PLEASE READ THIS END-USER LICENSE AGREEMENT ("EULA") CAREFULLY. BY INSTALLING, COPYING, OR USING THE SOFTWARE THAT ACCOMPANIES THIS EULA ("SOFTWARE"), YOU AGREE TO THE TERMS OF THIS EULA. IF YOU DO NOT AGREE, DO NOT USE THE SOFTWARE.
THE SOFTWARE CONTAINS FUNCTIONALITY THAT IS TIME SENSITIVE. PLEASE REFER TO SECTION 4 FOR DETAILS.
1. GENERAL. This EULA is a legal agreement between you (either an individual or a single entity) and Isota LLC ("Isota"). This EULA governs the Software, which includes computer software (including online and electronic documentation) and any associated media and printed materials. This EULA applies to updates, supplements, and add-on components of the Software that Isota may provide or make available to you unless Isota provides other terms with the update, supplement, or add-on component. This EULA also governs any product support services relating to the Software except as may be included in another agreement between you and Isota.
2. GRANT OF LICENSE. Isota grants to you a limited, non-exclusive, nontransferable, royalty-free license to install and use the Software on computers residing on your premises for a period of 30 days from the date of installation, solely for purposes of testing and evaluating the Software for the purpose of deciding whether to purchase the Software. The foregoing limit is aggregate and applies regardless of how many copies of the Software you obtain from Isota. This license is conditioned on your complying with all terms and conditions of this EULA.
3. TERM OF AGREEMENT. Isota may terminate this EULA at any time, with or without cause, by notifying you in writing of such termination. This EULA will terminate without notice upon the expiration of the evaluation period set forth in Section 2, above, or upon purchase of the full version of the Software, unless terminated earlier by Isota. Upon the termination of this EULA, you will cease use of the Software, and if so requested, promptly return to Isota, or certify destruction of, all full or partial copies of the Software provided by Isota. Sections 1, 3-6, 8, and 11-17 will survive termination or expiration of this EULA.
4. TIME-SENSITIVE SOFTWARE. THE SOFTWARE IS TIME-SENSITIVE AND WILL EXPIRE (30) DAYS AFTER YOU FIRST INSTALL THE SOFTWARE. This EULA and your right to use the Software may terminate before expiration of the 30-day period (see section 2 above).
5. FEEDBACK. You may from time to time provide suggestions, comments regarding usability, bug reports, test reports or other feedback (collectively, "Feedback") to Isota with respect to the Software. All Feedback will be given entirely voluntarily. You agree that Isota may freely use, disclose, reproduce, license, distribute and otherwise commercialize the Feedback in any Isota product, technology, service, specification or documentation (collectively, "Isota Offerings").
6. RESTRICTIONS ON USE. You may not demonstrate, test, examine, evaluate or otherwise use the Software in a live operating environment or with data that has not been sufficiently backed up. You may not use the Software for benchmark or performance testing.
7. DEMAND FOR EXAMINATION. Isota hereby requests that you fully examine the Software during the term of this EULA so that you will be fully familiar with it before obtaining a copy of the full version of the Software. Only your full examination now will determine whether or not the non-evaluation version will be merchantable or fit for your particular purposes.
8. RESERVATION OF RIGHTS; OTHER RESTRICTIONS. The Software is protected by copyright and other intellectual property laws and treaties. Isota or its suppliers own the title, copyright, and other intellectual property rights in the Software. The Software is licensed, not sold. Isota reserves all rights not expressly granted to you in this EULA. Reverse engineering, decompiling, or disassembling the Software is prohibited, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation. Renting, leasing, or lending the Software (including providing commercial hosting services) is also prohibited.
9. PRODUCT SUPPORT SERVICES. Isota may provide you with product support services related to the Software. Use of any such support services is governed by the Isota policies and programs described in the user manual, in online documentation, on Isota's support webpage, or in other Isota-provided materials. Any software Isota may provide you as part of support services are governed by this EULA, unless separate terms are provided. This EULA does not obligate Isota to provide any support services or to support any software provided as part of those services.
10. SOFTWARE TRANSFER. You may move the Software to a different computer on your premises. After the transfer, you must completely remove the Software from the former computer. You may not transfer the Software or this EULA to any third party.
