Inventory Management Systems 3.31

EULA - End User License Agreement

IMPORTANT: Licensee agrees, by its act of opening the sealed media package or its use of the Software, that Licensor's grant to Licensee of the right to use and possess this Software shall be subject to the following terms and conditions.

Definitions

The following definitions apply to this agreement:

(a);Licensor is, Inventory Solutions, the owner of the rights to the copyright on the Software.
(b)Licensee; means the individual or the business entity that has purchased this package and a license to use the Software under the terms set forth in this license. Licensee includes those persons in Licensee's immediate organization, such as business associates, partners and employees, who are authorized to use this copy on the Computer pursuant to this Agreement.

(c;Computer; is the single microcomputer system, using a single processor or a co-processor, on which Licensee is licensed to use this Software. Use on multiple CPU systems, networks, or emulation's on mainframe or minicomputers are not covered under this license and require site licenses available from Licensor at additional cost.
(d;Software; is the object-code computer program contained in the media enclosed in the accompanying sealed package.
(e) Documentation; means the published User Manual for the Software provided with the Software.

(f)License means this License Agreement.

License

Licensor grants Licensee a nonexclusive right to install and use one copy of the enclosed program (the software and its printed manual and other accompanying material) on a single computer at a single location in accordance with the terms of this License. Licensee may change the Computer on which Licensee is authorized to use the Software to another computer within Licensee's immediate organization only if the Software is no longer used on the former Computer. Licensee owns only the magnetic or other physical media on which the Software is recorded or fixed. Licensor retains ownership of the Software recorded on the original media and all subsequent copies of the Software, regardless of the form or media in or on which the original and other copies may subsequently exist. This License is not a sale of the Licensee's copy or of any subsequent copy. In the event Licensee violates any of the provisions of this License, Licensee agrees either to destroy or return the original and all existing copies of the Software to Licensor after receiving notice of Licensor's termination of the License. Licensor may immediately terminate this License, at any time, by notice to Licensee. Licensee agrees to comply with the terms and conditions of this License and agrees to take all necessary steps to protect Licensee's software from theft or use contrary to the terms of this License. Licensee agrees not to: create derivative works from the Software or disassemble, decompile, or otherwise reverse engineer the Software or use or attempt to obtain any techniques, processes, trade secrets, or proprietary information contained in the Software. Unless earlier terminated by Licensor in accordance with this agreement, this License shall be deemed effective from the date Licensee receives the Software and shall be valid only so long as Licensee uses or possess the Software.

Upgrades

If this software is labeled as an upgrade to software previously licensed to you, you must destroy all copies of the software previously licensed to you replaced by this software, including any copies resident on your hard disk drive, and return the hardware lock, if any which accompanied the software previously licensed to you. (unless Inventory Solutions explicitly notifies you that the hardware lock is to be used with the upgrade) within 60 days of acquiring this software.
Authorization Code
If this Software requires an authorization code, you must register your purchase of this Software product with Inventory Solutions before an authorization code shall be issued to you.
Possession and Copying
Licensee agrees that the Software will only be displayed on, or read into, or used on, the licensed Computer. Licensee agrees to make no more than one (1) copy of the Software for backup purposes only and to keep the original and backup copies in the possessions or direct control of Licensee. Licensee agrees to place a label on the outside of the backup copy showing the program name and Licensor's copyright and trademark notices, in the same form as they appear on the original copy. The transfer of a copy to one hard disk shall count as one backup copy.

Transfer or Reproduction

Licensee shall not rent, lease, transfer, network, reproduce, display, or otherwise distribute the Software except as specifically provided in this License. Licensee may not transfer any copy of the Software to another person or entity outside Licensee's immediate organization, on either a permanent or a temporary basis. Licensee understands that unauthorized reproduction of copies of the Software or unauthorized transfer of any copy of the Software may constitute a criminal offense and subject Licensee to suit for damages, injunctive relief, and attorney fees.

Limited Warranty and Disclaimer of Liability
Licensor has no control over the conditions under which Licensee uses the Software and does not and cannot warrant the performance or results that may be obtained by its use. However, Licensor warrants that the Software, for a period of thirty (30) days from delivery, will operate substantially in accordance with the functional specifications set forth in the Documentation. If, during the warranty period, the Licensee is not satisfied with the performance of the software, Licensee may return the Software (as delivered to Licensee), accompanied by the receipt, to Licensor for replacement or, if so elected, for a refund of the price paid for the Software. Replacement or refund is the sole and exclusive remedy for breach of any warranties by Licensor. THERE ARE NO OTHER WARRANTIES WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. In no event shall Licensor be liable for any indirect, incidental, consequential, special, or exemplary damages, lost profits, or claims by third parties, even if Licensor has been advised of the possibility of such damages. Licensor shall not be liable for any loss or damage exceeding the price paid for the Software. Licensee shall indemnify and hold Licensor harmless against any claims, causes of action, damages, liabilities, or demands that stem from, or are related to, Licensee's use of the Software.

Media Replacement

For one (1) year from the date of delivery, the original media containing the software may be returned to the Licensor for replacement if it becomes damaged. The damaged media must be returned to Licensor with the receipt and a media replacement fee of $10.00. Promptly following receipt of the foregoing, Licensor shall replace the media, on an exchange basis, with the same or, at its sole option, an updated revision of the Software.

General Conditions

This License shall be governed by, and construed in accordance with, the laws of the State of Mississippi. The delay or failure of either party to enforce any of the provisions of this license shall not be construed to be a waiver of any right of that party. The termination of this License shall not affect the provisions of this License, which by their terms and meaning are of a continuing nature. This License sets forth the entire understanding and agreement between Licensor and Licensee with respect to its subject matter and merges any and all prior oral or written communications, advertising, discussions, proposals, purchase orders, agreements, communications, and representations between them. Neither of the parties shall be bound by any conditions, definitions, warranties, or representations with respect to any of the terms or conditions in the Agreement other than as expressly provided in this License. This License may only be modified by a written agreement. If any provision of this License shall be held illegal, void, or unenforceable, the remaining provisions shall remain in full force and effect. The paragraph headings in this License are for convenience only, form no part of this Agreement, and do not affect its interpretation