END-USER LICENSE AGREEMENT FOR EXCLUSIVE ORE® PRE-RELEASE PRODUCT
EXCLUSIVE ORE Software
IMPORTANT-READ CAREFULLY: This End-User License Agreement (“EULA”) is a legal agreement between you (either an individual or a single entity) and Exclusive Ore Inc. (“EXCLUSIVE ORE”) for pre-release software identified above (collectively, the "PRE-RELEASE PRODUCT"). The software may include associated media, printed materials, and "online" or electronic documentation, (collectively, the "SOFTWARE"). YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA BY SIGNING BELOW, INSTALLING OR COPYING THE SOFTWARE, ACCESSING THE SOFTWARE, OR OTHERWISE USING THE PRE-RELEASE PRODUCT. IF YOU DO NOT AGREE, YOU MAY NOT INSTALL OR COPY THE SOFTWARE, ACCESS THE SERVICES, OR OTHERWISE USE THE PRE-RELEASE PRODUCT.
PRE-RELEASE PRODUCT LICENSE
1. EVALUATION PERIOD. The "EVALUATION PERIOD" shall begin the first day that you use the PRE-RELEASE PRODUCT and will end 30 days later. The EVALUATION PERIOD may also end if EXCLUSIVE ORE sends written notice of termination.
2. GRANT OF LICENSE. During the EVALUATION PERIOD, EXCLUSIVE ORE grants you the following limited royalty-free rights provided that you comply with all terms and conditions of this EULA:
a. Use and Access. For the sole purposes of evaluating and testing the PRE-RELEASE PRODUCT, you may (i) install, use and run copies of the SOFTWARE on a computer that resides on your premises, and (ii) access and display the results of the SOFTWARE from those computers.
b. Reservation of Rights. EXCLUSIVE ORE reserves all rights not expressly granted to you in this EULA.
3. NON-TRANSFERABLE and NOT FOR SALE. You may not give, sell, rent, lease, lend, transfer for value, or otherwise transfer the PRE-RELEASE PRODUCT.
4. LIMITATIONS ON REVERSE-ENGINEERING, DECOMPILATION, AND DISASSEMBLY. You may not reverse- engineer, decompile, or disassemble the SOFTWARE.
5. CONFIDENTIAL USE OF PRE-RELEASE PRODUCT. You may not permit any third party to view, observe, use, have access to, modify, reverse-engineer, decompile, or dissassemble the PRE-RELEASE PRODUCT. The terms of confidentiality under this EULA shall not be construed to limit your right to independently develop or acquire products without use of the PRE-RELEASE PRODUCT. Your obligations under this EULA with respect to confidentiality of any portion of the PRE-RELEASE PRODUCT shall terminate when you can document that: (a) it was or has become generally available to the public, as evidenced by prior written publication thereof, other than as a result of a disclosure by you; (b) it was in your possession free of any obligation of confidence at the time it was communicated to you; (c) it was developed by you independently of and without reference to any information contained in the PRE-RELEASE PRODUCT.
6. EVALUATION. You agree to provide information and feedback regarding the usability, performance, features, functionality and testing of the PRE-RELEASE PRODUCT from time to time during the EVALUATION PERIOD as reasonably requested by EXCLUSIVE ORE. All bug reports, test feedback will be reported by sending email to firstname.lastname@example.org You shall report to EXCLUSIVE ORE as soon as practical results and other any perceived defects in the PRE-RELEASE PRODUCT. You agree not to disclose any information about your evaluation of the PRE-RELEASED PRODUCT to any third party without the prior written consent of EXCLUSIVE ORE.
7. OWNERSHIP OF FEEDBACK. You agree to provide reasonable information and feedback regarding the usability, performance (including but not limited to perceived defects), features, functionality and testing of the PRE-RELEASE PRODUCT from time to time during the EVALUATION PERIOD as reasonably requested by EXCLUSIVE ORE. You hereby grant to EXCLUSIVE ORE the following worldwide, nonexclusive, perpetual, irrevocable, royalty free, fully paid up rights: (a) to make, use, copy, modify and create derivative works of all feedback provided by you with respect to the PRE-RELEASE PRODUCT, (b) publically perform or display, import, broadcast, transmit, distribute, license, offer to sell, and sell, rent, lease or lend copies of all feedback provided by you with respect to the PRE-RELEASE PRODUCT (and derivative works thereof), and (c) sublicense to third parties the foregoing rights, including the right to sublicense to further third parties.
8. TERMINATION. Without prejudice to any other rights, EXCLUSIVE ORE or you may cancel this EULA at any time before expiration of the EVALUATION PERIOD by providing one (1) week notice before proceeding with termination. Upon termination, all EXCLUSIVE ORE SOFTWARE must be removed from your computers.
9. EXPORT RESTRICTIONS. You agree that you will not export or re-export the PRE-RELEASE PRODUCT, or portions thereof, other than to Canada without first obtaining an export license or determining that a license exception is applicable.
10. NO WARRANTIES. EXCLUSIVE ORE expressly disclaims any warranty for the PRE-RELEASED PRODUCT. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE AND ANY RELATED DOCUMENTATION IS PROVIDED “AS IS AND WITH ALL FAULTS” WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE REMAINS WITH YOU.
11. NO LIABILITY FOR DAMAGES. To the maximum extent permitted by applicable law, in no event shall EXCLUSIVE ORE be liable for any special, incidental, indirect or consequential damages whatsoever (including, without limitation, damages for loss of business profit, business interruption, loss of business information, personal injury, loss of privacy, for failure to meet any duty including good faith or of reasonable care, for negligence, or any other pecuniary loss) arising out of or in any way related to the use of, or inability to use, the PRE-RELEASE PRODUCT, even if EXCLUSIVE ORE has been advised of the possibility of such damages.
12. LIMITATION OF LIABILITY AND REMEDIES. Notwithstanding any damages that you might incur for any reason whatsoever, the entire liability of EXCLUSIVE ORE under any provision of this EULA and your exclusive remedy for the foregoing shall be limited to U.S. $5.00. The foregoing limitations, exclusions, and disclaimers shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.
13. APPLICABLE LAW. This EULA is governed by the laws of the State of Pennsylvania. In respect of any dispute which may arise hereunder, you consent to the jurisdiction of federal and state courts in Montgomery County, Pennsylvania.
14. ENTIRE AGREEMENT. This EULA (including any addendum or amendment to this EULA which is included with the PRE-RELEASE PRODUCT) are the entire agreement between you and EXCLUSIVE ORE relating to the PRE-RELEASED PRODUCT and they supersede all prior or contemporaneous oral or written communications, proposals, and representations with respect to the PRE-RELEASE PRODUCT or any other subject matter covered by this EULA.
15. The PRE-RELEASE PRODUCT is protected by copyright and other intellectual property laws and treaties. Exclusive Ore Inc. owns the title, copyright, and other intellectual property rights in the PRE-RELEASED PRODUCT. The PRE-RELEASED PRODUCT is licensed, and is not for sale.