License
- Under this End User License Agreement (the "Agreement"),
John Van Roekel (the "Vendor") grants to the user (the "Licensee") a
non-exclusive and non-transferable license (the "License") to use
CalorieQuick (the "Software").
- "Software" includes the executable computer programs and
any related printed, electronic and online documentation and any
other files that may accompany the product.
- Title, copyright, intellectual property rights and
distribution rights of the Software remain exclusively with the
Vendor. Intellectual property rights include the look and feel of
the Software. This Agreement constitutes a license for use only and
is not in any way a transfer of ownership rights to the Software.
- The Software may be loaded onto no more than one computer.
A single copy may be made for backup purposes only.
- The rights and obligations of this Agreement are personal
rights granted to the Licensee only. The Licensee may not transfer
or assign any of the rights or obligations granted under this
Agreement to any other person or legal entity. The Licensee may not
make available the Software for use by one or more third parties.
- The Software may not be modified, reverse-engineered, or
de-compiled in any manner through current or future available
technologies.
- Failure to comply with any of the terms under the License
section will be considered a material breach of this Agreement.
License Fee
- The original purchase price paid by the Licensee will
constitute the entire license fee and is the full consideration for
this Agreement.
Limitation of Liability
- The Software is provided by the Vendor and accepted by the
Licensee "as is". Liability of the Vendor will be limited to a
maximum of the original purchase price of the Software. The Vendor
will not be liable for any general, special, incidental or
consequential damages including, but not limited to, loss of
production, loss of profits, loss of revenue, loss of data, or any
other business or economic disadvantage suffered by the Licensee
arising out of the use or failure to use the Software.
- The Vendor makes no warranty expressed or implied regarding
the fitness of the Software for a particular purpose or that the
Software will be suitable or appropriate for the specific
requirements of the Licensee.
- The Vendor does not warrant that use of the Software will
be uninterrupted or error-free. The Licensee accepts that software
in general is prone to bugs and flaws within an acceptable level as
determined in the industry.
- Vendor retains the right to change the purchase price charged
to other purchasers at any time without creating any obligation of
any kind to the Licensee who may have paid more.
- Support for any online database, including but not limited to the
FatSecret online food database and the UPCDatabase.com universal product
code database, is not guaranteed. If any online database becomes
unavailable for any reason, for any length of time, Vendor retains the right
to stop supporting the corresponding Software features without creating any obligation of any
kind to the Licensee.
Warrants and Representations
- The Vendor warrants and represents that it is the copyright
holder of the Software. The Vendor warrants and represents that
granting the license to use this Software is not in violation of any
other agreement, copyright or applicable statute.
Acceptance
- All terms, conditions and obligations of this Agreement
will be deemed to be accepted by the Licensee ("Acceptance") on
installation of the Software.
Term
- The term of this Agreement will begin on Acceptance and is
perpetual.
Termination
- This Agreement will be terminated and the License forfeited
where the Licensee has failed to comply with any of the terms of
this Agreement or is in breach of this Agreement. On termination of
this Agreement for any reason, the Licensee will promptly destroy
the Software or return the Software to the Vendor.
Force Majeure
- The Vendor will be free of liability to the Licensee where
the Vendor is prevented from executing its obligations under this
Agreement in whole or in part due to Force Majeure, such as
earthquake, typhoon, flood, fire, and war or any other unforeseen
and uncontrollable event where the Vendor has taken any and all
appropriate action to mitigate such an event.
Governing Law
- The Parties to this Agreement submit to the jurisdiction of
the courts of the State of California for the enforcement of this
Agreement or any arbitration award or decision arising from this
Agreement. This Agreement will be enforced or construed according to
the laws of the State of California.
Miscellaneous
- This Agreement can only be modified in writing signed by
both the Vendor and the Licensee.
- This Agreement does not create or imply any relationship in
agency or partnership between the Vendor and the Licensee.
- Headings are inserted for the convenience of the parties
only and are not to be considered when interpreting this Agreement.
Words in the singular mean and include the plural and vice versa.
Words in the masculine gender include the feminine gender and vice
versa. Words in the neuter gender include the masculine gender and
the feminine gender and vice versa.
- If any term, covenant, condition or provision of this
Agreement is held by a court of competent jurisdiction to be
invalid, void or unenforceable, it is the parties' intent that such
provision be reduced in scope by the court only to the extent deemed
necessary by that court to render the provision reasonable and
enforceable and the remainder of the provisions of this Agreement
will in no way be affected, impaired or invalidated as a result.
- This Agreement contains the entire agreement between the
parties. All understandings have been included in this Agreement.
Representations which may have been made by any party to this
Agreement may in some way be inconsistent with this final written
Agreement. All such statements are declared to be of no value in
this Agreement. Only the written terms of this Agreement will bind
the parties.
- This Agreement and the terms and conditions contained in
this Agreement apply to and are binding upon the Vendor's successors
and assigns.
Notices
- All notices to the Vendor under this Agreement are to be
provided at the following address:
John Van Roekel
11260 Briarcliff Drive
San Diego, CA 29131
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