1. Grant of License
Subject to the terms and conditions set out in this License Agreement, Intelitek grants the User a limited, non-exclusive, non-transferable license to use the software product with which this license is distributed (the “Software”), and the accompanying documentation, if any, (the “Documentation”), and any contents included in the software (the “Contents”) (the Software, the media embodying the Software, if any, the Documentation and the Contents, are referred to collectively as the “Licensed Material”), according to the terms of the purchase order or purchase agreement pursuant to which the Product was purchased (the “Product”) with which the Licensed Material was provided, and solely at the site designated in the purchase order or purchase agreement pursuant to which the Product was purchased. The Licensed Material shall be used only by the User, and only for the User’s own personal or internal business or academic use and not in the operation of a service bureau or for the benefit of any other person or entity. For the Purpose of this License Agreement “User” means the user according to the purchase order or purchase agreement pursuant to which the Product was purchased.
The Licensed Material and all intellectual property rights therein and related thereto are the sole and exclusive property of Intelitek or its suppliers, whenever applicable. Subject to the terms hereof, the User have a license to use the Licensed Material as long as this License Agreement remains in force and effect. Any other use of the Licensed Material by any person, business, corporation, government organization or any other entity is strictly forbidden and is a violation of this License Agreement.
The Licensed Material contains material that is protected by copyright and trade secret law, and by international treaty provisions. The User may not copy the Licensed Material, including the Documentation and/or the Contents. You may not remove any proprietary notice of Intelitek from any copy of the Licensed Material. All rights not expressly granted to the User in this License Agreement are reserved to Intelitek.
4. Protection and Restrictions
The User agree to use his best efforts and take all reasonable steps to safeguard the Licensed Material to ensure that no unauthorized person shall have access thereto and that no unauthorized copy, publication, disclosure or distribution, in whole or in part, in any form shall be made. The User acknowledge that the Licensed Material contains valuable, confidential information and trade secrets and that unauthorized use and/or copying are harmful to Intelitek. The User may not publish, display, disclose, rent, lease, modify, loan, distribute, or create derivative works based on the Licensed Material or any part thereof. The User may not modify, reverse-engineer, decompile, translate, adapt, or disassemble the Licensed Material, nor shall the User attempt to create the source code from the object code for the Licensed Material. The User may not transmit the Licensed Material over any network or between any devices.
5. Limited Warranty
The Licensed Material is provided “AS IS”. To the maximum extent permitted by law, Intelitek disclaims all warranties of any kind, either expressed or implied, including, without limitation, implied warranties of merchantability and fitness for a particular purpose. Intelitek does not warrant that the functions contained in the Licensed Material will meet any requirements or needs the User may have, or that the Licensed Material will operate error-free, or in an uninterrupted manner, or that any defects or errors in the Licensed Material will be corrected, or that the Licensed Material is compatible with any particular platform. Intelitek is not obligated to provide any updates to the Licensed Material. Some jurisdictions do not allow the waiver or exclusion of implied warranties so some or all of the foregoing may not apply to the User.
6. Safety Provisions
The User agree to use the Licensed Material and the Product only in accordance with THE SAFETY AND PRECAUTIONARY TERMS that are incorporated in the Product’s User Manual.
7. Limitation of Liability
THE USER ASSUME ALL RISK AS TO THE SELECTION, USE, PERFORMANCE AND QUALITY OF THE SOFTWARE. IN NO EVENT WILL INTELITEK BE LIABLE TO THE USER OR ANY THIRD PARTY FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE LICENSED MATERIAL, OR FOR ANY CLAIM BY ANY OTHER PARTY, EVEN IF INTELITEK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL INTELITEK’S LIABILITY WITH RESPECT TO ITS OBLIGATIONS UNDER THIS AGREEMENT OR OTHERWISE WITH RESPECT TO THE LICENSED MATERIAL EXCEED THE AMOUNT OF THE LICENSE FEE PAID BY THE USER FOR THE LICENSED MATERIAL. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO THE USER.
The license granted hereunder is effective until terminated. The license will terminate automatically, with or without notice from Intelitek, if the User fails to comply with any provision of this License Agreement. Upon termination, the User shall destroy the written materials and all copies of the Licensed Materials, including all copies thereof, if any. All provisions relating to confidentiality, proprietary rights, and non-disclosure shall survive the termination of this License Agreement.
This License Agreement shall be construed, interpreted and governed exclusively by the laws of the State of New Hampshire, without regard to conflicts of law provisions thereof. The competent courts in the state and federal courts of the State of New Hampshire. shall have the exclusive jurisdiction and venue to hear any disputes arising out of or relating to this License Agreement. This License Agreement shall constitute the entire Agreement between the parties hereto. Any waiver or modification of this License Agreement shall only be effective if it is in writing and signed by both parties. If any part of this License Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of this License Agreement shall be interpreted so as to reasonably reflect the intention of the parties.