This End-User License Agreement (EULA) is a legal agreement between You (either an individual or a single entity) and Visionary Machines LLC (“Visionary Machines”), a Wyoming Limited Liability Company. Visionary Machines is the creator and owner of the software product identified above, which includes computer software (in object code format) and any associated media, printed materials, and “online” or electronic documentation (“SOFTWARE PRODUCT”). By installing, copying, or otherwise using the SOFTWARE PRODUCT, you agree to be bound by the terms of this EULA. If you do not agree to all of the terms of this EULA (including those relating to warranties, limitations and disclaimers of warranties and limitations of remedies), Visionary Machines is unwilling to license the SOFTWARE PRODUCT to You, and You are not permitted to install or use the SOFTWARE PRODUCT.
SOFTWARE PRODUCT LICENSE
The SOFTWARE PRODUCT, all copies and portions thereof, and all improvements, enhancements, modifications and derivative works thereof, and all Intellectual Property Rights therein, are and shall remain the sole and exclusive property of, or are licensed by, Visionary Machines. Your rights to use the SOFTWARE PRODUCT shall be limited to those expressly granted in this EULA. No other rights with respect to the SOFTWARE PRODUCT or any related intellectual property rights are granted to You. You are not authorized to use (and shall not permit any third party to use) the SOFTWARE PRODUCT or any portion thereof except as expressly authorized by this EULA. Visionary Machinesreserves all rights not expressly granted to You in this EULA. Visionary Machines does not transfer any ownership rights in the SOFTWARE PRODUCT to You.
2. GRANT OF LICENSE
Visionary Machines grants you a personal, limited, non-exclusive, non-transferable, and non- sublicensable license to install and use one (1) copy of the SOFTWARE PRODUCT for your personal, noncommercial use solely as set forth in this EULA and any accompanying documentation. For the avoidance of doubt, "personal, noncommercial use" does not include use by any parent, affiliate, subsidiary, or any other third party." Your acquired rights are subject to your compliance with this License. Any commercial use is prohibited. You are expressly prohibited from sublicensing, licensing, renting, leasing, transferring, assigning, or otherwise distributing the SOFTWARE PRODUCTor rights to use the SOFTWARE PRODUCT. The term of your license shall commence on the date that you start to download, install or otherwise use the SOFTWARE PRODUCT, and shall end on the earlier of the date that you dispose of the SOFTWARE PRODUCT; or Visionary Machines’ termination of this EULA. The license granted in this EULA is not a sale of the SOFTWARE PRODUCT or of any copy thereof.
3. NUMBER OF COPIES
This EULA grants You the following rights: Installation and Use. You may install and use one (1) copy of the SOFTWARE PRODUCT on one device, which will be activated by a serial number(“LICENSE KEY”) that enables you to activate that particular copy of the SOFTWARE PRODUCT. You may make one backup copy in machine-readable formof the SOFTWARE PRODUCT on the same device provided any such backup copy must include all copyright or other proprietary notices contained on the original and must also be destroyed or deleted immediately upon termination of this EULA. No other copying of the SOFTWARE PRODUCT is permitted.
4. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS
Prohibition on Reverse Engineering, Decompilation, Disassembly, Deobscuring, and Changing (adding, deleting, or modifying) the resources in the compiled and obscured libraries provided.
You may not (i) reverse engineer, decompile, deobscure, modify, create derivative works of, or disassemble the SOFTWARE PRODUCT; (ii) use the SOFTWARE PRODUCT for service bureau or time-sharing purposes, or in any other way to allow third parties to exploit the SOFTWARE PRODUCT; or (iii) modify, create derivative works from, distribute, publicly display, or publicly perform the SOFTWARE PRODUCT.
Separation of Components
The SOFTWARE PRODUCT is licensed as a single product. Its component parts may not be separated for use on more than one computer or device.
You may not transfer or assign your rights under this EULA under any circumstances. Any purported transfer or assignment by YOU is hereby void.
Without prejudice to any other rights, Visionary Machines may immediately, and without prior notice, terminate this agreementif, in Visionary Machines’ sole discretion, you fail to comply with the terms and conditions of this EULA. In such event, you must immediately destroy and delete all copies of the SOFTWARE PRODUCT and all of its component parts.
You may terminate this agreement at any time by deleting and destroying all copies of the SOFTWARE PRODUCT that you possess or control.
