GSL
Promoter Series - Software License Agreement
IMPORTANT - READ CAREFULLY: This
License Agreement is a legal agreement between You and Vendor.
Read it carefully before completing the installation process and
using the Software. It provides a license to use the Software
and contains warranty information and liability disclaimers. BY
INSTALLING, COPYING OR OTHERWISE USING THE SOFTWARE, YOU ARE CONFIRMING
YOUR ACCEPTANCE OF THE SOFTWARE AND AGREEING TO BECOME BOUND BY
THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE, DO NOT INSTALL
OR USE THE PRODUCT.
The Software is owned by Vendor
and/or its licensors and is protected by copyright laws and international
copyright treaties, as well as other intellectual property laws
and treaties. THE SOFTWARE IS LICENSED, NOT SOLD.
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1. DEFINITIONS.
"Vendor" means GSL Technologies Inc.
"You", "Your" means you and your company.
"Software" means the product provided to You, which
includes computer software and may include associated media, printed
materials, and "online" or electronic documentation.
2. OWNERSHIP.
The Software is owned and copyrighted by Vendor and/or its licensors.
Your license confers no title or ownership in the Software and
is not a sale of any rights in the Software.
3. GRANT OF LICENSE.
Vendor grants You the following rights provided You comply with
all terms and conditions of this agreement. For each license You
have acquired for the Software:
5. ADDITIONAL SOFTWARE
This license applies to updates, upgrades, plug-ins and any other
additions to the original Software provided by Vendor, unless
Vendor provides other terms along with the additional software.
6. 3RD PARTY SERVICES
This Software may make use of, or have the ability to make use
of, link to, or integrate with 3rd party content or services.
The availability of the content or services is at the sole discretion
of the 3rd party service providers and may be subject to usage
agreements and other restrictions. You agree to indemnify and
save harmless Vendor and its licensors from all claims, damages,
and expenses of whatever nature that may be made against Vendor
and its licensors by 3rd party content and service providers as
a result of Your use of the Software.
7. REGISTRATION.
The software will electronically register itself during installation
or relocation and confirm that You have entered a valid "Product
ID". The registration process only sends the license information
that You've entered (Company Name, Domain Name, Product ID) and
information about the software installed (Program ID, Version,
Install URL, Checksum). No other information is sent.
8. UPGRADES.
If this copy of the software is an upgrade from an earlier version
of the software, it is provided to You on a license exchange basis.
Your use of the Software upgrade is subject to the terms of this
license, and You agree by Your installation and use of this copy
of the Software to voluntarily terminate Your earlier license
and that You will not continue to use the earlier version of the
Software or transfer it to another person or entity.
9. TRANSFER.
You may make a one-time transfer of the Software and Your rights
under this license to another party provided that:
You provide the party with the
Software, any "Product ID" codes, and this license.
The party accepts the terms of this license as a condition of
the transfer.
You destroy any other copies of the Software and generated content
(if applicable) in Your possession.
You notify Vendor of the transfer.
Your rights under this license automatically terminate upon transfer.
10. SUBLICENSING.
You may not sublicense the Software or your rights under this
license.
11. TERMINATION.
Vendor may terminate Your license if You do not abide by the license
terms. Termination of the license may include, but not be limited
to, marking the Product ID as invalid to prevent further installations.
Upon termination of license, You shall immediately discontinue
the use of the Software and shall within ten (10) days return
to Vendor all copies of the Software or confirm that You have
destroyed all copies of it. Your obligations to pay accrued charges
and fees, if any, shall survive any termination of this Agreement.
Vendor's third party licensors may protect their rights in the
event of any violation of the terms and conditions of this license.
You agree to indemnify Vendor and its licensors for reasonable
attorney fees in enforcing its rights pursuant to this license.
12. DISCLAIMER OF WARRANTY.
The Software is provided on an "AS IS" basis, without
warranty of any kind, including, without limitation, the warranties
of merchantability, fitness for a particular purpose and non-
infringement. The entire risk as to the quality and performance
of the Software is borne by You. Should the Software prove defective,
You, not Vendor or its licensors, assume the entire cost of any
service and repair. If the Software is intended to link to, extract
content from or otherwise integrate with a third party service,
Vendor makes no representation or warranty that Your particular
use of the Software is or will continue to be authorized by law
in Your jurisdiction or that the third party service will continue
to be available to You. This disclaimer of warranty constitutes
an essential part of the agreement.
13. LIMITATION OF LIABILITY.
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT,
OR OTHERWISE, SHALL VENDOR OR ITS LICENSORS BE LIABLE TO YOU OR
ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL,
OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION,
DAMAGES FOR WORK STOPPAGE, COMPUTER FAILURE OR LOSS OF REVENUES,
PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE OR ECONOMIC LOSSES.
IN NO EVENT WILL VENDOR OR ITS LICENSORS BE LIABLE FOR ANY DAMAGES
IN EXCESS OF THE AMOUNT PAID TO LICENSE THE SOFTWARE, EVEN IF
YOU OR ANY OTHER PARTY SHALL HAVE INFORMED VENDOR OR ITS LICENSORS
OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM. NO CLAIM,
REGARDLESS OF FORM, MAY BE MADE OR ACTION BROUGHT BY YOU MORE
THAN ONE YEAR AFTER THE BASIS FOR THE CLAIM BECOMES KNOWN TO THE
PARTY ASSERTING IT.
14. APPLICABLE LAW.
This license shall be interpreted in accordance with the laws
of Ontario, Canada. Any disputes arising out of this license shall
be adjudicated in a court of competent jurisdiction in Ontario,
Canada.
15. GOVERNING LANGUAGE.
Any translation of this License is done for local requirements
and in the event of a dispute between the English and any non-English
versions, the English version of this License shall govern.
16. ENTIRE AGREEMENT.
This license constitutes the entire agreement between the parties
relating to the Software and supersedes any proposal or prior
agreement, oral or written, and any other communication relating
to the subject matter of this license. Any conflict between the
terms of this License Agreement and any Purchase Order, invoice,
or representation shall be resolved in favour of the terms of
this License Agreement. In the event that any clause or portion
of any such clause is declared invalid for any reason, such finding
shall not affect the enforceability of the remaining portions
of this License and the unenforceable clause shall be severed
from this license. Any amendment to this agreement must be in
writing and signed by both parties.
Software License Agreement v3.1
(June 30, 2003)
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Should you have any questions concerning this license, or if you
desire to contact us for any reason, please email or telephone.
