The media, the License agreement, and any associated documentation as well as any and all derivatives thereof (the "Software") is supplied under License from ContingenZ Corporation, 227 Fowling St., Playa Del Rey California 90293 ("ContingenZ") or a ContingenZ distributor, dealer, reseller, or other supplier ("Supplier") upon the following terms which you will be deemed to have accepted upon opening the License agreement folder.
All copyrights and other intellectual property rights in the Software are owned absolutely by ContingenZ or authorized licensors to ContingenZ. You may not load the Software onto a computer or use the Software in any manner without the express License of ContingenZ or your Supplier on the terms set out below. You are granted a non-exclusive, non-transferable License to use the Software on up to three computers under your control for which the Software was licensed. You are also authorized to make backup copies of the Software (not including the user manuals and associated documentation) solely for security backup operational purposes as described within the software, provided that you reproduce all copyright notices, trademarks, legends, and logos on the backup copy and maintain an accurate record of its location.
You alone are able to determine whether the Software will meet your requirements. The entire risk as to its performance is with you and, except to the extent provided in the warranty section above, should the Software prove defective, you alone must assume the entire cost of all necessary servicing, repair, or correction and any incidental or consequential damages. ContingenZ, authorized licensors to ContingenZ, or your Suppliers will in no event be liable for direct, indirect, special, incidental, or consequential damages (including loss of profits or business) resulting from any defect and/or use of the Software, even if ContingenZ or any such entity has been advised of the possibility of such damage, whether due to ContingenZ’s or to any such entity’s negligence, breach of contract, misrepresentation, or otherwise.
Notwithstanding the above, if there should arise any liability on the part of ContingenZ or any such entity, by reason of the licensing or use of the Software or otherwise, whether due to ContingenZ’s or to any such entity’s negligence, breach of contract, misrepresentation, or otherwise, such liability shall under no circumstances whatsoever exceed the price paid by you for the License to use this Software or, at the election of ContingenZ, the cost of repair or replacement of the defective Software.
You shall indemnify ContingenZ, authorized licensors to ContingenZ, and your Suppliers against all claims by third parties (other than claims alleging breach by the Software, as supplied, of a third party’s copyright, patent, or other intellectual property rights) arising from possession or use of the Software by you or by anyone using it with your consent.
You acknowledge that you have read this Agreement, agree to be bound by its terms and conditions, and agree that it is the complete and exclusive statement of the agreement between you and ContingenZ which supersedes any previous proposal or agreement, whether oral or written, relating to the subject matter of this Agreement, by opening the License agreement folder.
Any representations, modifications, or amendments to this Agreement shall be of no force or effect unless in writing and signed by an authorized officer of ContingenZ. Either party’s failure or delay in enforcing any provision hereof will not waive that party’s rights. The remainder of this Agreement shall remain valid and enforceable according to its terms if any provision of this Agreement is found invalid or unenforceable pursuant to any judicial decree or otherwise.
ContingenZ may assign or transfer its rights and obligations under this Agreement without your prior consent. You may not transfer your rights under this Agreement to another party without prior consent in writing and signed by an authorized manager of ContingenZ.
U.S. Government Restricted Rights Notice Use, duplication, or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software Clause at DFARS 252.227-7013. ContingenZ Corporation., 227 Fowling St., Playa Del Rey, CA 90293