END USER LICENSE AGREEMENT - VERSION 2007 - 2018

1. Important notice to User: Please read this Agreement carefully. This is a contract between you and JCW Software, LLC, a Florida limited liability company ("JCW SOFTWARE"). By installing this product you accept all the terms and conditions of this Agreement. If you do not agree to the terms and conditions of this Agreement, do not install, copy or use the product. Instead, return the product to your vendor for a full refund, or ship the product to us at the following address: JCW Software, LLC, 4444 PGA Boulevard, Suite 600, Palm Beach Gardens, 33410. Upon receipt of the product, we will refund the purchase price you paid for the product and reimburse you for reasonable shipping expenses.

2. This Software End User License Agreement accompanies the FASTMANAGER™ 2007-2018 product versions (the "Software") and may include related explanatory materials . The term "Software" also shall include any upgrades, modified versions or updates of the Software licensed to you. The Software is licensed pursuant to the terms of this FASTMANAGER End User License Agreement, not sold.

3. The Software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.

4. The term "Software" as used in this FASTMANAGER End User License Agreement shall NOT include software developed by others apart from JCW SOFTWARE that is distributed under license to JCW SOFTWARE or subject to "open source" licensing agreements such as the GNU Public License. In addition to code developed and owned by JCW SOFTWARE, the Software may contain software code developed by others and distributed subject to other applicable licensing agreements or "open source" licensing agreements. As a result, by using the Software you agree not only to be bound by this FASTMANAGER End User License Agreement, but also to be bound by the terms of the licenses applicable to the software developed by others contained within the Software.

 

5. Upon your acceptance of this Agreement, JCW SOFTWARE grants to you a nonexclusive, non-transferable, limited license to use the executable code version (consisting of both scripts and binaries) of the Software for internal business purposes, provided that you agree to the following:

a. Evaluation Period: The Software product you are installing provides an evaluation period during which you can try it in your own computing environment. You are granted the right to run this Software product on as many computers as you wish for evaluation purposes for a maximum of thirty days per computer.

b. Use Period. After the evaluation period has elapsed, in order to run the Software you must purchase a "key." The key is a code that will permit you to run the Software on the same number of computers as the number of licenses you purchased. During the Use Period you may not use the Software on multiple computers unless you purchase multiple Software licenses.

c. To enable JCW SOFTWARE to verify your compliance with these restrictions, you agree to comply with such registration, notification, and record keeping requirements as JCW SOFTWARE may reasonably request and to provide JCW SOFTWARE with the right to inspect and copy such records on reasonable notice and at reasonable times.

d. You may make one copy of the Software for backup and archival purposes.

e. You may make as many copies of the Software as you wish for evaluation purposes. In fact, we encourage you to duplicate the Software and give it to others to evaluate for themselves. If you contact us we would be pleased to send evaluation copies of the Software to anyone you like at no cost to you. Just let us know.

f. You acknowledge that the Software contains trade secrets owned by JCW SOFTWARE. You agree to keep the Software confidential and that you will not disclose the features or functions of the Software to third parties. This obligation shall not apply to information, features or functions that: (i) are generally known to the public or within the industry; (ii) are developed independently by you without use of JCW SOFTWARE's trade secrets; or (iii) are rightfully received from a third party.

g. You may not redistribute the Software except for evaluation purposes (see 6(e) above).

 

7. Description of other rights and limitations.

a. You agree not to modify, adapt, translate, reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Software.

b. This Software is licensed as a single product for use on a single computer. Its component parts may not be separated for use on more than one computer.

c. This license covers only the version of the Software delivered to you, and does not include upgrades or new versions. If the Software that accompanies this license is labeled as an upgrade, you must be properly licensed to use a product identified by JCW SOFTWARE as being eligible for the upgrade in order to use the Software.

d. Title, ownership rights, and intellectual property rights in the Software shall remain in JCW SOFTWARE. By installing the Software, you acknowledge JCW SOFTWARE's ownership and intellectual property rights, and you will not take any action to jeopardize, limit or interfere in any manner with JCW SOFTWARE's ownership of or rights with respect to the Software. All title and intellectual property rights in and to the content which may be accessed through use of the Software is the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. This Agreement grants you no rights to use such content. All rights not expressly granted are reserved by JCW SOFTWARE.

e. The Software is provided with RESTRICTED RIGHTS. The Software is a "Commercial Item", as that term is defined at 48 C.F.R. 2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in 48 C.F.R. 12.212 or 48 C.F.R.227-7202, as applicable. Consistent with 48 C.F.R. 12.212 or 48 C.F.R.227-7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions.

f. You agree that you will not export or re-export the Software to any country, person, entity or end user subject to U.S.A. export restrictions. Restricted countries currently include, but are not necessarily limited to Cuba, Iran, Iraq, Libya, North Korea, Sudan and Syria. You warrant and represent that neither the U.S.A. Bureau of Export Administration nor any other federal agency has suspended, revoked or denied your export privileges.

g. JCW SOFTWARE expressly disclaims any warranty for the Software. THE SOFTWARE IS PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES THAT IT IS FREE OF DEFECTS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR NONINFRINGING. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE PRODUCT REMAINS WITH YOU.

h. IN NO EVENT SHALL JCW SOFTWARE OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL OR INCIDENTAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, WHETHER SUCH CLAIM IS BASED ON BREACH OF CONTRACT, TORT, OR ANY OTHER LEGAL THEORY. IN NO EVENT SHALL JCW SOFTWARE’s LIABILITY UNDER THIS AGREEMENT EXCEED THE LICENSE FEE PAID TO JCW SOFTWARE FOR THE SOFTWARE.

 

8 Miscellaneous.

a. Arbitration. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida without reference to its conflicts of laws provisions. The resolution of all disputes, actions or proceedings arising out of this Agreement shall be determined solely and exclusively by arbitration under the rules of the American Arbitration Association ("AAA") as then in effect. Upon the demand of either party, each party or its designated representative, together with counsel, shall meet within two weeks of the time demand is made, unless the parties otherwise agree in writing. The parties shall agree upon a single arbitrator (the "Arbitrator"). If the parties are unable to agree, then the AAA shall select the Arbitrator. The Arbitrator shall hear the dispute within two (2) weeks of the date of the meeting of the representatives. The Arbitrator shall hear the dispute in the County of Palm Beach, State of Florida and may properly consider any and all matters related thereto that would be admissible in a non-jury trial under applicable Federal Rules of Civil Procedure or Evidence. The Arbitrator’s award shall be announced within fourteen (14) days of the hearing of the dispute. The Arbitrator shall have authority to allocate payment of all fees, costs and attorneys’ fees. Any decision rendered by the Arbitrator shall be final and binding, and any judgment upon any award rendered by the Arbitrator may be entered in any court having jurisdiction.

b. If any part of this Agreement is found void and unenforceable, it will not affect the validity of the balance of the Agreement, which shall remain valid and enforceable according to its terms.

c. If you have any questions about this Agreement, or should you desire to contact JCW SOFTWARE for any reason, please write to JCW SOFTWARE 4440 PGA Boulevard, Palm Beach Gardens, FL 33410 or click here to contact us

d. Without prejudice to any other rights, JCW SOFTWARE may terminate this Agreement if you breach any of its terms and conditions. Upon termination, you shall destroy all copies of the Software.

e. This Agreement may only be modified in writing signed by an authorized officer of JCW SOFTWARE.

f. FASTMANAGER and the FASTMANAGER logo are trademarks of JCW SOFTWARE.

 

© Copyright 2008 - 2018. JCW Software LLC. All rights reserved.