PCI END-USER SOFTWARE LICENSE AGREEMENT FOR GEOMATICA

IMPORTANT - READ CAREFULLY BEFORE INSTALLING THIS SOFTWARE

BY CLICKING BELOW AND INSTALLING THIS SOFTWARE PACKAGE YOU ACCEPT
ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT
AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT, TERMINATE
THE INSTALLATION PROCEDURE AND REMOVE ALL OF THE SOFTWARE PACKAGE'S
FILES FROM THIS SYSTEM.
1. Grant of License for Registered Users.
PCI Geomatics Enterprises, Inc. ("Licensor") grants you a non-exclusive, non-
transferable license to use the program with which this license is distributed
(the "Software), including any documentation files accompanying the Software
("Documentation") on a single server (if the Software is server based) or
personal computer (if the Software is PC based) and to make one (1) backup
copy of the Software, provided that (i) the Software is installed on only one
(1) server or personal computer; (ii) the Software may NOT be modified; (iii)
all copyright notices are maintained on the Software; and (iv) you agree to be
bound by the terms of this License Agreement. The Software and Documentation
shall be used only by your employees, only for your own personal or internal
business use and not in the operation of a service bureau or for the benefit of
any other person or entity.
2. Ownership
You have no ownership rights in the Software. Rather, you have a license to use
the Software as long as this License Agreement remains in full force and effect.
Ownership of the Software, Documentation and all intellectual property rights
therein shall remain at all times with Licensor. Any other use of the Software
by any person, business, corporation, government organization or any other entit
y
is strictly forbidden and is a violation of this License Agreement.
3. Copyright.
The Software and Documentation contain material that is protected by Canadian an
d
United States Copyright Law and trade secret law, and by international treaty
provisions, as well as by the laws of the Country in which this software is used
All rights not granted to you herein are reserved to Licensor. You may not remo
ve
any proprietary notice of Licensor from any copy of the Software or Documentatio
n.
4. Restrictions.
This License Agreement is your proof of license to exercise the rights granted
herein and must be retained by you. You must protect the Software and Documenta
tion
consistent with Licensor's rights therein, including informing persons who are
permitted access thereto in order to satisfy your obligations hereunder and main
tain
the confidentiality of the Software and Documentation. You may not publish, dis
play,
disclose, rent, lease, modify, loan, distribute, or create derivative works base
d on
the Software or any part thereof. You may not reverse engineer, decompile, tran
slate,
adapt, or disassemble the Software, nor shall you attempt to create the source c
ode
from the object code for the Software. You may not transmit the Software over a
ny
network or between any devices, although you may use the Software to make such
transmissions of other material. You may transfer the Software to other compute
rs
you own as long as you only use it on one computer at a time.
5. Disclaimers of Warranty.
THIS SOFTWARE IS PROVIDED "AS IS" AND WE MAKE NO WARRANTIES,
EXPRESSED OR IMPLIED, AS TO THE MERCHANTABILITY, FITNESS FOR A
PARTICULAR USE OR PURPOSE, TITLE, NON INFRINGEMENT OR OTHER
WARRANTY, CONDITION, GUARANTY OR REPRESENTATION WHETHER ORAL,
IN WRITING OR IN ELECTRONIC FORM.
