CENTERSPACE SOFTWARE - LICENSE AGREEMENT
IMPORTANT - READ BEFORE COPYING, INSTALLING OR USING.
Do not copy, install, or use the "Materials" provided under this license agreement ("Agreement"), until you have carefully read the following terms and conditions.
By copying, installing, or otherwise using the Materials, you agree to be bound by the terms of this Agreement. If you do not agree to the terms of this Agreement, do not copy, install, or use the Materials.
LICENSE GRANT: Subject to the License Restrictions below, CenterSpace Software LLC ("CenterSpace Software") grants to you (the "Licensee")the following non-exclusive, non-assignable royalty-free copyright licenses in the "Materials" below, which are identified specifically in License Definitions, and in any updates thereto that CenterSpace Software may offer in the future.
LICENSE DEFINITIONS: Materials are defined as consisting of Source Code, Binary Libraries, Sample Source, and Documentation.
Licensee: One software developer using this software on one computer (one workstation). Any software developer that works on a project that makes calls to the Materials (in any non-executable form) shall be considered a Licensee, and must either have their own individual license or be part of a group license.
Source Code: may include files containing programming statements that are human-readable and are written in any .NET programming language, including the C# (CSharp) and Managed C++ programming languages. You may use them internally, but you may not copy or redistribute them.
Binary Libraries: may include dynamically linkable library files (.NET assemblies) and support files. You may use them internally. You may redistribute Binary Libraries with applications you develop that make use of or incorporate them, provided such applications do not expose CenterSpace Software application programming interfaces either directly or indirectly.
Sample Source: may include example interface or application source code. You may copy, modify and compile the Sample Source.
Documentation: may include reference and user documentation. You may use them internally for the purposes of evaluating the Materials as licensed hereunder, but you may not copy or redistribute them.
LICENSE RESTRICTIONS: You may not reverse-assemble, reverse-compile, or otherwise reverse-engineer any software provided solely in binary form. You may NOT post any of the Materials to a bulletin-board site, or website without prior written consent. In addition, YOU MAY NOT CREATE A UTILITY PROGRAM OF SIMILAR NATURE TO THIS PRODUCT.
EVALUATION PERIOD: This license if valid for a thirty-day (30-day) Evaluation Period. Upon expiration of the Evaluation Period, you must either purchase a license key or make reasonable efforts to destroy all Binaries, Sample Source, and Documentation.
COPYRIGHT: Title to the Materials and all copies thereof remain with CenterSpace Software. The Materials are copyrighted and are protected by United States copyright laws and international treaty provisions. You will not remove any copyright notice from the Materials. You agree to prevent any unauthorized copying of the Materials. Except as expressly provided herein, CenterSpace Software does not grant any express or implied right to you under CenterSpace Software patents, copyrights, trademarks, or trade secret information.
REPLACEMENTS: The Materials are provided "AS IS" without warranty of any kind. If the media on which the Materials are furnished are found to be defective in material or workmanship under normal use for a period of ninety (90) days from the date of receipt, CenterSpace Software's entire liability and your exclusive remedy shall be the replacement of the media. This offer is void if the media defect results from accident, abuse, or misapplication.
LIMITATION OF LIABILITY: THE ABOVE REPLACEMENT PROVISION IS THE ONLY WARRANTY OF ANY KIND. CENTERSPACE SOFTWARE OFFERS NO OTHER WARRANTY EITHER EXPRESS OR IMPLIED INCLUDING THOSE OF MERCHANTABILITY, NONINFRINGEMENT OF THIRD- PARTY INTELLECTUAL PROPERTY OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER CENTERSPACE SOFTWARE NOR ITS SUPPLIERS SHALL BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF CENTERSPACE SOFTWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
USER SUBMISSIONS: You agree that any material, information or other communication, including all data, images, sounds, text, and other things embodied therein, you transmit or post to a CenterSpace Software email address or website will be considered non-confidential ("Communications"). CenterSpace Software will have no confidentiality obligations with respect to the Communications. You agree that CenterSpace Software and its designees will be free to copy, modify, create derivative works, publicly display, disclose, distribute, license and sublicense through multiple tiers of distribution and licensees, incorporate and otherwise use the Communications, including derivative works thereto, for any and all commercial or non-commercial purposes.
TERMINATION OF THIS LICENSE: CenterSpace Software may terminate this license at any time if you are in breach of any of its terms and conditions. Upon termination, you will immediately destroy the Materials or return all copies of the Materials to CenterSpace Software along with any copies you have made.
AUDIT: CenterSpace Software may upon 30 days' notice have access to your computer systems and to all of your information, data, documentation, and records regarding or relating to the Materials to verify your compliance with this Agreement.
ATTORNEY FEES: In the event that a dispute arises under the terms of this Agreement or arising directly or indirectly out of this Agreement, then and in the event that arbitration, suit, or action is instituted to enforce or interpret the terms of this Agreement, the prevailing party in such arbitration, suit, or action, or on the appeal of such arbitration, suit, or action, shall be entitled to an award of their reasonable attorney fees, as set by the arbitrator, court, or appeal court in which the matter is heard or appealed, and their costs, including reasonable attorney fees and costs in collection of any judgment.
U.S. GOVERNMENT RESTRICTED RIGHTS: The Materials are provided with "RESTRICTED RIGHTS." Use, duplication or disclosure by the Government is subject to restrictions set forth in FAR52.227-14 and DFAR252.227-7013 et seq. or its successor. Use of the Materials by the Government constitutes acknowledgment of CenterSpace Software's rights in them.
APPLICABLE LAWS: Any claim arising under or relating to this Agreement shall be governed by the internal substantive laws of the State of Oregon or federal courts located in Oregon, without regard to principles of conflict of laws. You may not export the Materials in violation of applicable export laws.