The following license agreement regulates all
use of Forward Square Software Solutions Inc. products and services.
Forward Square Software Solutions Inc. End-User
Software License Agreement
("Agreement") is a legal agreement between you (either an
individual or single entity) and Forward Square Software Solutions Inc.
("Forward Square") setting forth the terms and conditions for your use of
the Forward Square SOFTWARE accompanying this Agreement which includes
computer SOFTWARE and may include associated media, printed materials, and
"online" or electronic documentation ("SOFTWARE").
By installing, downloading and/or using this SOFTWARE,
you indicate your acceptance of this Agreement and are agreeing to be bound
by the terms of this Agreement. If you do not agree to the terms of this
Agreement, you are not authorized to install, download or use this
SOFTWARE. Promptly advise Forward Square within fifteen (15) days from the
date of delivery for a possible refund.
This license is not a sale of the SOFTWARE and you do not
become the owner of the SOFTWARE through your purchase, download or use.
Forward Square retains ownership of the SOFTWARE and all copies thereof, and
reserves all rights not expressly granted to you under this Agreement. This
Agreement constitutes the complete and exclusive agreement, oral or written,
between us or any associated company of ours relating to the SOFTWARE.
1. GRANT OF LICENSE
a) The Software is licensed, not sold, to you for use
only under the terms of this Agreement. This License Agreement is your proof
of license to exercise the rights granted herein and must be retained by
you. As between you and Forward Square, Forward Square retains all title to
and ownership of the Software and reserves all rights not expressly granted
to you. Forward Square grants to you the right to use all or a portion of
this Software provided that (i) the Software is not distributed for profit;
(ii) the Software may NOT be modified by you; (iii) all copyright notices
are maintained on the Software; and (iv) The licensee/end user agrees to be
bound by the terms of this Agreement.
b) When purchasing an individual license for the
Software, you may use that licensed version on the computer for which it was
purchased. If that computer is damaged or the license is otherwise lost,
upon verification, a new registration for the software will be provided.
For use of the software on more than one computer you personally own, an
upgraded license can be purchased supporting this. Site licensing and
volume discount information is available upon request for businesses
interested in obtaining multi-user licenses for the Software. You must
obtain supplementary licenses from Forward Square before using the SOFTWARE
in connection with systems, multiple central processing unit, computer
networks, or emulations on a main frame or mini computer; and
c) This license allows you to make one copy of the
SOFTWARE in machine readable form solely for back-up purposes. This
SOFTWARE is protected by copyrights laws and international copyright
treaties. You must reproduce on each copy the Forward Square copyright
notice and any other proprietary legends that were on the original;
2. COPYRIGHT
The SOFTWARE is a proprietary product of Forward Square
and is protected by copyright law. You acquire only the right to use the
SOFTWARE and do not acquire any rights of ownership. You agree not to remove
any product identification, copyright notices, or other notices or
proprietary restrictions from the SOFTWARE. You agree not to cause or permit
the reverse engineering, disassembly, or decompilation of the SOFTWARE.
3. RESTRICTIONS
Except as otherwise stated in this Agreement, you may not
make or distribute copies of the SOFTWARE to others or electronically
transfer the SOFTWARE from one computer to another over a network. The
SOFTWARE contains trade secrets, and in order to protect them, you may not
modify, adapt, translate, reverse engineer, disassemble, decompile, create
derivative works based on the Software, or otherwise reduce the SOFTWARE to
a human-perceivable form. YOU MAY NOT ASSIGN OR OTHERWISE DISPOSE OF,
MODIFY, ADAPT, TRANSLATE, RENT, LEASE, LOAN, RESELL, DISTRIBUTE, NETWORK, OR
CREATE DERIVATIVE WORKS BASED UPON THE SOFTWARE OR ANY PART THEREOF.
4. TRANSFER OF LICENSE
You may not transfer your license of the Software to a
third party.
5. TERMS
This License is effective until terminated. This license
will terminate automatically without notice from Forward Square if you fail
to comply with any provisions of this license. Upon termination, you must
destroy the SOFTWARE and all copies thereof immediately. You may terminate
this license at any time by destroying the SOFTWARE and all copies thereof.
6. INDEMNIFICATION BY YOU
If you distribute the Software in violation of this
Agreement, you hereby indemnify, hold harmless and defend Forward Square
from and against any and all claims or lawsuits, including attorney's fees
and costs that arise, result from or are connected with the use or
distribution of the Software in violation of this Agreement.
7. FOREIGN EXPORT
You agree and certify that neither the SOFTWARE nor any
related technical data is being or will be shipped, transferred or
re-exported, directly or indirectly, into any country in violation of any
applicable laws or regulations of the United States or the country in which
it was obtained.
