End User Software License Agreement
PRIOR
TO USING THIS SOFTWARE YOU MUST AGREE TO THE TERMS AND CONDITIONS OF THIS
LICENSE.
READ
THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS SOFTWARE. USING THIS SOFTWARE INDICATES YOUR ACCEPTANCE OF THESE
TERMS AND CONDITIONS.
1.
License
1.1. In this license agreement
(License Agreement), you, the purchaser of the license rights granted by this
Agreement, are referred to as "Licensee" or "You." In
accordance with the terms and conditions of this License Agreement, Bryxen Software, Inc. (Licensor) grants Licensee the
nonexclusive license to use the accompanying software (Software) and
documentation (Documentation) only in the country where acquired from your
supplier (Supplier). In this License Agreement, the Software and Documentation
and any copies or modifications are referred to as the "Licensed
Product."
1.2. All rights to and in the
Licensed Product, including, but not limited to, copyrights and trade secret
rights, belong to Licensor and Licensor holds title to each copy of the
Software. The Software shall only be used on a single computer at one time.
Licensee shall not transfer or distribute the Licensed Product to others, and
this Agreement shall automatically terminate in the event of such a transfer or
distribution. Licensee shall not copy or modify the Licensed Product, except
that Licensee may copy the Software for the sole purpose of backup as long as
all copyright and other notices are reproduced and included on the backup copy.
1.3 Licensee’s account and any passwords
used for licensee’s site are for
your own individual use only. You are
prohibited from sharing your passwords or use of your account with anyone,
including but not limited to using your account to benefit third parties that
are not members or Licensees of the software program. Company will be entitled to monitor
your password and account. Company reserves the right to terminate your
account, for any cause Company deems is
detrimental to Company’s interests,
and to disable
and deactivate the program remotely, without notice to you. Company shall be the
sole judge of what cause is sufficient to terminate your account. No refunds will be given for any accounts so
terminated.
You will be responsible for the security of your password (if
any). Company will be entitled to monitor your password and, at
its discretion, require you to change it. If you use a password that Company
considers insecure, Company will be entitled to require the password to
be changed and/or terminate your account.
You are prohibited from using any services or facilities provided in
connection with this site to compromise security or tamper with system
resources and/or accounts. The use or distribution of tools designed for
compromising security (e.g., password guessing programs, cracking tools or
network probing tools) is strictly prohibited. If you become involved in any
violation of system security, Company reserves the right to release your
details to system administrators at other sites in order to assist them in
resolving security incidents. Company reserves the right to
investigate suspected violations of these Terms of Use.
2.
Term
This
License Agreement is effective until terminated. Licensee may terminate this
License Agreement by promptly returning the Licensed Product to Licensor.
Licensor may terminate this License Agreement if Licensee breaches any of the
terms and conditions. Upon termination of this License Agreement for any
reason, Licensee shall return the Licensed Product to Licensor. All provisions
of this Agreement relating to disclaimers of warranties, limitation of
liability, remedies, or damages, and Licensor's proprietary rights shall
survive termination.
3. Software
Code
Licensee
shall not reverse compile or otherwise reverse engineer the Software.
4.
Limited Warranty and Software Use
4.1. Licensor does not warrant that
the functions contained in the Licensed Product will meet Licensee's
requirements or that the operation of the Software will be uninterrupted or
error free. Licensor does warrant that the media on which the Software is
furnished will be free from defects in materials and workmanship under normal
use for a period of thirty (30) days from the date of delivery (Warranty
Period). Any other software and any hardware furnished with or accompanying the
Software is not warranted by Licensor. Licensee's exclusive remedy under this
limited warranty is the replacement of any defective physical media on which
the Software is furnished, as provided below. To receive a replacement for
defective media under this limited warranty, return the defective media to
Supplier during the Warranty Period, with proof of payment.
4.2. EXCEPT AS PROVIDED ABOVE, THE
LICENSED PRODUCT IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND,
EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND THE
ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE LICENSED PRODUCT IS WITH
LICENSEE.
THE
FUNCTIONALITY OF THIS SOFTWARE IS BASED IN PART ON PERMISSIONS OR USE OF THIRD
PARTY COMPANIES AND PROGRAMS. YOU, THE END USER, UNDERSTAND AND AGREE THAT IN
THE EVENT THOSE COMPANIES OR PROGRAMS CEASE OPERATIONS, WITHDRAW PERMISSIONS,
PROHIBIT USE OF THIS SOFTWARE OR CHANGE THEIR PROGRAMS, THAT THIS SOFTWARE MAY
NO LONGER FUNCTION AS ORIGINALLY INTENDED, DESIGNED OR MARKETED. YOU FURTHER
UNDERSTAND AND AGREE THAT THOSE CIRCUMSTANCES ARE BEYOND OUR COMPANY'S CONTROL
AND OUR COMPANY WILL NOT BE HELD RESPONSIBLE. YOU FURTHER UNDERSTAND AND AGREE
SUCH UNFORSEEN EVENTS WILL NOT BE THE BASIS FOR ANY REFUNDS. IF YOU DO NOT
AGREE DO NOT USE THIS SOFTWARE.
