IMPORTANT -- READ CAREFULLY: This Software License for Ultisoft Software ("License Agreement" is a legal agreement between you (either an individual or an entity) and Ultisoft, Inc. and its suppliers and licensors (collectively "Ultisoft") for the accompanying software distributed by Ultisoft ("Software"). You may install only ONE copy of the Software. By clicking on the "Accept" button, installing, copying or otherwise using the Software, you agree to be bound by the terms of this License Agreement. If you do not agree to the terms of this License Agreement, click on the "Cancel" button and/or do not install the Software.
1. GRANT OF LICENSE: Ultisoft, Inc. and it's suppliers and licensors (collectively "Ultisoft") hereby grants you a non-exclusive license to use the Software and Documentation subject to the following terms:
a) You may: (i) use the Software on any single computer; (ii) use the Software on a second computer so long as the first and second computers are not used simultaneously; and (iii) copy the Software for back-up, archival purposes provided any copy must contain all of the original Software's proprietary notices.
b) You may not: (i) permit other individuals to use the Software except under the terms listed above; (ii) modify, translate, reverse engineer, decompile, disassemble (except to the extent that this restriction is expressly prohibited by law) or create derivative works based upon the Software or Documentation; (iii) copy the Software or Documentation (except for back-up purposes); (iv) resell, rent, lease, transfer, or otherwise transfer rights to the Software or Documentation; or (v) remove any proprietary notices or labels on the Software or Documentation.
c) You understand and agree that use of this Software is for amusement purposes only. Any amounts wagered or won while using the Software are completely fictitious. Any winnings displayed within the Software will not be paid out in cash, prizes or in any other manner by Ultisoft or any other entity. You further agree not to use the Software to conduct any gambling activities.
2. SOFTWARE: If you receive the first copy of the Software electronically and a second copy on media the second copy may be used for archival purposes only and may not be transferred to or used by any other person. This license does not grant you any right to any enhancements or updates to the Software, nor any support services.
3. TITLE: Title, ownership, rights, and intellectual property rights in and to the Software and Documentation shall remain in Ultisoft and/or its suppliers. The Software is protected by the copyright laws of the United States and international copyright treaties. Title, ownership rights and intellectual property rights in and to the content accessed through the Software including the content contained in the Software media demonstration files shall be retained by the applicable content owner and may be protected by applicable copyright or other law. This license gives you no rights to such content.
4. DISCLAIMER OF WARRANTY: THE SOFTWARE AND DOCUMENTATION ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ULTISOFT FURTHER DISCLAIMS ALL WARRANTIES, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SOFTWARE AND DOCUMENTATION REMAINS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ULTISOFT OR ITS SUPPLIERS BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE PRODUCT, EVEN IF ULTISOFT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
5. TERMINATION: This License Agreement shall terminate automatically if you fail to comply with the limitations described in this license. No notice shall be required from Ultisoft to effectuate such termination. Upon termination, you must destroy all copies of the Software and Documentation.
6. INDEMNIFICATION: You agree to hold harmless, indemnify and defend Ultisoft, its officers, directors and employees, from and against any losses, damages, fines and expenses (including attorneys' fees and costs) arising out of or relating to any claims that you misused the Software. If you are importing the Software from the United States, you shall indemnify and hold Ultisoft harmless from and against any import and export duties or other claims arising from such importation.
7. U.S. GOVERNMENT RESTRICTED RIGHTS AND EXPORT RESTRICTIONS: U.S. GOVERNMENT RESTRICTED RIGHTS: This Software and Documentation are provided with RESTRICTED RIGHTS. Use, duplication or disclosure by the Government is subject to restrictions set forth in subparagraphs (a) through (d) of the Commercial Computer Software--Restricted Rights at FAR 52.227-19 when applicable, or in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013, and in similar clauses in the NASA FAR supplement, as applicable. Manufacturer is Ultisoft, Inc., PO Box 5015, Central Point, OR 97502. You are responsible for complying with all trade regulations and laws both foreign and domestic. You acknowledge that none of the Software or underlying information or technology may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) Cuba, Iraq, Libya, Sudan, North Korea, Iran, Syria or any other country subject to a U.S. embargo; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Denied Parties List or Entity List. By using the Software you are agreeing to the foregoing and are representing and warranting that (i) no U.S. federal agency has suspended, revoked, or denied you export privileges, (ii) you are not located in or under the control of a national or resident of any such country or on any such list, and (iii) you will not export or re-export the Software to any prohibited county, or to any prohibited person, entity, or end-user as specified by U.S. export controls.
8. MISCELLANEOUS: This License Agreement shall constitute the complete and exclusive agreement between you and Ultisoft. Ultisoft will not alter the terms and conditions contained in this License Agreement unless both you and an authorized representative of Ultisoft execute a separate written instrument. If any provision of this License Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable, and such decision shall not affect the enforceability of such provision under other circumstances, or of the remaining provisions hereof under all circumstances. This License Agreement shall be governed by the laws of the State of Oregon, without regard to conflicts of law provisions, and you hereby consent to the exclusive jurisdiction of the state and federal courts sitting in the State of Oregon. Any and all unresolved disputes arising under this License Agreement shall be submitted to arbitration in the State of Oregon. The arbitration shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. This License Agreement will not be governed by the United Nations Convention of Contracts for the International Sale of Goods, the application of which is hereby expressly excluded.
Copyright (c) 1994-1999 Ultisoft, Inc. and/or its suppliers. PO Box 5015, Central Point, OR 97502 U.S.A. All rights reserved.
