END USER LICENSE AGREEMENT
Whereas, LICENSOR Self
Development Enterprises, LLC (SDE), hereinafter referred to as ("LICENSOR") develops proprietary
computer programs and sells use licenses for such proprietary computer programs together with or apart from
accompanying copyrighted material and documentation and
Whereas, End User desires
to obtain the benefits thereof and, in return for which, is willing to abide
by the obligations and fee agreements
applicable to LICENSOR's use licenses in LICENSOR's proprietary computer programs.
NOW THEN, for good and valuable consideration,
including but not limited to license grant in
accordance with this Agreement by LICENSOR to End User's covenant
regarding LICENSOR's proprietary
rights. LICENSOR agrees to sell End User
materials representing LICENSOR's product or
products subject to the following terms and conditions:
ARTICLE
I
EXCLUSIVE
SOURCE
End User shall obtain all LICENSOR authorized
product materials through LICENSOR or
LICENSOR's authorized Dealer and no other source. LICENSOR authorized product materials include, but are not limited to, manuals,
license agreements and media upon which company's proprietary computer programs are recorded,
except for archival copies, as defined in
ARTICLE III. End User shall make no copies of any kind
of any of the materials furnished
by LICENSOR or LICENSOR's authorized
Dealer, unless specifically authorized
to do so in writing signed by an officer of LICENSOR.
ARTICLE
II
PROPRIETARY
RIGHTS OF LICENSOR
End User agrees that LICENSOR retains exclusive ownership of the trademarks represented by its company name and logo and product names including but not limited to SDE, and all of the documentation and computer recorded data related thereto. End User also agrees that all techniques, algorithms, and processes contained in LICENSOR's computer program products or any modification or extraction thereof constitute TRADE SECRETS OF LICENSOR and will be safeguarded by End User, but in no event shall End User exercise less than due diligence and care in accordance with the laws of the country of purchase and International Law, whichever operates to best protect the interests of LICENSOR.
End User shall not copy, reproduce, re-manufacture or in any way duplicate all or any part of LICENSOR products WHETHER MODIFIED OR TRANSLATED INTO ANOTHER LANGUAGE OR NOT, or in any documentation, or in any other material provided by LICENSOR in association with LICENSOR's computer program products except as specified in this Agreement and in accordance with the terms and conditions of this Agreement which remain in force.
End User agrees that unauthorized
distributing, copying, duplications, or otherwise reproducing ALL OR ANY PART OR TRANSLATED PART of the computer
program products provided by LICENSOR or
the failure to protect such computer programs will actually and
materially damage LICENSOR. End
User agrees that in the event End User breaches this agreement, End User will be liable for damages as may be determined by a
court of competent jurisdiction.
ARTICLE
III
ARCHIVE
COPIES
End User may make archival copies of those portions
of LICENSOR's product(s) that are
provided on a machine readable media, provided such copies are for the
End User's personal use on one
microcomputer and that no more than one
such copy is used at any time unless End User
has paid for multiple copy use as described in ARTICLE IV of this
Agreement.
SINGLE
CPU
LICENSOR use licenses are applicable to a single microcomputer
installation in the event End User intends to use a LICENSOR product or any
part thereof on more than one
microcomputer, the license fee for each such multiple use must be
purchased. Quantity discounts in accordance with LICENSOR policy will
apply. In the event of simultaneous use,
a license must be obtained for each instance of
possible simultaneous execution.
ARTICLE
V
In the event End User wishes to transfer the rights
granted by this Agreement,
retaining none thereby, a letter
requesting such transfer accompanied by the original diskette or label therefrom, must be sent to LICENSOR.
LICENSOR will then select the most appropriate method for distribution of the transferred rights.