11. DISCLAIMER OF WARRANTIES. THE SOFTWARE IS DEEMED ACCEPTED BY YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ISOTA AND ITS SUPPLIERS PROVIDE THE SOFTWARE, AND SUPPORT SERVICES (IF ANY) AS IS AND WITH ALL FAULTS, AND ISOTA AND ITS SUPPLIERS HEREBY DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY (IF ANY) IMPLIED WARRANTIES, DUTIES OR CONDITIONS OF MERCHANTABILITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF RELIABILITY OR AVAILABILITY, OF ACCURACY OR COMPLETENESS OF RESPONSES, OF RESULTS, OF WORKMANLIKE EFFORT, OF LACK OF VIRUSES, AND OF LACK OF NEGLIGENCE, ALL WITH REGARD TO THE SOFTWARE, AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATION, SOFTWARE, AND RELATED CONTENT THROUGH THE SOFTWARE OR OTHERWISE ARISING OUT OF THE USE OF THE SOFTWARE. ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION OR NON -INFRINGEMENT WITH REGARD TO THE SOFTWARE. THE ENTIRE RISK AS TO THE QUALITY, OR ARISING OUT OF THE USE OR PERFORMANCE OF THE SOFTWARE AND ANY SUPPORT SERVICES, REMAINS WITH YOU.
12. EXCLUSION OF INCIDENTAL, CONSEQUENTIAL AND CERTAIN OTHER DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ISOTA OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR PERSONAL INJURY, FOR LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SOFTWARE, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATION, SOFTWARE, AND RELATED CONTENT THROUGH THE SOFTWARE OR OTHERWISE ARISING OUT OF THE USE OF THE SOFTWARE, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS EULA, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), MISREPRESENTATION, STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF ISOTA OR ANY SUPPLIER, AND EVEN IF ISOTA OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES /JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
13. LIMITATION OF LIABILITY AND REMEDIES. NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED HEREIN AND ALL DIRECT OR GENERAL DAMAGES IN CONTRACT OR ANYTHING ELSE), THE ENTIRE LIABILITY OF ISOTA AND ANY OF ITS SUPPLIERS UNDER ANY PROVISION OF THIS EULA AND YOUR EXCLUSIVE REMEDY HEREUNDER WILL BE LIMITED TO THE GREATER OF THE ACTUAL DAMAGES YOU INCUR IN REASONABLE RELIANCE ON THE SOFTWARE UP TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE OR US$5.00. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE.
14. GOVERNING LAW, JURISDICTION, ATTORNEYS' FEES. This EULA will be construed and controlled by the laws of the State of Florida, and you consents to exclusive jurisdiction and venue in the federal courts sitting in Miami-Dade County, Florida, unless no federal jurisdiction exists, in which case you consents to exclusive jurisdiction and venue in Miami-Dade County, Florida. You waive all defenses of lack of personal jurisdiction and forum non conveniens. Process may be served on either party in the manner authorized by applicable law or court rule. If either party employs attorneys to enforce any rights arising out of or relating to this EULA, the prevailing party will be entitled to recover its reasonable attorneys' fees, costs and other expenses.
15. U.S. GOVERNMENT RIGHTS. All Software provided to the U.S. Government pursuant to solicitations issued on or after December 1, 1995, is provided with the rights and restrictions described elsewhere herein. All Software provided to the U.S. Government pursuant to solicitations issued prior to December 1, 1995, is provided with RESTRICTED RIGHTS as provided for in FAR, 48 CFR 52.227-14 (JUNE 1987) or DFAR, 48 CFR 252.227-7013 (OCT 1988), as applicable.
16. EXPORT RESTRICTIONS. You acknowledge that the Software is subject to U.S. export jurisdiction. You agree to comply with all applicable international and national laws that apply to the Software, including the U.S. Export Administration Regulations, as well as end-user, end-use, and destination restrictions issued by U.S. and other governments
17. ENTIRE AGREEMENT; SEVERABILITY. This EULA constitutes the complete and exclusive agreement between Isota and you with respect to the subject matter hereof, and supersedes all prior or contemporaneous oral or written communications, proposals, representations, understandings, or agreements not specifically incorporated herein. If any provision of this Agreement is held to be void, invalid, unenforceable or illegal, the other provisions will continue in full force and effect.