This Software License Agreement ("License Agreement") is a legal agreement between you (either an individual or a single entity) and Serif (Europe) Ltd. ("Serif") for the accompanying software product, which includes computer software and may include associated media, printed materials, and "online" or electronic documentation (the "Software Product"). By installing, copying, or otherwise using the Software Product, you agree to be bound by the terms of this License Agreement. If you do not agree to the terms and conditions of this License Agreement, do not install or use the Software Product; you may, however, return it to your place of purchase for a full refund.
THANK YOU FOR LICENSING THE USE OF THE SOFTWARE PRODUCT. IT IS IMPORTANT THAT YOU (THE "LICENSEE") READ THIS NOTICE CAREFULLY. THESE ARE THE ONLY TERMS AND CONDITIONS APPLICABLE TO YOUR RIGHTS WITH RESPECT TO THE SOFTWARE PRODUCT. THE SOFTWARE PRODUCT IS PROTECTED BY COPYRIGHT LAWS AND INTERNATIONAL COPYRIGHT TREATIES, AS WELL AS OTHER INTELLECTUAL PROPERTY LAWS AND TREATIES. THE SOFTWARE PRODUCT IS LICENSED, NOT SOLD.
1. GRANT OF LICENSE
Serif hereby grants to Licensee a personal, non-exclusive, non-transferable license (a "License") to use one (1) copy of the Software Product, including any updates thereto, and accompanying documentation, if any, provided by Serif, according to the terms set forth below. If the Software Product is being provided to Licensee as an update or upgrade to software which Licensee has previously licensed (such software referred to as the "Prior Software"), then Licensee agrees to destroy all copies of the Prior Software within thirty (30) days after opening this package except for one backup copy of the Prior Software.
2. SCOPE OF USE
You may install and use one copy of the Software Product, on a single computer. The primary user of the computer on which the Software Product is installed may make a second copy for his or her exclusive use on a portable computer. Licensee may also store or install a copy of the Software Product on a storage device, such as a network server, used only to install or run the Software Product on other computers over an internal network; however, you must acquire and dedicate a license for each separate computer on which the Software Product is installed or run from the storage device. A license for the Software Product may not be shared or used concurrently on different computers.
3. LICENSE PAK
If you have acquired this LICENSE AGREEMENT in a Serif License Pak, you may make the number of additional copies of the computer software portion of the Software Product as authorized in the Serif License Pak, and you may use each copy in the manner specified above. You are also entitled to make a corresponding number of secondary copies for portable computer use as specified above.
4. PROHIBITIONS
You may not: modify, prepare derivative works from, translate, reverse engineer, decompile, disassemble or otherwise derive source code from the Software Product (except to the extent that such acts are expressly permitted by applicable law notwithstanding this limitation); copy the Software Product (except as provided above) or the accompanying documentation; rent, transfer, disclose, make available or grant any rights in the Software Product (including any accompanying documentation) in any form to any person without the prior written consent of Serif; remove any proprietary notices, labels, or marks on the Software Product (including any accompanying documentation); use the Software Product in any manner that infringes the intellectual property or other rights of another party; or use the Software Product to provide on-line or other database services to any other person.
5. RETENTION OF RIGHTS; TERMINATION
This License Agreement does not constitute a sale. All title, trade secrets, copyrights, patents and other intellectual rights to the Software Product, its accompanying documentation and any copy made by Licensee remain with Serif, and Licensee hereby agrees to preserve and acknowledges the foregoing. Licensee further agrees and acknowledges that the Software Product and all copies thereof are Serif's exclusive property and constitute a valuable trade secret of Serif. Licensee further agrees and acknowledges that unauthorized copying of the Software Product or the accompanying documentation, or failure to comply with any of the provisions hereof (each, a "Terminable Event"), will result in automatic termination of this License. In the event of a violation of this License by Licensee, Serif reserves and shall have available all legal remedies.
6. TERM OF LICENSE FOR TRIAL VERSION SOFTWARE
The License pertaining to a trial version of the Software Product (a "Trial Version") shall expire in accordance with the terms as set forth in the installation process for the Trial Version along with the designated trial period as set forth in the trial program.
7. LIMITED WARRANTY AND DISCLAIMER
Serif warrants that, for a period of ninety (90) days after delivery, the diskettes or CD-ROMs on which the software included in the Software Product is furnished will, under normal use, be free from defects that prevent Licensee from loading the Software Product on a computer. Serif's entire liability and Licensee's exclusive remedy under this warranty will be, at Serif's option, to (a) use reasonable commercial efforts to attempt to correct or work around errors, or (b) to replace the Software Product with functionally equivalent Software Product, on diskettes or CD-ROM, as applicable or (c) return the price paid for the Software Product, in each case upon return of the Software Product to Serif together with a copy of your receipt for the purchase thereof. This Limited Warranty is void if failure of the Software Product or hardware has resulted from accident, abuse, or misapplication. Any replacement Software Product will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer. Outside the United States, neither these remedies nor any product support services offered by Serif are available without proof of purchase from an authorized non-U.S. source. The Software Product is licensed to you on an "as is" basis without any warranty of any nature.