USER
AND LICENSEE UNDERSTAND AND ACKNOWLEDGE, THAT THEIR USE OF THE LICENSED SOFTWARE, AMONG OTHER FUNCTIONS, ADDS
TWO (2) NEW GOOGLE LISTINGS TO THE NUMBER ONE (1) AND NUMBER TWO (2) SEARCH
ENGINE POSITIONS, IN THE FORM OF AFFILIATE LINKS. THIS ONLY OCCURS WHEN THE TOOL IS TURNED ON AND
ONLY OCCURS WITH FREE USERS. THE LINKS ARE CLEARLY MARKED AND DISTINGUISHABLE
FROM STANDARD GOOGLE RESULTS. USER AND LICENSEE, BY THEIR USE OF THE SOFTWARE,
EXPRESSLY GIVE THEIR PERMISSION AND ACCEPTANCE FOR THIS FUNCTION OF THE SOFTWARE.
USER
AND LICENSEE UNDERSTAND AND AGREE THAT COMPANY RESERVES THE RIGHT TO COMPILE
STATISTICS AND/OR SEARCH DATA FROM THE FREE/STANDARD VERSION OF THE SOFTWARE
BUT
NOT
SPECIFIC IDENTIFYING USER DATA.
LICENSOR'S
SOLE OBLIGATION OR LIABILITY UNDER THIS AGREEMENT IS THE DELIVERY OF FUNCTIONAL
SOFTWARE AT THE TIME OF PURCHASE. IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY
CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES, INCLUDING, WITHOUT LIMITATION,
ANY LOSS OF DATA, OR LOSS OF PROFITS OR LOST SAVINGS, ARISING OUT OF USE OF OR
INABILITY TO USE THE SOFTWARE OR DOCUMENTATION, EVEN IF LICENSOR HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD
PARTY. IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY DAMAGES.
LICENSEE
EXPRESSLY UNDERSTANDS AND AGREES THAT LICENSOR HAS NO OBLIGATION TO MAKE IMPROVEMENTS OR
PROVIDE SUPPORT IN ANY MANNER.
5.
Limitation of Liability
LICENSOR'S
SOLE OBLIGATION OR LIABILITY UNDER THIS AGREEMENT IS THE REPLACEMENT OF
DEFECTIVE MEDIA ACCORDING TO THE LIMITED WARRANTY ABOVE. IN NO EVENT SHALL LICENSOR
BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES, INCLUDING,
WITHOUT LIMITATION, ANY LOSS OF DATA, OR LOSS OF PROFITS OR LOST SAVINGS,
ARISING OUT OF USE OF OR INABILITY TO USE THE SOFTWARE OR DOCUMENTATION, EVEN
IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY
CLAIM BY ANY THIRD PARTY. IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY DAMAGES.
SOME JURISDICTIONS DO NOT ALLOW THE
LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES,
SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
6.
General
Any
software provided to Licensee by Licensor shall not be exported or re-exported
in violation of any export provisions of the
Any
dispute arising under this EULA will be subject to binding arbitration by a
single Arbitrator with the American Arbitration Association (AAA), in
accordance with its relevant industry rules, if any. The parties agree that
this EULA will be governed by and construed and interpreted in accordance with
the laws of the State of
The
Court of competent jurisdiction, referred to in the arbitration clause above shall
be governed pursuant to and interpreted under the laws of the County, State and
Country of the Licensor, which is Fort Wayne, Indiana, U.S.A., without regard
to conflicts of law provisions, and any dispute arising under this Agreement,
not resolvable by arbitration, shall be resolved solely in the Courts of the
State and Country of the Licensor, which is Fort Wayne, Indiana,, U.S.A.,
including the federal courts therein, with each party submitting to the
jurisdiction and venue of such court and the Licensee designating itself, as
its agent for service of process in any such action. The Licensee agrees to accept any and all
notice or notices, including but not limited to, service of legal documents,
process and pleadings, by mail, and hereby waives any jurisdictional or venue
defenses otherwise available to it.
If for any reason a court of competent
jurisdiction finds any provision of this License or portion thereof, to be
unenforceable, that provision of the License shall be enforced to the maximum
extent permissible so as to effect the intent of the
parties, and the remainder of this License shall continue in full force and
effect.
7.
Government End Users. If you are acquiring the Software on behalf of any
unit or agency of the United States Government, the following provisions apply.
The Government agrees:
(i) if the Software is supplied to the Department of Defense
(DoD), the Software is classified as "Commercial
Computer Software" and the Government is acquiring only "restricted
rights" in the Software and its documentation as that term is defined in
Clause 252.227-7013(c)(1) of the DFARS; and
(ii)
if the Software is supplied to any unit or agency of the United States
Government other than DoD, the Government's rights in
the Software and its documentation will be as defined in Clause 52.227-19(c)(2)
of the FAR or, in the case of NASA, in Clause 18-52.227-86(d) of the NASA
Supplement to the FAR.
In
the case of the United States Government or an agency thereof as Licensee, the
following additional terms apply: Restricted Computer Software, as defined in
the Rights in Data-General clause at Federal Acquisition Regulations 52.227-14;
and the following legend, as applicable:
RESTRICTED
RIGHTS LEGEND
Use,
duplication, or disclosure by the Government is subject to restrictions as set
forth in subparagraph (c)(1)(ii) of the Rights in
Technical Data and Computer Software clause at DFARS 252.227-7013.
Licensor
Profitable Results Marketing, LLC,
LICENSEE
ACKNOWLEDGES THAT IT HAS READ AND UNDERSTANDS THIS AGREEMENT AND AGREES TO BE
BOUND BY ITS TERMS. LICENSEE FURTHER AGREES THAT THIS AGREEMENT IS THE COMPLETE
AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN LICENSEE AND LICENSOR, AND
SUPERCEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER
COMMUNICATIONS RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.
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