License Agreement

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IMPORTANT - READ CAREFULLY: This License agreement is a legal agreement between you (either an individual or an organization) and Madrigal Soft Tools Inc. for use of ResSched. By using ResSched, you agree to be bound by the terms of this agreement. If you do not agree to the terms of this License agreement you must remove (uninstall) all copies of ResSched from your workstations and network servers.

 

                                  MADRIGAL SOFT TOOLS INC.

                                         ("MADRIGAL")

                               

                                   SOFTWARE LICENSE AGREEMENT

                               

1.     Limited Use License.

 

MADRIGAL, the licenser, grants to you, the end user organization, a non-exclusive license to use the copy of the software program(s) provided to you (the "MADRIGAL Software") for your own internal corporate purposes in accordance with the following terms and conditions.

 

For 30 days from your first use of the MADRIGAL,  your organization may use the MADRIGAL software without limitation of the number and type of users.   To use the MADRIGAL software after 30 days you must have a valid subscription in place and received the branded license subscription file.  During the subscription period, you are limited to the number and type of user ID's specified in the subscription.  At the end of the subscription period, you may continue to view your data using the MADRIGAL software but not add any data.  You are licensed for any releases of the MADRIGAL Software issued during the subscription period until the end of your subscription.

 

Every end-user within your organization that uses the MADRIGAL Software to create or edit (read/write) data must have their own unique user name and the number of user names with such update access shall not exceed the number of update access end-users specified in the subscription.  The number of individual end-users within your organization entitled to use the MADRIGAL Software to only view (read-only) data shall not exceed the number of view only end-users specified at the time the license was purchased.

         

2.     Title.

 

This License is not a sale of the MADRIGAL Software or a sale of a copy of the MADRIGAL Software.  MADRIGAL retains title and ownership of the MADRIGAL software delivered by electronic medium and all copies made regardless of the form or media on or in which the original or any copy may exist.   MADRIGAL retains all other rights in the MADRIGAL Software and associated documentation delivered with the MADRIGAL Software (the "Documentation")..

 

3.     Copying.

 

The MADRIGAL Software and the Documentation are subject to copyright protection. MADRIGAL hereby permits the Licensee to make copies of the MADRIGAL Software and the Documentation for its own internal, archival purposes provided that such copies of the MADRIGAL Software and/or Documentation remain within the possession and control of the Licensee, MADRIGAL copyright notices are replicated or remain affixed or embedded in the Software and/or Documentation, and you do not take credit for or re-sell the MADRIGAL Software and/or Documentation.

 

4.     Express Restrictions on Use and Transfer.

 

You, or anyone working on your behalf, may not:

 

modify, reverse engineer, decompile, create other works from, or disassemble the MADRIGAL Software;

 

distribute the branded subscription license file to any third party; or

 

post or upload the branded subscription license file to any web site, electronic bulletin board, on-line service or other electronic network accessible by third parties.

 

 

5.     Term.

 

This License is effective until terminated.  You can terminate the license at any time by removing or deleting the MADRIGAL Software from all computers into which the MADRIGAL Software has been installed or transferred and, if requested by MADRIGAL, providing MADRIGAL with an officer's certificate attesting to the foregoing. This License will be terminated by MADRIGAL immediately and without notice in the event that you fail to comply with any term or condition hereof.  Upon any termination, you will remove or delete the MADRIGAL Software from the memory media of any computer into which the MADRIGAL Software has been transferred.

 

6.     Limited Warranty and Disclaimer of Liability.

 

The Software is licensed "as is".  However, in the event that you have received the MADRIGAL Software from Madrigal on a physical media, MADRIGAL warrants the media on which the Software resides to be free from defective materials or workmanship in normal use for one (1) year from the date of original purchase.  If a defect appears during the warranty period, return the original media to MADRIGAL, for free replacement.  No dealer, company or person is authorized to expand or alter any portion of these warranties or this Agreement, and such representation will not bind MADRIGAL.

 

APART FROM THE FOREGOING, THERE ARE NO OTHER OR FURTHER REPRESENTATIONS, WARRANTIES, PROMISES OR GUARANTEES.  ANY IMPLIED WARRANTIES COVERING THE DOCUMENTATION, THE PHYSICAL MEDIA OR THE MADRIGAL SOFTWARE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE, TO THE EXTENT PERMITTED BY LAW, HEREBY WAIVED BY THE END-USER.  IN NO EVENT SHALL MADRIGAL BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES INCLUDING LOSS OF PROFIT OR DAMAGES FOR BUSINESS INTERUPTION.  The maximum liability of MADRIGAL in the event that any of the above limitations are held unenforceable shall not exceed the license fee paid by you, regardless of the form of any claim.

 

7.     Miscellaneous.

 

The validity and performance of this License Agreement shall be governed by British Columbia law.  This License Agreement is deemed entered into at Victoria, British Columbia.  This License Agreement shall enure to the benefit of MADRIGAL and its successors and assigns.