ARTICLE
VI
LIMITED
WARRANTY
LICENSOR warrants that all materials furnished by
LICENSOR constitute an accurate
manufacture of LICENSOR products and will replace any such LICENSOR
furnished material to be thus defective,
provided such defect is found within ten days of purchase by End User. However, LICENSOR makes NO express or
implied warranty of any kind with regard
to performance or accuracy of
data of any kind nor for any consequential damages resulting therefrom whether through loss or inaccuracy of data of any kind nor for any
consequential damages resulting
therefrom whether through LICENSOR negligence or not. LICENSOR will not honor any warranty where a LICENSOR product
has been subjected to physical abuse or used in
defective or non-compatible
equipment. LICENSOR will not honor any
warranty for which there is no signed
End User Agreement Acknowledgment on
file at LICENSOR offices. The
products provided are intended for
commercial use only.
ARTICLE
VII
UPDATES
LICENSOR may, from time to time, revise the
performance of its products and in doing so,
incur NO obligation to furnish
such revisions to any LICENSOR customer.
At LICENSOR's option, LICENSOR
may provide such revisions to its
Dealers. Also, at LICENSOR's
option, LICENSOR may provide its dealers
and End Users with a revision newsletter from time to time. (No update or customer service or newsletter
distribution will be provided unless a properly
signed End User Agreement
Acknowledgment is on file at LICENSOR offices.)
ARTICLE
VIII
CUSTOMER
SUPPORT
It is LICENSOR's customary practice to provide
reasonable assistance and support in the
use of its products to its customers through its dealer network. End Users therefore are expected to obtain customer service from their Dealer.
ARTICLE
IX
TERMINATION
OF LICENSE
If any one or more of the provisions of this
Agreement is breached, the license
granted by this Agreement is
hereby terminated. Nevertheless, in the
event of such termination, all the
provisions of this Agreement which operate to protect the rights of
LICENSOR shall continue in force.
INJUNCTIVE
RELIEF
It is understood and agreed that, notwithstanding
any other provisions of this Agreement,
LICENSOR has the unequivocal right to obtain timely injunctive relief to
protect the proprietary rights of
LICENSOR.
ARTICLE
XI
GOVERNING
LAW
When signed in the
ARTICLE
XII
LEGAL
FEES
In the event of legal
action brought by either party, the prevailing party shall be entitled to reimbursement of legal fees as set by court
action.
ARTICLE
XIII
ENTIRE
AGREEMENT
This Agreement constitutes the entire agreement
between the parties and supersedes any
prior agreements. This Agreement may only be changed by mutual
written consent.
By signing and returning the Licensor End User
Agreement Acknowledgment, the End User
hereby accepts all the terms and conditions of this Agreement without
exception, deletion or alteration. End User recognizes that any use of LICENSOR
products without the return of said End
User Agreement Acknowledgment will be considered a breach of contract, subject
to liquidated damages and otherwise
unlawful and an unauthorized use of LICENSOR's trade secrets and proprietary products.
By signing and returning
the Licensor End User Agreement Acknowledgment, the End User hereby accepts all the terms and conditions
of this Agreement without exception, deletion or alteration.
End User recognizes that any use of LICENSOR products without the return
of said End User Agreement
Acknowledgment will be considered a breach of contract, subject to liquidated damages and otherwise unlawful and
an unauthorized use of LICENSOR's trade secrets
and proprietary products.
Complete and return this
card. Keep the End User Agreement in your files. The undersigned End User of LICENSOR product materials hereby
acknowledges that he or she has read and fully
understands the terms of the End User Agreement, the terms and
conditions of which are hereby
incorporated in this card and acknowledged by this reference.
The undersigned hereby agrees that by signing this document he or she becomes a party to said End User Agreement and agrees to be bound by all terms, conditions, and obligations contained therein.
End User's Signature: ___________________
Date___________________
Product Name: ___________________
End User's Company Name: ___________________
Date___________________
Address: ___________________
City: ___________________State: ___________________
Country: ___________________Zip: ___________________
Place of Purchase___________________&
Date___________________
___________________
Web Site Privacy Notice
NOTICE- This Web Site collects certain
information relative to users who visit the site. This Web site categorizes this information
into certain categories and the privacy level and what we do with the
information that we collect on you depends upon the category in which you fall.
Our company does not
make any attempt to obtain information that personally identifies our users who
visit our web site. It is not our policy
to sell or otherwise provide access to such information to unaffiliated third
parties.
