Visual Object Modelers Software License Agreement

Visual Object Modelers, Inc. Software License Agreement

THIS IS A LEGAL AGREEMENT BETWEEN YOU, THE END USER, AND VISUAL OBJECT MODELERS, INC. BY OPENING THE SEALED DISTRIBUTION MEDIA PACKAGE, OR RECEIVING AN UNLOCK KEY/CODE OR SERIAL NUMBER FOR THE SOFTWARE PRODUCT VIA ELECTRONIC MAIL (E-MAIL), REGULAR MAIL OR FAX, WHETHER RECEIVED ON DISTRIBUTION MEDIA OR AS A RESULT OF ELECTRONIC DOWNLOAD, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IN THE CASE OF RECEIPT OF THE SOFTWARE PRODUCT IN THE FORM OF A SEALED DISTRIBUTION PACKAGE, IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, PROMPTLY RETURN THE UNOPENED MEDIA PACKAGE AND ANY ACCOMPANYING MATERIALS (INCLUDING ALL PRINTED MATERIALS, DISKS OR CD-ROM, REGISTRATION CARD, MANUALS, BOOKS, AND CONTAINER) TO THE PLACE YOU OBTAINED THEM FOR A FULL REFUND. SOFTWARE PRODUCT LICENSES PROVIDED VIA A MEANS WHEREBY THE UNLOCK KEY/CODE OR SERIAL NUMBER IS IMMEDIATELY VISIBLE, SUCH AS VIA E-MAIL, ARE NOT RETURNABLE OR REFUNDABLE.

This agreement supersedes all prior agreements, proposals, and representations between you and Visual Object Modelers, regarding all Visual Object Modelers software products.

VISUAL OBJECT MODELERS SOFTWARE LICENSE:

1. GRANT OF LICENSE. Visual Object Modelers, Inc. (the "COMPANY") grants a single user (the “USER”) the right to use one copy of the software product (the "SOFTWARE") on a single terminal or workstation. You may use the SOFTWARE on a computer network (any combination of two or more terminals that are electronically linked and capable of sharing the use of a single copy of a software program) provided you have purchased and dedicated at least one copy of the SOFTWARE product for each user of the SOFTWARE on the network. The SOFTWARE may not be shared by multiple USERs except in the scenario whereby the SOFTWARE is installed on a workstation for use by more than one USER, provided that the SOFTWARE is not in use by more than one USER at a time. A USER may install the SOFTWARE on more than workstation (for example: an in-office desktop PC and a traveling laptop PC) provided it is used only by that USER and that it is not in use on more than workstation at any moment in time.

2. MULTI-USER AND SITE LICENSE. For the purchase of multiple licenses of the SOFTWARE, either as a result of purchasing multiple copies of the SOFTWARE or a multi-user license (including a site license), this agreement shall apply to each distinct license purchased. In this case, the SOFTWARE may be used by as many users and/or on as many workstations as specified in the provided contract, bill of sale or invoice. In the case of an unlimited site or user license, there is no restriction on the number of users and/or workstations that the SOFTWARE can be installed and used on, with the exception that the SOFTWARE may only be used by USERs within the company/organization that purchased the site license.

3. OWNERSHIP and COPYRIGHT. The SOFTWARE is owned by COMPANY and is licensed to you. It is not sold. The SOFTWARE is protected by United States copyright laws and international treaty provisions. Therefore, you must treat the SOFTWARE like any other copyright protected material (e.g., a book or musical recording) except that you may either (a) make one copy solely for backup or archival purposes or (b) transfer the SOFTWARE to a single hard disk provided you keep the original solely for backup or archival purposes. You must have only one working copy at a time for each copy of the SOFTWARE licensed to you. You may not copy the written materials accompanying the SOFTWARE. You must honor the copyright restrictions that apply to any materials provided with the SOFTWARE.

4. OTHER RESTRICTIONS. You may not rent or lease the SOFTWARE, but you may transfer the SOFTWARE and all accompanying original distribution media and printed materials on a permanent basis provided you retain no copies and the recipient agrees to the terms of this Agreement. If the SOFTWARE is an update, any transfer must include the update and all prior versions. You may not reverse engineer, decompile, disassemble or modify the SOFTWARE. You may not attempt to bypass the copy protection, unlock mechanism, serial number scheme, etc. of the SOFTWARE. You may not publish the unlock code/key or serial number of the SOFTWARE for use by others. You may not use the SOFTWARE on a perpetual or continuous basis without the use of a legally obtained unlock code/key or serial number.

5. MULTIPLE MEDIA SOFTWARE. If the SOFTWARE package contains a combination of floppy disks, CD-ROM, Zip disk, or tape cartridge (the "DISTRIBUTION MEDIA") then you may use only the MEDIA appropriate for your single-user computer or network file server. You may not use the other MEDIA on another computer or computer network, or loan, rent, lease, or transfer them to another user except as part of the permanent transfer (as provided above) of all SOFTWARE and written materials.

LIMITED WARRANTY

1. LIMITED WARRANTY. COMPANY warrants that the SOFTWARE has been accurately recorded on the MEDIA and that the MEDIA contains no known defects. If you return any MEDIA that does not meet this warranty to the place that you obtained them from within 90 days from the date of shipment, the COMPANY or its authorized dealer will replace the MEDIA without charge. This is your only remedy for breach of warranty. You assume all risks with respect to the accuracy, quality, reliability, and performance of the SOFTWARE and accompanying materials. Any implied warranties are limited to 90 days. Some states do not allow limitations on duration of an implied warranty, so the above limitation may not apply to you.

2. NO OTHER WARRANTIES OR REMEDIES. COMPANY disclaims all other warranties and remedies, either express or implied, including but not limited to, implied warranties of merchantability and fitness for a particular purpose, with respect to the SOFTWARE and the accompanying written materials. This limited warranty gives you specific legal rights. You may have others that may vary from state to state.

3. NO LIABILITY FOR CONSEQUENTIAL DAMAGES. In no event shall COMPANY or its suppliers be liable for any damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of or damage to business information, or other pecuniary loss) arising out of the use of or inability to use the SOFTWARE, even if COMPANY has been advised of the possibility of such damages. Because some states do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you.

U.S. GOVERNMENT RESTRICTED RIGHTS

The SOFTWARE and its documentation are provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government is subject to restrictions as set forth in Federal Regulations. Contractor/manufacturer is: Visual Object Modelers, Inc. 4450 Arapahoe Avenue, Suite 100, Boulder, CO 80303, USA.

DISPUTES

This Agreement is governed by the laws of the State of Colorado and is enforceable by Visual Object Modelers, Inc. and/or its distributors and dealers. Disputes will be resolved by arbitration under UNCITRAL Rules of Arbitration with one arbitrator and conducted, at Visual Object Modelers' option, in Boulder or Denver, Colorado, with administration by Colorado Arbitration Services, or in Stockholm, Sweden with administration by the Stockholm Chamber of Commerce. The prevailing party in any action brought in connection with an alleged infringement of Visual Object Modelers' proprietary rights will be entitled to recover its costs and expenses, including attorneys fees.

If you have any questions concerning this agreement, or if you wish to contact the COMPANY for any reason, please contact: Visual Object Modelers, Inc. 4450 Arapahoe Avenue, Suite 100, Boulder, CO 80303, USA. Telephone: (303) 448-8835. FAX: (303) 415-2500. E-mail: info@visualobject.com.