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License Agreement (EULA)
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CAREFULLY READ THE FOLLOWING LICENSE AGREEMENT. BY OPENING THE PACKAGE OR CLICKING ON THE "I ACCEPT THE AGREEMENT" BUTTON, YOU ARE CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, CLICK THE "I DO NOT ACCEPT THE AGREEMENT" BUTTON, AND, IF APPLICABLE, IMMEDIATELY RETURN THIS PRODUCT AND ALL ASSOCIATED PACKAGING AND DOCUMENTATION TO WINGENUITY, INC. FOR A FULL REFUND.
This End User License Agreement ("Agreement") is a legally binding contract between the person or entity ("End User") using the Text Hawk Text Editor software ("Software") and Wingenuity, Inc. ("Licensor"). This Agreement governs your use of the Software and related explanatory written materials ("Documentation"). "Software" includes any upgrades, modified versions, updates, additions and copies of the Software. "You" and "your" means the person or entity that is being licensed to use the Software or Documentation. "We" and "us" means Wingenuity, Inc. Be sure that you carefully read and fully understand this Agreement. Wingenuity, Inc. is only willing to provide you with a license to the Software and Documentation on the condition that you accept all of the terms and conditions contained in this Agreement. Your use of the Software or Documentation will constitute your acceptance of, and agreement to be bound by, all the terms and conditions of this Agreement. The Software is "in use" on a computer when it is loaded into temporary memory (RAM) or installed into the permanent memory of a computer--for example, a hard disk, CD-ROM, DVD-ROM or other media or storage device. License Grant The Software and Documentation are provided to you for use only under the following terms. We reserve all rights not expressly granted to you in this Agreement. You own the media on which the Software is recorded, but we retain ownership of all copies of the Software itself. You assume sole responsibility for the installation, use and results obtained from use of the Software. We hereby grant you a limited, nonexclusive, nontransferable license to do only the following:
Things You May Not Do The Software and Documentation are protected by United States copyright laws and international treaties. You must treat the Software and Documentation like any other copyrighted material--for example a book. You may not:
Title We remain the owner of all right, title and interest in the Software and Documentation. Through your use of the Software, you acquire no ownership interest in the Software or any component of the Software. No right, title or interest in or to any trademark, service mark, logo or trade name of ours is granted to you under this Agreement. We are the owner of the copyright for the Software and we reserve all rights related to such ownership, including the right to duplicate and sell the Software. Limited Warranty We warrant that for a period of thirty (30) days after delivery of this copy of the Software to you:
To the extent permitted by applicable law, THE FOREGOING LIMITED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, AND WE DISCLAIM ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS, INCLUDING ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, regardless of whether we know or had reason to know of your particular needs. No employee, agent, affiliate, dealer or distributor of ours is authorized to extend or modify this limited warranty, nor to make any additional warranties. The above warranty does not cover any Software that has been altered or changed in any way by anyone other than us. We are not responsible for problems associated with or caused by incompatible operating systems or equipment, or for problems in the interaction of the Software with software not furnished by us. We do not warrant or promise that the Software is free from bugs or errors, nor do we make any other promises about the performance, suitability, accuracy, or reliability of the Software, or its ability to meet your requirements. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. Limited Remedy Our entire liability and your exclusive remedy shall be:
IN NO EVENT WILL LICENSOR OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES OR SUBSIDIARIES BE LIABLE TO YOU THE END USER, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR IN TORT, INCLUDING NEGLIGENCE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOST DATA, LOST PROFITS OR BUSINESS, LOST SAVINGS, BUSINESS INTERRUPTION, LOSS OF USE, OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM THE USE OF OR THE INABILITY TO USE THE SOFTWARE, OR FOR ANY CLAIM OR DEMAND AGAINST YOU BY ANY OTHER PARTY, EVEN IF LICENSOR, OR THEIR AFFILIATES OR SUBSIDIARIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. You agree that we, and our respective subsidiaries and affiliates will not at any time have any additional liability for any claim, cause of action or injury that you or any other person may have as a result of: (1) your incorrect usage of the Software or any documents generated by the Software; (2) connection or toll charges for using the Software or obtaining updates for the Software; or (3) any fees, costs or expenses arising out of troubleshooting or technical support for the Software. You agree that the essential purposes of this Agreement can be fulfilled even with these limitations on liabilities. You acknowledge that we would not be able to offer the Software on an economical basis without these limitations. Protection and Security You agree to use your best efforts and to take all reasonable steps to safeguard the Software to ensure that no unauthorized person or entity shall have access thereto and that no unauthorized copy, publication, disclosure or distribution in whole or in part, in any form, shall be made. You acknowledge that the Software contains valuable confidential information and trade secrets and that unauthorized use and/or copying is harmful to us. Term and Termination This license agreement takes effect upon your use of the software and remains effective until terminated. This Agreement will automatically terminate without notice from us if you fail to comply with any of its provisions. You may terminate it at any time by destroying all copies of the Software and Documentation in your possession. You agree on termination of this license to either return to us or destroy all copies of the Software and Documentation in your possession. Confidentiality The Software contains trade secrets and proprietary knowledge that belong to us and it is being made available to you in strict confidence. ANY USE OR DISCLOSURE OF THE SOFTWARE, OR OF ITS ALGORITHMS, PROTOCOLS OR INTERFACES, OTHER THAN IN STRICT ACCORDANCE WITH THIS LICENSE AGREEMENT, MAY BE ACTIONABLE AS A VIOLATION OF OUR TRADE SECRET RIGHTS. Severability If any provision of this Agreement is determined to be illegal or unenforceable, such provision shall be automatically reformed and construed so as to be valid, operative and enforceable to the maximum extent permitted by law or equity while preserving its original intent. The invalidity of any part of this Agreement shall not render the remainder of this Agreement invalid. Entire Agreement This Agreement constitutes the entire and exclusive agreement between you and us concerning the Software and Documentation, and all prior communications, proposals, agreements, representations, statements and undertakings, either oral or written, are hereby expressly canceled and superseded. No representations or statements of any kind made by any of our representatives, affiliates or subsidiaries, which are not included in this agreement, shall be binding on us. Governing Law; Forum This Agreement shall be governed by the laws of the State of Michigan, without regard to conflicts of law provisions. The exclusive jurisdiction of any dispute arising out of, or relating to, this Agreement or any dispute arising out of, or relating to, the Software or Documentation or services provided in connection therewith shall be in the courts located in the county of Cass, State of Michigan. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable to any extent under applicable law, that provision will be enforced to the maximum extent permissible and the remaining provisions of this Agreement will remain in full force and effect. Waiver No waiver of any provision or condition herein shall be valid unless in writing and signed by you and one of our authorized representatives. Our failure to insist upon or enforce strict performance of any provision of this Agreement or any right shall not be construed as a waiver of any such provision or right. Export Provisions 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. Acknowledgment BY USING THIS SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS CONTAINED HEREIN.
Copyright © 1999-2006 Wingenuity, Inc. All Rights Reserved. | |||||||||||||||||||||||||||||||||||||||