Category I – Information on users who visit our
site to read or download information on our pages. From these users, we collect and store only
the following information:
1.
The
domain name through which you gained access to our Web site;
2.
The
precise time and date that you entered our web site.
3.
The
URL of the web page through which you kinked to our web site.
Category II – Users who send us e-mail containing
personal information or identifies you, sign our guest book, or request email
publications. Any information that we
collect in this way is used only for purposes of responding to you and
addressing the issues that you may have raised.
Any information that
we collect is collected as part of our business practices in order to identify
demographic information relative to users who access our site, assessing the
number and type of user accessing various sections of our site, helping us
determine what content and business concepts are working for us and/or are of
interest to our visitors, determining technical design features and
specifications and helping us assess systems performance. We also use such information in statistical
form to assist us in business and marketing strategies and programs. We utilize software programs to create
summary statistics which we utilize for the above purposes.
As a security measure
for ourselves and our users, we utilize certain software programs to monitor
traffic to our site and within our network.
This software also enables us to identify unauthorized upload attempts,
access to our system, and other attempts to cause damage to our systems.
Terms of Chat Room Access
By
entering and participating in the SDE chat room (“Chat Room”) you agree to
the following terms and conditions of participation. These terms and conditions are contractually
binding upon you and you agree to each of them.
1.
You enter and participate in the chat room
and gain access to the materials contained thereon at your own risk.
2.
We do not monitor or screen communications on
the Chat Room and we are not responsible for any material that any chat room
participant posts and we do not assume the responsibility to do so.
3.
We do not make any representations or
warranties as to the truth or accuracy of any statement made or materials
posted on or through the chat room. You
agree and acknowledge that you assume the risk of any actions you take in
reliance upon the information that may be contained in the chat room.
4.
We do not endorse or lend any credence for
any statements that are made by any participant in the chat room.
5.
You are fully responsible for your own statements
and materials that you post in the chat room and any consequences, whether or
not foreseen, to any party who may rely upon these statements. You agree that you will not take any action
directed towards attempting to hold us responsible for any such materials or
statements.
6.
Any opinions or views expressed by chat room
participants are their own. We do not
endorse or support or otherwise give any credence or reason for reliance on any
such statements or opinions.
7.
In the event that we are notified by any
party that any communications contained in the chat room or any parties
participation in the chat room is contrary to these terms of chat room access,
we may, but are not obligated to, investigate the situation and determine in
our own discretion, whether to remove such communication from the chat
room. We have no liability or
responsibility to investigate or remove any content from the chat room based
upon a complaint or otherwise.
8.
As a participant in the chat room, you agree
that we may remove any materials from the chat room for any reason, in our sole
discretion, or for no reason at all.
This includes material which is disruptive, abusive, offensive, illegal,
vulgar, pornographic, or any other material.
You hold us harmless from and against any damage you or others may
suffer as a result of our removal of any content from the chat room or from the
discontinuance of the chat room at any time.
9.
We have the right to remove, expel, or
disqualify any party from participation and access to the chat room for any
time and for any reason, or for no reason whatsoever, in our sole and absolute
discretion. This includes, but is not
limited to any violation of this agreement, disruptive behavior, complaints
from other parties, any allegedly illegal activity, or for any other reason or
for no reason at all.
10.
We reserve the right to terminate the chat
room at any time and all users hold us harmless from and against any claims,
damages, suits, threats, demands, liabilities, actions, causes of action, or
injuries that may result therefrom, including but not limited to any
consequential, incidental, and special damages of every nature and type.
11.
You agree that you will not (i) use the chat
room for any illegal purpose, (ii) place any material in the chat room that violates
the copyrights, trademarks, trade secrets, confidential information or other
rights of any other party, (iii) place any material in the chat room that
contains a false statement about any person, infringes upon the privacy rights
of any other person, or threatens, harasses, abuses or embarrasses any other
person, (iv) place any obscene, pornographic, sexually explicit or violent
materials, graphics, photographs, text or otherwise in the chat room, (v) place
any advertising, attempted business solicitation, marketing materials or sales
promotional materials in the chat room, (vi) pretend to be another person that
you are not, (vii) place materials in the chat room that are disruptive or
off-topic.