6. Limitation of Warranty.
IN NO EVENT WILL LICENSOR BE LIABLE TO YOU OR ANY THIRD PARTY
FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING,
WITHOUT LIMITATION, INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY
DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS
INTERRUPTION, OR LOSS OF BUSINESS INFORMATION) ARISING OUT
OF THE USE OF OR INABILITY TO USE THE PROGRAM, OR FOR ANY
CLAIM BY ANY OTHER PARTY, EVEN IF LICENSOR HAS BEEN ADVISED
OF THE POSSIBILITY OF SUCH DAMAGES. LICENSOR'S LIABILITY
WITH RESPECT TO ITS OBLIGATIONS UNDER THIS AGREEMENT OR
OTHERWISE WITH RESPECT TO THE SOFTWARE AND DOCUMENTATION OR
OTHERWISE SHALL NOT EXCEED THE AMOUNT OF THE LICENSE FEE PAID
BY YOU FOR THE SOFTWARE AND DOCUMENTATION. BECAUSE SOME
PROVINCES/STATES/COUNTRIES DO NOT ALLOW THE EXCLUSION OR
LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL
DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
7. Export Restrictions.
This license agreement is expressly made subject to the laws, regulations, order
s, or other
restrictions on the export from Canada or the United States of America or the co
untry in
which this software is used of the software or information about such software t
hat may
be imposed from time to time by the governments of Canada or the United States o
f America
and the country in which this software is used. You shall not export the softwa
re,
documentation, or information about the software and documentation without conse
nt of
Licensor and compliance with such laws, regulations, orders, or other restrictio
ns.
8. Termination.
This License Agreement is effective until it is terminated. You may terminate t
his License
Agreement at any time by destroying or returning to Licensor all copies of the S
oftware and
Documentation in your possession or under control. Licensor may terminate this L
icense
Agreement if Licensor finds that you have violated the terms of this License Agr
eement.
Upon notification of termination, you agree to destroy or return to Licensor all
copies of
the Software and Documentation and to certify in writing that all known copies,
including
backup copies, have been destroyed. All provisions relating to confidentiality,
proprietary
rights, and non-disclosure shall survive the termination of this Software Licens
e Agreement.
9. General.
If you acquire this Software in the United States, this License will be construe
d under the
laws of the State of Virginia. If you acquire this Software in Canada or any co
untry other
than Canada or the United States, this License will be construed under the laws
of the
Province of Ontario, Canada. If any provision of this License shall be held by a
court of
competent jurisdiction to be contrary to law, that provision will be enforced to
the maximum
extent permissible, and the remaining provisions of this License will remain in
full force
and effect. This License Agreement shall be construed, interpreted and governed
by the laws
of the Province of Ontario without regard to conflicts of law provisions thereof
. The
exclusive forum for any disputes arising out of or relating to this License Agre
ement shall
be an appropriate court sitting in the Judicial District of York, Province of On
tario, Canada.
This License Agreement shall constitute the entire Agreement between the Parties
hereto.
Any waiver or modification of this License Agreement shall only be effective if
it is in
writing and signed by both Parties hereto. If any part of this License Agreemen
t is found
invalid or unenforceable by a court of competent jurisdiction, the remainder of
this
License Agreement shall be interpreted so as to reasonably effect the intention
of the
Parties.
10. Government Restricted Rights.
10.1 U.S. Government End Users.
If you are acquiring the Software on behalf of any unit or agency of the United
States
Government, the following provisions apply.
The Software (including the Documentation) is provided with RESTRICTED RIGHTS.
Use,
duplication, or disclosure by the Government is subject to restrictions set fort
h in
subparagraph (b)(3) of the Rights in Technical Data and Computer Software clause
of DFARS
252.227-7013 or subparagraph (c)(1) and (2) of the Commercial Computer Software-
Restricted
Rights clause at 48 CFR 52.227-19 as amended, or any successor regulations there
to.
The Government agrees:
(a) if the Software is supplied to the Department of Defense (DoD), the Software
is classified
as "Commercial Computer Software" and the Government is acquiring only "RESTRICT
ED
RIGHTS" in the Software as that term is defined in Clause 252.227-7013(c)(1)(ii)
of
the DFARS (48 CFR 52.227-19); and
(b) if the Software is supplied to any unit or agency of the United States Gover
nment other
than DoD, the Government's rights in the Software, its documentation will be as
defined in
Clause 52.227-19 (c)(2) of Supplement to the FAR.
10.2 Canadian Government End Users.
If you are acquiring the Software on behalf of any unit or agency of the Canadia
n
Government, the following provisions apply.
Use, duplication, or disclosure is subject to restrictions as set forth in DSS 9
400-18
"General Conditions - Short Form - Licensed Software".
The manufacturer of this software is PCI Geomatics Enterprises, Inc. 50 West Wil
mot Street,
Richmond Hill, ON. L4B 1M5 CANADA.