8. NO OTHER WARRANTIES
EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTIES, SERIF AND ITS SUPPLIERS MAKE AND LICENSEE RECEIVES NO WARRANTIES OR CONDITIONS, OR TERMS, EXPRESS, IMPLIED, STATUTORY, OR IN ANY COMMUNICATION WITH LICENSEE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SERIF AND ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, WITH REGARD TO THE SOFTWARE PRODUCT AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES. LICENSEE SHALL BE SOLELY RESPONSIBLE FOR THE SELECTION, USE, EFFICIENCY AND SUITABILITY OF THE SOFTWARE PRODUCT AND SERIF SHALL HAVE NO LIABILITY THEREFOR. SERIF SHALL HAVE NO LIABILITY FOR, NOR OBLIGATION TO INDEMNIFY LICENSEE REGARDING ACTIONS ALLEGING THE INFRINGEMENT OF PROPRIETARY RIGHTS BY THE SOFTWARE PRODUCT. SERIF DOES NOT WARRANT THAT THE OPERATION OF THE SOFTWARE PRODUCT WILL BE UNINTERRUPTED OR ERROR FREE OR THAT THE SOFTWARE PRODUCT WILL MEET LICENSEE'S SPECIFIC REQUIREMENTS. The Limited Warranty gives you specific legal rights. You may have others, which vary from state/jurisdiction to state/jurisdiction.
9. LIMITATION OF LIABILITY
IN NO EVENT WILL SERIF OR ITS SUPPLIERS BE LIABLE FOR LOSS OF DATA, CORRUPTION, LOST PROFITS, COST OF COVER, OR OTHER SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES ARISING FROM THE USE OF THE SOFTWARE PRODUCT (INCLUDING ANY ACCOMPANYING DOCUMENTATION), HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY. THIS LIMITATION WILL APPLY EVEN IF SERIF OR AN AUTHORIZED DISTRIBUTOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. IN NO EVENT WILL SERIF'S LIABILITY EXCEED THE AMOUNT PAID FOR THE SOFTWARE PRODUCT. LICENSEE ACKNOWLEDGES THAT THE AMOUNTS PAID BY LICENSEE FOR THE SOFTWARE PRODUCT REFLECT THIS ALLOCATION OF RISK. Some states or other jurisdictions do not allow the exclusion or limitation of liability for incidental or consequential damages, so the above limitations and exclusions may not be applicable in certain instances. None of the above affects the statutory rights of licensees residing in the United Kingdom.
10. NOT FOR RESALE SOFTWARE
If the Software Product is labeled "Not for Resale" or "NFR," then, notwithstanding section 1 of this License, your use of the Software Product is limited to use for demonstration, test, or evaluation purposes.
11. NO RENTAL; OTHER TRANSFERS
You may transfer this License to another computer or workstation only on a permanent basis (that is, with no intent to transfer again) provided the computer, workstation, or other digital electronic device from which you have transferred this License no longer accesses or otherwise utilizes the Software Product, and the Software Product is used in accordance with the terms of this License Agreement.
12. TERMINATION
You may terminate this License Agreement at any time. Serif may terminate this License Agreement if you fail to comply with the terms and conditions of this License Agreement. In either event, you must destroy all copies of the Software Product.
13. UPGRADE
If this License is an "Upgrade," you must have a valid license for the Prior Software for this License Agreement to be valid, and this License Agreement must be used to replace such license for the Prior Software. The total number of license "Upgrades" you may acquire may not exceed the total number of computers, workstations, or other digital electronic devices that were licensed to access or otherwise utilize the Software Product at the time you upgraded the Software Product.
14. GUIDELINES FOR THE USE OF DIGITAL CONTENT IMAGES
This product contain numerous clipart and photo images (collectively referred to as the "Images") which are either owned by SERIF or licensed from a third-party. As a user of this product you are free to use, modify and publish the Images as you wish subject to the restrictions set out below. If you are uncertain in as to whether your intended use is in compliance with the Guidelines set out below, we recommend that you seek the advice of your own attorney or legal counsel.
A. YOU MAY, subject to any restrictions set out below:
1. incorporate any Image(s) into your own original work and publish, display and distribute your work in any media. You may not, however, resell, sublicense or otherwise make available the Image(s) for use or distribution separately or detached from a product or web page. For example, the Image(s) may be used as part of a web page design, but may not be made available for downloading separately or in a format designed or intended for permanent storage or re-use by others. Similarly, clients may be provided with copies of the Image(s) (including digital files) as an integral part of a work product, but may not be provided with the Image(s) or permitted to use the Image(s) separately or as part of any other product;
2. make one (1) copy of the Image(s) for backup or archival purposes.
B. YOU MAY NOT
1. create scandalous, obscene, defamatory or immoral works using the Image(s) nor use the Image(s) for any other purpose which is prohibited by law;
2. use or permit the use of the Image(s) or any part thereof as a trademark or service mark, or claim any proprietary rights of any sort in the Image(s) or any part thereof;
3. use the Image(s) in electronic format, on-line or in multimedia applications unless the following is met: (a) The Image(s) are incorporated for viewing purposes only and no permission is given to download and/or save the Image(s) for any reason.
4. rent, lease, sublicense or lend the Image(s), or a copy thereof, to another person or legal entity. You may, however, transfer all your license to use the Image(s) to another person or legal entity, provided that (i) you transfer the Image(s) and this License, including all copies (except copies incorporated into your work product as permitted under this License), to such person or entity, (ii) that you retain no copies, including copies stored on a computer or other storage device, and (iii) the receiving party agrees to be bound by the terms and conditions of this License;
5. use any Image(s) except as expressly permitted by this License.
15. MISCELLANEOUS
This Agreement shall not be governed by the 1980 U. N. Convention on Contracts for the International Sale of Goods; rather, this Agreement shall be governed by English law. This Agreement constitutes the entire agreement between Serif and Licensee and supersedes all prior agreements, understandings, communications, advertising, proposals or representations, oral or written, by either party. If any provision of this Agreement is held invalid or unenforceable, such provision shall be revised to the extent necessary to cure the invalidity or non-enforceability, and the remainder of this Agreement shall continue in full force and effect. This Agreement shall be amended only by an executed writing by authorized representatives of both parties.
