMENT, THEN DO NOT INSTALL, COPY

AND/OR USE THE LOADER SOFTWARE.



DEFINITIONS



The following definitions shall apply in this document:



LOADER shall mean the ionCube PHP Loader software package or collection 

of Loaders, including any modifications or upgrades to the software, used for

executing PHP scripts previously encoded with the ionCube PHP Encoder

software to render them non-humanly readable, and any associated

documentation or electronic or online materials relating to the software.



ENCODER shall mean any ionCube PHP Encoder software or service used for the

purpose of producing non-humanly readable encoded files from PHP scripts.



ENCODED FILE shall mean a non-humanly readable file produced by the 

Encoder and being derived from humanly readable PHP script source.



PROVIDER shall mean ionCube Ltd. 



USER/YOU shall mean any entity who has downloaded or obtained through any

other means a version of the Loader software.





1 LICENSE ENTITLEMENT 



1.1 The Loader is provided without charge.  Title to the Loader does not pass

to the user in any circumstances.  The Loader is supplied as object code.



1.2 The provider grants a personal, non-transferable, non-exclusive licence to

use the Loader in accordance with the terms and conditions of this Licence

Agreement.



1.3 The installation or downloading and use of the Loader entitles the user

to install and use the Loader for its own internal lawful purposes.





2 DISTRIBUTION 



2.1 The Loader may be freely distributed to third parties alone or as 

part of a distribution containing other items provided that this license

is also included. 



2.2 The Loader may under no circumstances be branded as another product, 

whether distributed or not. 



2.3 Distribution as part of a commercial product is permitted provided such

distribution is in accordance with clauses 2.1 and 2.2 with respect to the 

Loader.





3 ANALYSIS / REVERSE ENGINEERING / MODIFICATION 



Except insofar as the user is permitted to do so in accordance with applicable

law:



3.1 Any analysis of the Loader and embedded data by any means and by

any entity whether human or otherwise and including but without limitation to

discover details of internal operation, to reverse engineer, to de-compile

object code, or to modify for the purposes of modifying behaviour is

forbidden.



3.2 Any analysis of encoded files by any means and by any entity whether human

or otherwise and including but without limitation to discover details of file

format or for the purposes of modifying behaviour or scope of their usage is

forbidden.





4 WARRANTY



THE LOADER SOFTWARE IS PROVIDED "AS IS" AND ANY EXPRESSED OR IMPLIED 

WARRANTIES INCLUDING BUT WITHOUT LIMITATION THE IMPLIED WARRANTIES

OF MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE ARE

DISCLAIMED. THE PROVIDER DOES NOT WARRANT THAT THE LOADER IS UNINTERRUPTED

OR ERROR FREE, NOR THAT THE OPERATION OF THE LOADER WILL FUNCTION IN

CONJUNCTION WITH ANY OTHER PRODUCT.  





5 LIMITATION OF LIABILITY 



5.1 IN NO EVENT WILL THE PROVIDER OF THE LOADER BE LIABLE TO THE USER OR ANY

PARTY FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR OTHER

CONSEQUENTIAL DAMAGES ARISING DIRECTLY OR INDIRECTLY FROM THIS LICENCE

AGREEMENT OR ANY USE OF THE LOADER OR ENCODED FILES, EVEN IF THE PROVIDER IS

EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.



5.2 THE LOADER IS PROVIDED ON AN "AS IS" BASIS.  THE PROVIDER EXCLUDES ALL

WARRANTIES, CONDITIONS, TERMS, UNDERTAKINGS AND REPRESENTATIONS (EXCLUDING

FRAUDULENT MISREPRESENTATION) OF ANY KIND, EXPRESS OR IMPLIED, STATUTORY OR

OTHERWISE IN CONNECTION WITH THE LOADER TO THE FULLEST EXTENT PERMITTED BY

LAW.



5.3 DOWNLOADING THE LOADER IS AT YOUR OWN RISK AND THE PROVIDER DOES NOT

ACCEPT LIABILITY FOR ANY DIRECT OR INDIRECT LOSS OR DAMAGE HOWSOEVER CAUSED AS

A RESULT OF ANY COMPUTER VIRUSES, BUGS, TROJAN HORSES, WORMS, SOFTWARE BOMBS

OR OTHER SIMILAR PROGRAMS ARISING FROM YOUR USE OF THE LOADER.  WHILST THE

PROVIDER WILL DO ITS BEST TO ENSURE THAT THE LOADER IS FREE FROM SUCH

DESTRUCTIVE PROGRAMS, IT IS YOUR RESPONSIBILITY TO TAKE REASONABLE PRECAUTIONS

TO SCAN FOR SUCH DESTRUCTIVE PROGRAMS DOWNLOADED FROM THE INTERNET.



5.4 THE PROVIDER'S MAXIMUM LIABILITY FOR ANY LOSS OR DAMAGE ARISING FROM THIS

LICENCE AGREEMENT SHALL IN ANY EVENT BE LIMITED IN THE SOLE DISCRETION OF THE

PROVIDER TO THE REPLACEMENT OF THE LOADER PRODUCT.



