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About > Company > Legal > License AgreementLicense Agreement 1.0 Acknowledgments
You acknowledge and agree that:
the Product is protected under U.S. copyright and other laws;
you have read and understand the terms and conditions of use of this web site;
you have read and understand the privacy policy associated with the use of the web site;
SFASoft.com and its licensors retain all copyrights and other intellectual property rights in the Product;
there are no implied licenses under this License, and any rights not expressly granted to you hereunder are reserved by SFASoft.com;
you acquire no ownership or other interest (other than your license rights) in or to the Product;
and SFASoft.com owns all copies of the Product, however made.
You agree that you will not, at any time, contest anywhere in the world SFASoft.com's ownership of the Product, nor will you challenge the validity of SFASoft.com's rights in the Product. You have no rights hereunder to use any trademark or service mark belonging to SFASoft.com or a SFASoft.com authorized reseller.
2.0 Grant of License & Scope of Use
2.1 Grant of License
Subject to the terms and conditions of this License, SFASoft.com grants to you, if you are an individual, or, if you are an entity, one (1) designated person in your organization ("Named User") a personal, nonexclusive, nontransferable and limited license to use the Product. You may install the Product on ONE machine. In the event that a single user is using a "desktop" and a portable "notebook" machine, a second installation license may be granted at the sole discretion of SFASoft.com or a SFASoft.com authorized reseller, provided that the Named User is the only individual permitted to use the Product. You may also make a reasonable number of copies of the Product to backup devices such as hard disks, optical media, or tape and one (1) physical CD media backup copy of the Product solely to replace
the original copy provided to you if the original copy is damaged or destroyed. All rights not specifically granted to you herein are retained by SFASoft.com.
2.2 Multiple Licensed Copies
You may purchase from SFASoft.com or its authorized reseller additional licenses to permit multiple Named Users to use the Product (each a "Named User License"). Such rights will be effective only when granted in writing by SFASoft.com or its authorized reseller and are conditioned upon your payment of the applicable fees. If you purchase additional Named User Licenses for the Product then you are granted for each Named User License the personal, nonexclusive, nontransferable and limited license to designate one individual in your organization as the Named User and permit such Named User to install and use the Product solely as permitted under Section 2.1. In such case, the Product may be used exclusively by the specifically designated Named Users, subject to all the terms and conditions of this License. You agree that you will not designate more Named Users than the number of Named User Licenses that SFASoft.com or its authorized reseller has expressly granted to you and you will not allow the Product to be used by any individuals other than the Named Users designated by you from time to time. You agree to maintain accurate records of the Named User designated by you to use the Product under each Named User License you hold.
3.0 Additional License Terms Applicable to Upgrades
If you have purchased an upgrade version of the Product, it constitutes a single product with the copy of the Product that you upgraded. This means that, although you may have two sets of Product media, you still have only one license. Therefore, you may not transfer the original copy of the Product to any other party.
4.0 Limitations
You may not:
(a) modify, adapt, alter, translate or create derivative works of the Product or merge the Product with other software other than as described in the Product's accompanying documentation or as approved of in writing by SFASoft.com;
(b) lease, rent or loan the Product to any third party;
(c) sublicense, distribute or otherwise transfer the Product or any component thereof to any third party except as expressly authorized in this Agreement;
(d) reverse engineer, decompile, disassemble or otherwise attempt to derive the source code of the Product;
(e) remove, alter or obscure any confidentiality or proprietary notices (including copyright and trademark notices) of SFASoft.com or its suppliers on the Product;
(f) allow third parties to access or use the Product such as in a time-sharing arrangement or operate the Product as part of a service bureau or otherwise for the use or benefit of third parties, except as expressly authorized under Sections 2 and 3;
(g) reproduce or use the Product except as expressly authorized under Sections 2 or 3;
(h) or disclose or publish performance benchmark results for the Product.
The rights granted under this License apply only to this Product. You must procure a separate license to use other SFASoft.com or SFASoft.com authorized reseller software.
