IMPORTANT - READ CAREFULLY: This is a legal agreement (hereinafter the ‘‘Agreement”) between you (either an individual or a single entity) and Automata, Inc., a Pennsylvania corporation (“Licensor”).
This Agreement covers any “Product” owned by Licensor that is not licensed by you under a separate agreement executed in writing by Licensor.
The term “Product” includes(s) software or services, whether delivered on physical media, downloaded, or used on-line, electronic or physical documentation, associated media, and printed materials (any or all of which may be referred to, collectively or individually, as ‘‘Product”).
By installing, opening, installing, or otherwise using the Product you agree to be bound by the terms of this Agreement.
If you do not agree to the terms of this Agreement and are not willing to be bound by it (i) do not, open, install, or use the Product and (ii) promptly destroy any electronic copy of the Product and (iii) return in unused form all physical material delivered with the Product.
Licensor and its suppliers retain ownership of the Product including all intellectual property, trade secrets, patents, copyrights, and trademarks concerning the Product.
Licensor grants you a non-exclusive license to use the Product in accordance with the terms of this Agreement.
Licensor reserves all rights not expressly granted to you.
You may not make copies of the Product for any purpose. The normal caching behavior of Java for webstart applications is not considered copying for the purposes of this Agreement.
You may not alter, modify, disassemble, reverse engineer, decompile, or otherwise translate the Product or make any other attempt to derive the source code of the Product or authorize any third party to do any of the foregoing, except to the extent allowed under any applicable law.
You may not, without the prior written approval of Licensor, loan, lease, rent, sublicense, distribute, or otherwise transfer the Product or any part thereof, or use the Product for any purpose other than for your personal or internal purposes.
You may not execute the Product (i) in a transaction processing server or service or (ii) on a server that supports multiple clients or users without the prior written approval of Licensor.
You may not (i) provide access to or (ii) facilitate the use of the Product by any third party without the prior written approval of Licensor.
Unless your use of the Product is licensed under a separate agreement executed in writing by Licensor which provides for alternative hosting of the Product:
You acknowledge that potentially personally identifiable information, such as credentials including user names and email addresses and information about your use of the Product, may become public information as a result of using the Product.
Either party may terminate this Agreement for any reason at any time.
Your license to use this Product automatically terminates upon your violation of any of the terms and conditions of this Agreement.
NO WARRANTIES: THE PRODUCT IS LICENSED “AS IS” WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR AND ITS SUPPLIERS DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTY AGAINST INFRINGEMENT, WITH REGARD TO THE PRODUCT.
CUSTOMER REMEDIES: LICENSOR’S ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY SHALL NOT EXCEED THE PRICE YOU PAID FOR THE PRODUCT.
LIMITATION OF LIABILITY: IN NO EVENT SHALL LICENSOR OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF YOUR USE OF OR YOUR INABILITY TO USE THE PRODUCT, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR FOR ANY CLAIM BY ANY OTHER PARTY AND WHETHER OR NOT SUCH LOSS OR DAMAGES ARE FORESEEABLE. IN ANY CASE, LICENSOR’S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL BE LIMITED TO THE GREATER OF THE AMOUNT YOU ACTUALLY PAID TO LICENSOR FOR THE PRODUCT OR $5.00 U.S.
If the Products are acquired for or on behalf of the United States of America, its agencies and/or instrumentalities ("U.S. Government"), they are provided with restricted rights. The Products and accompanying documentation are "commercial computer software" and "commercial computer software documentation," respectively, pursuant to 48 C.F.R. 12.212 and 227.7202, and restricted computer software" pursuant to 48 C.F.R. 52.227-19(a), as applicable. Use, modification, reproduction, release, performance, display or disclosure of the Products and accompanying documentation by the U.S. Government are subject to restrictions as set forth in this Agreement and pursuant to 48 C.F.R. 12.212, 52.227-19, 227.7202, and 1852.227-86, as applicable.
You agree that the Product will not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions or regulations (collectively the "Export Laws"). In addition, you represent and warrant that you are not a citizen, or otherwise located within, an embargoed nation (including without limitation Iran and North Korea) and that you are not otherwise prohibited under the Export Laws from receiving the Software.
This Agreement is the complete and exclusive agreement between you and Licensor with respect to the subject matter of this Agreement, and supersedes any proposal or prior agreement, oral or written, and any other communications between us relating to the subject matter of this Agreement.
This Agreement shall be construed and governed by the laws of the Commonwealth of Pennsylvania, without regard to conflicts of law principles, and you consent to exclusive jurisdiction and venue in the state or federal courts of the Commonwealth of Pennsylvania.
If any provision of this Agreement is found void or unenforceable, that provision will be removed without affecting the validity of the remaining provisions of the Agreement, which shall remain valid and enforceable.
You shall comply with all relevant export laws and regulations of the United States and you shall not allow the Product to be exported, directly or indirectly, in violation of United States law.
Licensor will not, by lapse of time or inaction, be deemed to waive any breach by you of this Agreement.