5.5 DUE TO THE NATURE OF THE INTERNET, THE PROVIDER CANNOT GUARANTEE THAT ANY

E-MAILS OR OTHER ELECTRONIC TRANSMISSIONS WILL BE SENT TO YOU OR RECEIVED BY

THE PROVIDER OR THAT THE CONTENT OF SUCH TRANSMISSIONS WILL BE SECURE DURING

TRANSMISSION.





6 BUG FIXING AND PRODUCT SUPPORT 



6.1 The provider will use reasonable endeavours to provide support to users.

The provider will at their discretion only provide support for the latest

release and for up to two prior versions of the Loader.



6.2 Support comprises of fault reporting via e-mail and fault diagnosis,

recommendations on workaround, and where reasonably possible a timely

resolution.



6.3 The user accepts that on occasion the ability of the provider to meet

anticipated or published support schedules may be impaired due to, but without

limitation, Internet service provider failures or software failures that

affect the ability to communicate for an indeterminate period.



6.4 The provider reserves the right to refuse to provide support at any time.



6.5 The provider wishes to maintain and offer a product of the highest

possible quality, and accordingly may from time to time and at its discretion

make product changes for the purpose of correcting behaviour in variance to

the published specification or the user's reasonable expectations. 





7 PRODUCT UPGRADES



7.1 The provider may from time to time release product upgrades. These will

be provided free of charge and attempts made to provide a timely notification

to customers of the existence of any new release.





8 ERRORS AND OMISSIONS



Whilst reasonable endeavours are made to ensure the accuracy of documentation

concerning the details of the Loader, the user accepts the possibility of

inaccuracies in information presented in any format, including email

communications and online services. The provider shall under no circumstances

be liable for any events that arise as a result of unintentional inaccuracies

or omissions.





9 USER INDEMNITY



You agree to fully indemnify, defend and hold the provider harmless

immediately upon demand from and against all actions, liability, claims,

losses, damages, costs and expenses (including legal/attorney fees) incurred

by the provider arising directly or indirectly as a result of your breach of

this Licence Agreement.





10 INTELLECTUAL PROPERTY RIGHTS



10.1 The user acknowledges that the Loader and associated documentation and

materials contain proprietary information of the provider and are and shall

remain the exclusive property of the provider and/or its licensors and all

title, copyright, trade marks, trade names, patents and other intellectual

property rights therein of whatever nature shall remain the sole property of

the provider and/or its licensors.



10.2 No title to or rights of ownership, copyright or other intellectual

property in the Loader is transferred to the user (other than the licence

rights expressly granted in this Licence Agreement).





11 TERMINATION



11.1 The provider reserves the right to terminate this Licence Agreement

immediately by notice in writing against the user if the user is in breach of

any terms and conditions of this Licence Agreement.



11.2 Termination of this Licence Agreement for any reason shall be without

prejudice to any other rights or remedies of the provider which may have

arisen on or before the date of termination under this Licence Agreement or in

law.



11.3 The provisions of the following clauses shall survive any termination of

this agreement; clause 3, 5, 10 and 13.





12 GENERAL



12.1 The provider reserves the right to transfer or assign all or any of its

rights and duties and responsibilities set out in this Licence Agreement to

another party.



12.2 Headings have been included for convenience only and will not be used in

construing any provision of this Licence Agreement.



12.3 No delay or failure by the provider to exercise any powers, rights or

remedies under this Licence Agreement will operate as a waiver of them nor

will any single or partial exercise of any such powers, rights or remedies

include any other or further exercise of them.



12.4 If any part of this Licence Agreement is found by a court of competent

jurisdiction or other competent authority to be invalid, unlawful or

unenforceable then such part shall be severed from the remainder of this

Licence Agreement which will continue to be valid and enforceable to the

fullest extent permitted by applicable law.



12.5 This Licence Agreement including the documents or other sources referred

to herein supersede all prior representations, understandings and agreements

between the user and the provider relating to the Loader and sets forth the

entire agreement and understanding between the user and the provider relating

to the Loader.



12.6 Nothing in this Licence Agreement shall be deemed to constitute a

partnership between you and the provider nor constitute either party being an

agent of the other party.



12.7 This Agreement does not create any rights or benefits enforceable by any

person not a party to it (within the meaning of the U.K.Contracts (Rights of

Third Parties) Act 1999) except that a person who under clause 12.1 is a

permitted successor or assignee of the rights or benefits of the provider may

enforce such rights or benefits.





13 GOVERNING LAW AND JURISDICTION



This License Agreement and any issues relating thereto shall be construed and

interpreted in accordance with the laws of England and subject to the

exclusive jurisdiction of the English courts.



Copyright (c) 2002-2010 ionCube Ltd.                  Last revised 11-Jul-2009