All title and copyrights in and to the SOFTWARE PRODUCT (including but not limited to any images, photographs, clipart, libraries, sound files, and examples incorporated into the SOFTWARE PRODUCT), the accompanying printed materials, any and all derivative works based on the SOFTWARE PRODUCT, and any copies of the SOFTWARE PRODUCT are owned by Visionary Machines. The SOFTWARE PRODUCT is protected by copyright laws and international treaty provisions. Therefore, you must treat the SOFTWARE PRODUCT like any other copyrighted material.
The SOFTWARE PRODUCT is provided “as is” for entertainment and educational purposes only. Visionary Machines hereby disclaims any and all warranties express or implied, including but not limited to any implied warranties of merchantability or fitness for a particular purpose or non-infringement or any warranties that may arise from usage or trade or course of dealing or any warranty as to the correctness
of the implementation or the algorithms it contains. Further, Visionary Machines does not warrant, guarantee, or make any representations regarding the use, or the results of the use, of the SOFTWARE PRODUCT in terms of correctness, accuracy, reliability, currency, or otherwise and does not warrant that the operation of the SOFTWARE PRODUCT will be uninterrupted or error free. Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusions may not apply to you, but in so far as any such warranties cannot be disclaimed, Visionary Machineslimits the duration and remedies of any such warranties to the minimum duration allowed by law, but in no event beyond the termination of this EULA, and to no more than the greater of the license fees you paid for the SOFTWARE PRODUCT giving rise to the claim or $50. USERS ARE STRONGLY DISCOURAGED FROM USING THE SOFTWARE IN APPLICATIONS WHERE THE SAFETY OF PERSONS OR PROPERTY MAY BE AT RISK, AND YOU ASSUME ANY AND ALL RISKS ASSOCIATED WITH YOUR USE OF THE SOFTWARE PRODUCT, INCLUDING ANY RISK OR HARM DUE TO ANY DEFECTS IN THE SOFTWARE PRODUCT.
This EULA will be binding upon and will inure to the benefit of Visionary Machines and its respective representatives and successors except as otherwise provided herein. This EULA and any rights licensed hereunder are not transferrable or assignable to Your representatives, successors or any other person or entity, and any attempt to transfer or assign this EULA or any rights licensed hereunder by You shall result in immediate termination of this EULA.
In the event any provision of this EULA is determined to be invalid or unenforceable, the remainder of this EULA shall remain in force as if such provisions were not a part.
9. LIMITATION OF LIABILITY
IN NO EVENT WILL VISIONARY MACHINES BE LIABLE FOR ANY LOST PROFITS OR BUSINESS OPPORTUNITIES, LOSS OF USE, LOSS OF REVENUE, LOSS OF GOODWILL, BUSINESS INTERRUPTION, LOSS OF DATA, OR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES UNDER ANY THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, PRODUCT LIABILITY, OR OTHERWISE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE PRECEDING LIMITATION MAY NOT APPLY TO YOU.
VISIONARY MACHINES’ LIABILITY UNDER THIS EULA IS LIMITED, IN ANY EVENT, REGARDLESS OF WHETHER THE CLAIM IS BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, TO NO MORE THAN THE GREATER OF THE LICENSE FEES YOU PAID FOR THE SOFTWARE PRODUCT GIVINGRISE TO THE
CLAIM OR $50. THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF WHETHER VISIONARY MACHINESHAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
10. GOVERNING LAW/FORUM
This EULA is governed by and construed under the laws of the Commonwealth of Pennsylvania, United States of America (excluding its conflict of law rules), and the federal laws of the United States. Any dispute or claim arising out of or relating to the EULA or claim of breach hereof shall be brought exclusively in the federal court for the Western District of Pennsylvania or in the Court of Common Pleas of Allegheny County, Pennsylvania. By execution of the Agreement, You hereby consent to the exclusive jurisdiction of such courts, and waive any right to challenge jurisdiction or venue in such courts with regard to any suit, action, or proceeding under, related to, or in connection with this EULA or THE SOFTWARE PRODUCT. The U.N. Convention on Contracts for the International Sale of Goods does not apply.
11. ENTIRE AGREEMENT
This EULA constitutes the entire agreement between you and Visionary Machines with respect to the SOFTWARE PRODUCT and supersedes all prior or contemporaneous understandings regarding such subject matter. No amendment to or modification of this EULA will be binding unless made in writing and signed by Visionary Machines. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of any other right hereunder. In the event of a conflict between this License and any applicable purchase or other terms, the terms of this EULA shall govern.