5.0 Limited Warranty & Disclaimer
SFASoft.com warrants to you, the original purchaser, and to no other party, that any physical media included with the Product, as and when provided to you, will be free of physical defects in materials and workmanship for a period of ninety (90) days after the date that you initially acquire the Product. Your exclusive remedy and SFASoft.com's sole liability for breach of this warranty is that SFASoft.com will replace any defective media returned to SFASoft.com within the ninety (90) day warranty period. This warranty does not apply to damages resulting from misuse, abuse or neglect. Any replacement media will be warranted as above for the remainder of the original warranty period or twenty (20) days from the date we ship it to you, whichever is longer.
Except for this express limited warranty, the product is provided "as is" and without warranty of any kind. SFASoft.com hereby excludes and disclaims all implied or statutory warranties, including any warranties of merchantability, fitness for a particular purpose, quality, non-infringement, title, results, efforts or quiet enjoyment. There is no warranty that the product will be error-free or will function without interruption. You assume the entire risk for the results obtained using the product. To the extent that SFASoft.com may not disclaim any warranty as a matter of applicable law, the scope and duration of such warranty will be the minimum permitted under such law. It is the responsibility of the end user, "you", to:
use the product as intended,
verify and back check the products results,
understand and apply good engineering judgment that the results are applicable to the problem you are attempting to solve.
Some states do not allow the exclusion of implied warranties, so the above exclusion may not apply to you. This limited warranty gives you specific legal rights and you may also have other legal rights which vary from state to state.
6.0 Services, Updates & Product Changes
SFASoft.com or SFASoft.com authorized resellers are not required under this License to provide any installation, training or other services to you. Such services, if available, must be purchased separately. If, pursuant to a separate support agreement or otherwise, SFASoft.com provides you with a new release, error correction, update, upgrade or other modification to the Product, such modification will be deemed part of the Product, and subject to the terms of this License, unless the modification is expressly provided subject to a separate license agreement. SFASoft.com reserves the right at any time not to release or to discontinue release of any Product and to alter prices, features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics of any future releases of the Product.
7.0 Registration
You must register the Product with SFASoft.com as a condition to your rights to use the Product. You will be prompted to register the Product at the time of your installation or first use of the Product, at which time you will be notified (or directed to online resources explaining) how registration information provided by you may be used and you will be afforded the opportunity to opt out of certain uses of such information.
8.0 Confidentiality
You acknowledge that the Product remains a confidential trade secret of SFASoft.com. You agree to hold this information in confidence, not disclose it to any person, and not use it for any purpose other than the use and operation of the Product as permitted under this License.
9.0 Limitation of Liability
In no event will SFASoft.com be liable to any party for any indirect, incidental, consequential, exemplary, special or punitive damages, including any loss of profit, revenue, business opportunity or data, arising from or relating to this license or the product, whether in contract, in tort or otherwise, even if SFASoft.com knew, should have known or has been advised of the possibility of such damages. SFASoft.com's total cumulative liability arising from or related to this License or the Product, whether in contract, in tort or otherwise, will not exceed the fees actually paid by you under this License. This Section 9 will apply even if an exclusive remedy hereunder has failed of its essential purpose.
Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
10.0 Term & Termination
10.1 Term
The term of this License will begin as of the date that you receive the Product and will remain in effect perpetually unless terminated under this Section 10.
10.2 Termination for Convenience
You may terminate this License for any reason, or for no reason, by giving SFASoft.com five (5) days written notice.
10.3 Termination for Cause
SFASoft.com may terminate this License if you breach your obligations hereunder. SFASoft.com will effect such termination by giving you notice of termination, specifying therein the alleged breach. If your breach is curable, you will have a grace period of thirty (30) days after such notice is served to cure the breach described therein. If the breach is cured within the thirty (30) day grace period, then this License will remain in effect; otherwise, this License will automatically terminate upon the conclusion of the thirty (30) day grace period.
