Eigenvector Research, Inc., Software License Agreement
READ THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT CAREFULLY BEFORE USING THIS SOFTWARE. THIS LICENSE AGREEMENT REPRESENTS THE ENTIRE AGREEMENT BETWEEN YOU (THE “LICENSEE” – EITHER AN INDIVIDUAL OR AN ENTITY) AND EIGENVECTOR RESEARCH, INC., (“EVRI”) CONCERNING THE PLS_TOOLBOX COMPUTER SOFTWARE CONTAINED HEREIN (“PROGRAM”), AND THE ACCOMPANYING USER DOCUMENTATION.
BY USING THE SOFTWARE, YOU ACCEPT THE TERMS OF THIS AGREEMENT. IF YOU ARE NOT WILLING TO DO SO, RETURN THE UNOPENED SOFTWARE IMMEDIATELY FOR A FULL REFUND.
LICENSE GRANT: This license permits licensee to install and use one copy of the Program on a single computer. If licensee has multiple licenses for the Program, then Licensee may at any time have as many copies of the Program and its Electronic Documentation in use as it has licenses. “Use” means that a copy is loaded into temporary memory or installed into the permanent memory of a computer, except that a copy installed on a network server for the sole purpose of distribution to other computers is not in “use”. Licensee is responsible for limiting the number of possible concurrent users to the number licensed. Each copy of the Program may be used on a backup computer (when the original is disabled) or a replacement computer. Replacements may be either permanent or temporary, at the same or different site as the original computer. The Hardcopy documentation provided with the Program may not be copied.
Licensee shall use the Program only for its internal operations. “Internal operations” shall include use of the Program in the performance of consulting or research for third parties who engage Licensee as an employee or independent contractor. Licensee may allow use of the Program by employees, consultants, students and/or (in the case of individual licensees) colleagues, but Licensee may not make the Program available for use by third parties generally on a “time sharing” basis.
Licensee may make copies of the Program only for backup or archival purposes. All copies of Program, Electronic Documentation and Hardcopy Documentation shall contain all copyright and proprietary notices in the originals. Licensee shall not re-compile, translate or convert “M-files” contained in the Program for use with any software other than MATLAB®, which is a product of The MathWorks, Inc. 3 Apple Hill Drive, Natick, MA 01760-2098, without express written consent of EVRI. Licensee shall not re-distribute “M-files” contained in the Program, or any derivative thereof, without express written consent of EVRI.
Licensee shall take appropriate action by instruction, agreement, or otherwise with any persons permitted access to the Program, so as to enable Licensee to satisfy the obligations under this agreement.
TERM OF AGREEMENT. This Agreement shall continue until terminated by EVRI or Licensee as provided below.
TERMINATION. EVRI may terminate this license by written notice to Licensee if Licensee (a) breaches any material term of this Agreement, (b) fails to pay the amount charged for this license within Thirty (30) days after the date due, or (c) ceases conducting business in the normal course, becomes insolvent or bankrupt, or avails itself of or becomes subject to any proceedings pertaining to insolvency or protection of creditors. Licensee may terminate this Agreement at any time by written notice to EVRI. Licensee shall not be entitled to any refund if this Agreement is terminated, except of license fees paid for any Licensed Product for which the testing period has not expired at the time of termination. Upon termination, Licensee shall promptly return all copies of the Programs and Documentation in Licensee’s possession or control, or promptly provide written certification of their destruction.
LIMITED WARRANTY; LIMITATION OF REMEDIES. For a period of ninety (90) days from delivery, EVRI warrants that (a) the media shall be free of defects, or replaced at no cost to Licensee, and (b) the Program will conform in all material respects to the description of such Program’s operation in the Documentation. In the event that the Program does not materially operate as warranted, licensees exclusive remedy and EVRI’s sole liability under this warranty shall be (a) the correction or workaround by EVRI of major defects within a reasonable time or (b) should such correction or workaround prove neither satisfactory nor practical, termination of the License and refund of the license fee paid to EVRI for the Program. THE FOREGOING WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. EVRI SHALL NOT BE LIABLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS. Licensee accepts responsibility for its use of the Program and the results obtained therefrom.
LIMITATION OF REMEDIES AND LIABILITY. The remedies described in this License Agreement are your exclusive remedies and EVRI’s entire liability. IN NO EVENT WILL EVRI BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING LOST PROFITS, LOST BENEFITS, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES, RESULTING FROM THE USE OF OR INABILITY TO USE THE PROGRAM OR ANY BREACH OF WARRANTY. EVRI’s LIABILITY TO YOU FOR ACTUAL DAMAGES FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION, WILL BE LIMITED TO THE MONEY PAID FOR THE PROGRAM OBTAINED FROM EVRI THAT CAUSED THE DAMAGES OR THAT IS THE SUBJECT MATTER OF, OR IS DIRECTLY RELATED TO, THE CAUSE OF ACTION. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation may not apply to you.
GENERAL PROVISIONS. Licensee may not assign this License without written consent of EVRI, except to an affiliate, subsidiary or parent company of Licensee. Should any act of Licensee purport to create a claim. lien, or encumbrance on any Program, such claim, lien, or encumbrance shall be void. All provisions regarding indemnification, warranty, liability and limits thereon, and protection of proprietary rights and trade secrets, shall survive termination of this Agreement, as shall all provisions regarding payment of amounts due at the time of termination. Should Licensee install the Programs outside the United States, Licensee shall comply fully with all applicable laws and regulations relating to export of technical data. This Agreement contains the entire understanding of the parties and may be modified only by written instrument signed by both parties.
PAYMENT: Payment is due in United States currency within thirty days of receipt of the Program. Absent appropriate exemption certificates(s), Licensee shall pay all taxes.
GOVERNMENT LICENSEES. RESTRICTED RIGHTS LEGEND. Use, duplication, or disclosure by the U.S. 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 52.227-7013.
Licensor is Eigenvector Research, Inc., 196 Hyacinth Road, Manson, WA 98831.