8. DISCLAIMER OF WARRANTY
a) THIS WARRANTY EXTENDS TO THE ORIGINAL LICENSEE ONLY
AND IS NOT ASSIGNABLE OR TRANSFERABLE. THIS WARRANTY DOES NOT APPLY TO ANY
FILE/S WHICH HAS BEEN SUBJECT TO MISUSE, ABUSE, NEGLIGENCE OR ACCIDENT. ANY
REPAIRED OR REPLACED FILE/S SHALL BE WARRANTED FOR THE REMAINDER OF THE
ORIGINAL LIMITED WARRANTY OR THIRTY (30) DAYS, WHICHEVER IS LONGER. ANY
WARRANTY IMPLIED BY LAW ON THE DISK, INCLUDING, BUT NOT LIMITED TO
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE LIMITED TO THE
DURATION OF THE ABOVE WARRANTY. FORWARD SQUARE'S ENTIRE LIABILITY AND YOUR
EXCLUSIVE REMEDY HEREUNDER IS LIMITED SOLELY TO THE REPAIR OR REPLACEMENT OF
THE FILE/S, OR, AT FORWARD SQUARE'S OPTION, A REFUND OF THE LICENSE FEE.
PROVIDED, HOWEVER, THAT THIS WARRANTY DOES NOT APPLY TO THE DOWNLOADED
SOFTWARE .
b) EXCEPT FOR THE LIMITED WARRANTY FOR THE FILE/S ON
WHICH THE SOFTWARE IS RECORDED AS SET FORTH ABOVE, FORWARD SQUARE MAKES NO
WARRANTIES, EITHER EXPRESS OR IMPLIED. THE SOFTWARE IS PROVIDED ON AN "AS
IS" BASIS, WITHOUT WARRANTY OF ANY KIND, AND FORWARD SQUARE, ITS EMPLOYEES,
DISTRIBUTORS, DEALERS AND AGENTS SPECIFICALLY DISCLAIM ANY WARRANTY OF ANY
KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED
WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR
NON-INFRINGEMENT. IN NO EVENT, DOES FORWARD SQUARE, ITS EMPLOYEES,
DISTRIBUTORS, DEALERS, OR AGENTS WARRANT THE PERFORMANCE OF OR THE RESULTS
YOU MAY OBTAIN FROM THE SOFTWARE, OR THAT THE SOFTWARE WILL MEET YOUR
REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED AND
ERROR-FREE. IF THE SOFTWARE IS DEFECTIVE, YOU ASSUME ALL COSTS OF REPAIR
AND SERVICING, IN NO EVENT SHALL FORWARD SQUARE, ITS ASSOCIATED COMPANIES OR
THEIR DEALERS, OR AGENTS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT,
CONSEQUENTIAL OR INCIDENTAL DAMAGES, LOSSES OR, EXPENSES OF ANY KIND,
WHETHER LOSS OF PROFITS, BUSINESS INTERRUPTION, OR OTHERWISE ARISING OUT OF
OR RESULTING FROM THE SOFTWARE, HOWEVER CAUSED, EVEN IF FORWARD SQUARE OR
ITS REPRESENTATIVES OR AGENTS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES, LOSSES, OR EXPENSES. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART
OF THIS AGREEMENT AND NO USE OF THE SOFTWARE IS AUTHORIZED EXCEPT UNDER THIS
DISCLAIMER.
c) UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY,
TORT, CONTRACT OR OTHERWISE, SHALL FORWARD SQUARE NOR ANY OF ITS ASSOCIATED
COMPANIES HAVE LIABILITY OR RESPONSIBILITY OF ANY KIND (INCLUDING LIABILITY
FOR NEGLIGENCE) TO YOU OR ANY OTHER PERSON OR ENTITY WITH RESPECT TO ANY
LIABILITY, LOSS OR DAMAGE (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS
OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL
OTHER COMMERCIAL DAMAGES OR LOSSES) CAUSED OR ALLEGED TO HAVE BEEN CAUSED,
DIRECTLY OR INDIRECTLY, BY THE SOFTWARE, SOLD, LICENSED, OR FURNISHED BY
FORWARD SQUARE OR ANY OF ITS ASSOCIATED COMPANIES. YOUR STATUTORY RIGHTS ARE
NOT AFFECTED BY THIS AGREEMENT.
d) Forward Square hereby reserves the right to modify,
adapt, translate or improve the SOFTWARE at any time.
9. GENERAL
This Agreement is binding on you as well as your
employees, employers, contractors and agents, and on any successors and
assignees. Neither the Software nor any information derived therefrom may be
exported except in accordance with the laws of the U.S. or other applicable
provisions. This Agreement is governed by and construed in accordance with
the laws of the State of Wisconsin, without giving effect to any principals
of conflicts of law. If any provision of the Agreement shall be determined
invalid for any reason, the remaining provisions shall not be invalidated
and shall remain in full force and effect. This Agreement supersedes and
replaces any other agreements relating to the subject matter of this
Agreement. In the event a dispute arises under or in connection with this
Agreement, you agree that any action at law or in equity arising out of or
relating to these terms shall be filed only in the state or federal courts
located in Madison County and you hereby consent and submit to the personal
jurisdiction of such courts for the purposes of litigating any such action
and waive any objection that such forum is inconvenient. You further
consent to service of process in any such action by regular mail or other
commercially reasonable means of receipted delivery.
10. CONTACT
Forward Square Software Solutions is registered at 2416 E
Webster Pl, Milwaukee, WI, 53211 - (262) 732-5288