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Software License Agreement
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IMPORTANT-READ CAREFULLY: This Software License Agreement is a legal agreement between you, the end user ("User") of the software product("Software") produced by Capaho International, LLC ("Vendor") and legitimately obtained by you from Capaho International, LLC. You must accept this Agreement to use the software. If you do not accept the terms of this Agreement you must not use the software and you must destroy any and all copies in your possession. 1. Grant of License. Subject to the terms of this Agreement, Vendor grants User a non-exclusive, non-transferable license to use the Software. User shall not sell, lease, assign, sublicense or otherwise transfer or disclose the Software in whole or in part, to any third party. Use of the Software under this license is restricted to use by one individual User only. This License permits User to install the Software on more than one computer system, as long as the Software will not be used on more than one computer system simultaneously. User will not make copies of the Software or allow copies of the Software to be made by others, unless authorized by this License Agreement. User may make copies of the Software for backup purposes only. The User agrees to make reasonable efforts to protect his or her copies of the Software and license codes from theft and improper use. The User agrees not to distribute copies of the Software or facilitate the distribution of the Software. The User understands that the unauthorized duplication of the Software is a crime and is punishable by law. 2. Term of License. The license shall remain in effect until terminated. User may terminate the license at any time by destroying all copies of the Software in User's possession. It will also terminate if User fails to comply with any term or condition of this Agreement. User agrees upon such termination to destroy the software, any and all copies in User's possession, in any form. 3. Copyright. The Software and the accompanying documentation is owned by Vendor and is protected by United States copyright laws and international treaty provisions. User may not modify, disassemble, decompile or reverse engineer the Software or documentation, except as consented to in writing by Vendor. User may not sublicense, assign or transfer this license or the Software. This license will automatically terminate if User transfers possession of any copy of the Software to any other party. 4. Acknowledgment and Indemnity. USER ACKNOWLEDGES THAT THE FAILURE TO PROPERLY OPERATE THE SOFTWARE LICENSED HEREUNDER AS SPECIFIED IN THE END USER DOCUMENTATION COULD RESULT IN DATA LOSS AND/OR DEGRADATION IN THE PERFORMANCE OF THE COMPUTER UPON WHICH IT IS INSTALLED THAT MIGHT HAVE BEEN AVOIDED IF THE SOFTWARE HAD BEEN PROPERLY OPERATED. User agrees to indemnify and hold Vendor harmless from any and all claims, damage, loss, cost, expense or other liability or any other claim resulting from the negligent failure to properly operate the Software. 5. No Liability for Damages. IN NO EVENT WILL VENDOR BE LIABLE TO USER FOR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, LOST SAVINGS, PERSONAL INJURY, WRONGFUL DEATH, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF VENDOR OR AN AUTHORIZED DEALER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY, EXCEPT TO THE EXTENT OF THE REMEDIES DESCRIBED BELOW IN THE EVENT OF THE BREACH OF THE LIMITED WARRANTY DESCRIBED BELOW. 6. Limited Warranty. Vendor warrants that the Software will perform substantially in accordance with the accompanying Vendor end-use documentation for a period of thirty (30) days from the date of purchase. THIS WARRANT IS EXCLUSIVE AND VENDOR MAKES NO OTHER WARRANTY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 7. Remedies. If User believes that the Software has not performed in accordance with the foregoing limited warranty, User must notify Vendor in writing not more than 30 days after the end of the applicable warranty period. In the event such limited warranty has been breached, Vendor shall, at its option, either (i) repair or replace the Software free of charge, or (ii) accept the return of the Software and refund the purchase price therefor. 8. Governing Law. This License Agreement is governed by the laws of the State of Delaware applicable to Delaware contracts.
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