12.
By accessing the chat room and placing any
information in the chat room, you hereby grant us a perpetual, irrevocable,
royalty free license in and to such materials, including but not limited to the
right to post, publish, transmit, distribute, create derivative works based
upon, create translations of, modify, amend, enhance, change, display and
publicly perform such materials in any form or media, whether now known or
later discovered.
13.
You grant to others who access the chat room
a perpetual, non-revocable, royalty free license to view, download, store and
reproduce your postings but such license is limited to the personal use and
enjoyment of such other party accessing the chat room.
Anti-Spam Policy
This sets forth our policy with regard to the use of “Spam”
marketing techniques in connection with Internet Marketing. In the event that we deem you to be in
violation of these policies, we shall immediately revoke your membership rights
and close any active account.
We have a strict policy against spamming. We forbid the sending of unsolicited mass
Emails or unsolicited Emails of any kind in connection with the marketing of
our programs, products and services.
We reserve the right to terminate your account and participation
in our programs “for cause” if we deem you to be in violation of our
anti-spamming policies. We also reserve
the right to suspend your account and participation pending review upon receipt
of any complaint or other evidence that you may be engaging in any spamming
activity.
We consider spamming to be any activity whereby you directly or
indirectly transmit email messages to any email address that has not solicited
such email and does not consent to such transmission. We also consider spamming to constitute
posting advertisements in newsgroups in violation of the terms of participation
in such newsgroup, that are off topic, or in newsgroups that do not
specifically permit advertisements. We
also consider it spamming when advertisements are placed on message boards or
in chat rooms when they are not permitted by the terms of participation in such
message boards and chat rooms.
If you are “spammed” by anyone regarding our products, services,
web site, or any other matters, please report this activity to
webmaster@dalexis.com.
Disclaimer of Web Site Content Access to this Web
Site is provided to you without cost or consideration. The contents of this page and all items
accessed through this page are provided on an “AS IS” basis. The owner of this site does not make any
warranties regarding the items included on this page and hereby disclaims any
and all such warranties, including but not limited to warranties of
merchantability or fitness for a particular purpose. The owner of this site
shall not be responsible for any damages, incidental, consequential or
otherwise, arising from your access to this Web site. You should not assume
that this site or the items available through this site are error-free or are
suitable for the particular purpose that you may intended when accessing this
site. Items accessible through or contained on this web site may contain
technical and typographical errors.
Content may be changed or deleted without notice. Products and programs
may be deleted or changed without notice. The owner of this web site assumes no
responsibility to police or determine the accuracy or integrity of any
information contained on or available through this web site and is not
responsible for the results of any errors, omissions or defects that may be
found to exist in this site or the items available by access hereto or for any
lost profits or other consequential damages that may result. Not all products,
information or services may be available in your jurisdiction. Containing such items accessible by a user
within your jurisdiction should not be construed for any purpose to be an offer
to provide such product, information, or service in your jurisdiction. The components of
this site include search engine functions and through the use of this search
engine function or through links that may exist on this site, you may be
referred or transported to sites and information located on other servers and
or through other web sites. These
servers may be located anywhere throughout the world. The owner of this site
has no control or means of assuring the content of any web site accessed
through use of the search engine functions.
Furthermore, the owner of this site can make no representation as to the
accuracy or integrity of any item discovered using the search engine functions
or whether any items that you may consider to be objectionable or even obscene
will be discovered through use of the search engine functions. Furthermore, the
owner of this site can make no representation whatsoever regarding the
integrity or quality of information, products, service, business ethics, or
other matters that may pertain to sites that you may access through use of the
search engine functions. No express or
implied endorsement or recommendation can be made as to any third party. You should be aware
that the results of your search may disclose adult-oriented material which you
may consider to be objectionable. The
owner of this site disclaims all responsibility therefore. Owner can make no guarantee that any search
will bring your desired result or that extraneous or objectionable materials
will not be disclosed through use of the search engine functions.