10.4 Effect of Termination
Upon the termination of this License for any reason the following terms shall apply:
(a) all rights granted under this License will immediately terminate and you must stop all use of the Product and any Redistributables;
(b) you must return to SFASoft.com or destroy all copies of the Product provided to or made by you, and will, within ten (10) days after the effective date of termination, provide SFASoft.com with written certification that all such copies have been returned or destroyed;
(c) and all provisions of this License with the exception of the licenses granted in Sections 2 and 3, will survive termination of this License for any reason.
11.0 General Provisions
11.1 Canadian Transactions
If you are subject to Canadian law, you agree to the following:
The parties hereto have expressly required that the present License and its Exhibits be drawn up in the English language.
Les parties ci-joint ont expressément exigé que le permis actuel et ses objets exposés soient élaborés dans l'anglais.
11.2 Hazardous Uses
The Product is not intended for use, and you may not use or allow others to use the Product, in connection with any application requiring fail-safe performance such as the operation of nuclear power facilities, air traffic control or navigation systems, weapons control systems, life support systems, or any other system whose failure could lead to injury, death, environmental damage or mass destruction. You agree that SFASoft.com will have no liability of any nature, and you are solely responsible, for any expense, loss, injury or damage incurred as a result of such use of the Product.
11.3 Governing Law
This License will be governed by and construed in accordance with the laws of the United States and the State of Illinois, without giving effect to any conflicts or choice of laws principles that would require the application of the laws of a different jurisdiction. The parties expressly exclude the application of the 1980 United Nations Convention on the International Sale of Goods (if applicable).
11.4 Entire License - Severability
This License constitutes the entire, final and exclusive agreement between you and SFASoft.com regarding the specific license transaction described herein. If any provision of this License is held to be illegal, invalid or unenforceable for any reason, then such provision will be enforced to the maximum extent permissible and the remainder of the provisions of this License will remain in full force and effect.
11.5 Assignment
You may not transfer the Software media, assign this License or assign any of your rights or delegate any of your obligations under this License, by operation of law or otherwise (including by merger, sale of assets or consolidation), without SFASoft.com's prior written consent. Any attempted assignment in violation of this Section 11.5 will be void.
11.6 Export Control
You may not directly or indirectly transfer the Product, including its documentation, to any country if such transfer would be prohibited by applicable law, including the U.S. Export Administration Act and the regulations issued thereunder. You agree to the foregoing and you are representing and warranting that you are not located in, under the control of, or a national or resident of any such country. You will be solely responsible for identifying and complying with all laws of any jurisdiction outside of the United States regarding the import, export or use of Products and technical data supplied by SFASoft.com. You will obtain at your own expense all licenses, permits or approvals required by any government to use the Product.
11.7 U.S. Government Rights
The Product is a "commercial item" as that term is defined at 48 C.F.R. 2.101, consisting of "commercial computer software" and "commercial computer software documentation" as such terms are used in 48 C.F.R. 12.212. Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4, all U.S. Government end users acquire the Product with only those rights set forth in this License.
11.8 Waiver and Modifications
All waivers must be in writing. Any waiver or failure to enforce a provision of this License on one occasion shall not be deemed a waiver of any other provision or such provision on any other occasion. This License may only be amended by a written document signed by both parties.
If you would like to alter the type or usage parameter of any license you have acquired from SFASoft.com, you must first contact SFASoft.com to obtain written approval and pricing for any such modifications to your license.
If you have any questions about this License, please contact your SFASoft.com authorized reseller or SFASoft.com. If you agree to the terms and conditions of this License Agreement, please click "YES" below. This will be the legal equivalent of your signature on a written contract and the terms of this license shall be a legally binding agreement between you and SFASoft.com. You must agree to these terms and conditions in order to install and use the Product. If you do not agree with these terms and conditions, you should click "NO" below to exit this installation process. As SFASoft.com is unwilling to license the Product to you in such case, you may return the Product within ten (10) days of receipt to SFASoft.com or your SFASoft.com authorized reseller, along with its original packaging and proof-of-purchase, for a full refund, less shipping and handling charge.
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