ACES RESEARCH, INC.

READ THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT ("AGREEMENT") CAREFULLY BEFORE CONTINUING INSTALLATION OF THE SOFTWARE ("LICENSED SOFTWARE"). BY CLICKING THE "ACCEPT" BUTTON BELOW, YOU ARE ACCEPTING AND AGREEING TO THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, PLEASE CLICK ON THE "DECLINE" BUTTON BELOW.

1. License.

1.1 Aces Research, Inc., ("Aces") hereby grants to you a limited, non-exclusive and non-transferable right and license to use one copy of the Licensed Software, in object code only, and one copy of the documentation contained in the package ("User Documentation") on a single computer under your control ("License"). Neither concurrent use on two or more computers nor use in a local area network or other network is permitted without Aces' prior written consent and the payment of additional license fees. You do not have the right to sublicense, resell, re-license, lend or otherwise transfer the Licensed Software or any part thereof to any third party or use the Licensed Software commercially for the benefit of a third party. Any use of the Licensed Software not expressly authorized in this Paragraph 1 is expressly prohibited.

1.2 You shall not copy the Licensed Software, User Documentation, or any part thereof, except that you may make one copy of the Licensed Software and User Documentation for back-up purposes for use only in an emergency. You shall not make any other copies of the Licensed Software and User Documentation without the prior written consent of Aces. All copies of the Licensed Software and User Documentation shall contain Aces' and/or its licensors' copyright and other proprietary rights notices.

1.3 You acknowledge that the Licensed Software is licensed to you and not sold. Except for the License granted to you under this Agreement, you further acknowledge and agree that all right, title and interest in and to the Licensed Software, including all associated intellectual property rights, are and shall remain vested with Aces and its licensors.

1.4 You agree not to reverse engineer, decompile, disassemble, or otherwise translate the Licensed Software in whole or in part.

2. Term. This Agreement shall continue until terminated. You may terminate this Agreement at any time by destroying the Licensed Software. Aces may terminate this Agreement in the event that you fail to comply with the terms and conditions contained herein. In such event, you must immediately destroy the Licensed Software.

3. No Warranty. YOU ACKNOWLEDGE THAT THE SOFTWARE IS A "DEMO" VERSION OF AN ACES PRODUCT, CONTAINING LIMITED FUNCTIONALITY. ACES IS LICENSING THE SOFTWARE ON AN "AS-IS" BASIS, AND ACES AND ITSSUPPLIERS MAKE NO WARRANTIES EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, AS TO NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT WILL ACES OR ITS SUPPLIER BE LIABLE TO LICENSEE FOR ANY CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES, INCLUDING ANY LOST PROFITS OR LOST SAVINGS, EVEN IF REPRESENTATIVES OF SUCH PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY. Some states or jurisdictions do not allow the exclusion or limitation of incidental, consequential or special damages, or the exclusion of implied warranties or limitations on how long an implied warranty may last, so the above limitations may not apply to you. To the extent permissible, any implied warranties are limited to thirty (30) days. This warranty gives you specific legal rights. You may have other rights which vary from state to state or jurisdiction to jurisdiction.

4. Governing Law.

4.1 This Agreement is governed by and construed under the laws of the State of California, without regard to its choice of law rules.

4.2 You agree to use the Licensed Software in strict compliance with all applicable federal, state and local laws, rules and regulations.

5. Severability. Should any term of this Agreement be declared void or unenforceable by any court of competent jurisdiction, such declaration shall have no effect on the remaining terms of this Agreement.

6. No Waiver. The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches.

7. Entire Agreement. This Agreement constitutes the entire agreement between you and Aces and supersedes any prior agreements, representations, proposals, or understandings, whether oral or written, with respect to the subject matter of this Agreement.


 


Copyright © 2003 Aces Research, Inc. All Rights Reserved