Data Management & Warehousing Ltd. (trading as The Monza Organisation) shall license the software known and titled as "Grout" to you only on the condition that you accept all of the terms contained in this License Agreement (this "license"). By accepting delivery of the software you agree to be bound by the terms of this License. If yon do not agree to these terms, return the software and the accompanying materials, along with proof of payment, for a full refund.
1. OWNERSHIP. This is a license, not a sale, and as the licensee, you own only the CD-ROM discs on which the Grout software programs, text, data, photographs and other material are contained (the "Work"). Data Management and Warehousing and/or its licensors shall retain full and complete title to the Work, and all copies of the Work, regardless of the media or form on or in which the original discs or other copies may exist, including copies which are made in violation of the terms of this license.
2. LICENSE GRANT. In consideration of payment of the license fee, which is a portion of the price you paid, Data Management & Warehousing Ltd. (trading as The Monza Organisation) grants to you a non-exclusive license to use this copy and only this copy of the Work on a single computer at single location at any one time. All rights not expressly granted to yon are reserved to Data Management & Warehousing Ltd. (trading as The Monza Organisation) and/or its licensors.
3. COPYRIGHT RESTRICTIONS. The Work and the accompanying printed materials are copyrighted. Copying or modification of the Work is prohibited unless specifically authorised in this License. You may he held liable for copyright infringement which results from such unauthorised copying or modification.
4. RESTRICTIONS ON USE. You may physically transfer the Work from one computer to another provided that the Work is used on only one computer at any one time. You shall not, without the prior written consent of Data Management & Warehousing Ltd. (trading as The Monza Organisation) (such consent to he granted or withheld for any reason at Data Management & Warehousing Ltd. (trading as The Monza Organisation)'s sole discretion): (i) adapt, modify translate, reverse engineer, decompile, disassemble or make a derivative work of the Work or any part thereof or make derivative works based on the printed materials which accompany the Work; (ii) copy the whole or any part of the Work or the accompanying printed materials, or distribute the same to others, except as necessary to install the Work in accordance with the terms of this Agreement and except such limited copying as may he permitted under applicable U.K. copyright law; (iii) reproduce, transfer, publish, distribute, commercially use or display broadcast, telecommunicate, sell or sublicense all or any part of the Work or the accompanying printed materials; (iv) use all or any part of the Work for product development purposes, including but not limited to, the development and/or marketing of a database, infobase or other information resource for resale, reuse or sublicense; (v) use or allow access to the Work via a network system or otherwise; (vi) use all or any part of the Work to develop semantic or neural network software;
5. RESTRICTIONS ON TRANSFER. You shall not rent or lease the Work, but you may transfer your rights under this License on a permanent basis, provided you transfer the Work and the accompanying printed materials, retaining no copies, and notify Data Management & Warehousing Ltd. (trading as The Monza Organisation) with 28 days of any such transfer. The transferee's use of the Work constitutes acceptance of the terms of this License.
6. TERMINATION. This License will automatically terminate if you fail to comply with any of its terms No notice shall be required from Data Management & Warehousing Ltd. (trading as The Monza Organisation) to effect such termination. Upon termination, all rights and licenses granted to you under this License shall terminate effective immediately and you shall immediately destroy the Work, all copies thereof and the accompanying printed materials, or return all of the same to Data Management & Warehousing Ltd. (trading as The Monza Organisation) at your expense, and remove the Work or any portion thereof from any electronic equipment in your possession or under your control.
7. UPDATES. Updated versions of the Work may be issued by Data Management & Warehousing Ltd. (trading as The Monza Organisation) from time to time. At its sole option, Data Management & Warehousing Ltd. (trading as The Monza Organisation) may make such updates available to you, provided you pay the applicable update fee and, if Data Management & Warehousing Ltd. (trading as The Monza Organisation) so requires, return the version of the discs then in your possession.
8. LIMITED WARRANTY AND DISCLAIMER, Data Management & Warehousing Ltd. (trading as The Monza Organisation) warrants that the disc media on which the Work is furnished will be free from defects in materials and Workmanship under normal use for ninety (90) days from the date of delivery to you by Data Management & Warehousing Ltd. (trading as The Monza Organisation) or Data Management and Warehousing's authorised representative or distributor You must notify Data Management & Warehousing Ltd. (trading as The Monza Organisation) of any defects in the media within the ninety (90) day warranty period. In the event a disc is found to be defective during this ninety (90) day warranty period, Data Management & Warehousing Ltd. (trading as The Monza Organisation)'s entire liability and your exclusive remedy shall be, at Data Management & Warehousing Ltd. (trading as The Monza Organisation)'s option, either: (i) returns of the amount paid by you for the Work; or (ii) replacement of the defective disc, provided in either case, you return the disc to Data Management & Warehousing Ltd. (trading as The Monza Organisation) or an authorised representative of Data Management & Warehousing Ltd. (trading as The Monza Organisation) (at your expense) accompanied by a copy of your receipt not later than five (5) days after the end of the warranty period. This warranty shall not apply if the disc has been damaged by negligence, accident, improper or unreasonable use, or by any other causes unrelated to defective materials or workmanship. Any replacement disc will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is the longer. The compete risk as to the quality and performance of the Work is with you. Neither Data Management & Warehousing Ltd. (trading as The Monza Organisation), its affiliates nor any of their respective employees, agents or licensors warrant that the functions contained in the Work will meet your requirements or that the operation of the Work will be uninterrupted or error free; not do they make any warranty as to the results that may be obtained from the use of the Work, or as to the accuracy, reliability or content of any information contained in the Work.THE WORK AND THE ACCOMPANYING MATERIALS ARE PROVIDED ON AN "AS IS" BASIS AND THE FOREGOING WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OTHER THAN THOSE WARRANTIES WHICH ARE IMIPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER APPLICABLE LAW NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY Data Management & Warehousing Ltd. (trading as The Monza Organisation), ITS DEALERS, DISTRIBUTORS, AGENTS. OR EMPLOYIES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS LIMITED WARRANTY. THE DURATION OF ANY IMPLIED WARRAN'IY SHALL BE LIMITED TO THE DURATION OF THE LIMITED WARRANTIES SET FORTH HEREIN.
9. LIMITATION OF LIABILITY. IN NO EVENT SHALL Data Management & Warehousing Ltd. (trading as The Monza Organisation) AND/OR ITS LICENSORS BE LIABLE TO YOU OR ANY OTHER PERSON FOR LOSS OF BUSINESS OR PROFITS, OR FOR ANY INDIRECT INCIDENIAI. OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE, THE WORK, EVEN IF Data Management & Warehousing Ltd. (trading as The Monza Organisation) OR DATA MANAGEMENT AND WAREHOUSING'S AUTHORIZED REPRESENIATIVE WAS PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY OTHER CLAIM BY YOU OR ANY OTHER PERSON.
10. SOME STATES DO NOT ALLOW LIMITATIONS ON THE LENGTH OF AN IMPLIED WARRANTY OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE.
In the event any other claim relating to the performance or non-performance by Data Management & Warehousing Ltd. (trading as The Monza Organisation) pursuant to or in any other way concerning the License or the Work provided under this License is made by you, the actual damages to which you may be entitled shall be limited to the amount paid by you for the work.
EXPORT CONTROLS. You may not upload or otherwise export or re-export the Work or any underlying information or technology except in full compliance with all UK and other applicable laws, rules and regulations
11. GOVERNING LAW. This license, including the Limited Warranty and Disclaimer are governed by the laws of England