Please read this document carefully before proceeding. This Agreement licenses the product to you and contains warranty and liability disclaimers. By installing this product, you are confirming your acceptance of the product and agreeing to become bound by the terms of this Agreement.
1. Definitions
(a) "SERENCE" is defined as Serence Inc, along with its subsidiaries and affiliated companies.
(b) "END-USER" means a third party having downloaded and installed SOFTWARE and/or PRODUCT, using said SOFTWARE and/or PRODUCT in accordance with the terms of this Agreement, for non-commercial or personal purposes.
(c) "SERENCE" is defined as Serence Inc, along with its subsidiaries and affiliated companies.
(d) "SOFTWARE" is defined as SERENCE KlipFolio and related programs.
(e) "PRODUCT" is defined as the use of SOFTWARE when used with a single KLIP or multiple Klips along with corresponding documentation, associated media, printed materials, and online or electronic documentation ("Documentation").
(f) "KLIP" is defined as a task-specific agent that monitors data and runs within SOFTWARE.
2. License Grants
(a) END-USER is granted a perpetual, non-exclusive, non-transferable license to (a) use the PRODUCT and the user manuals and documentation relating to the PRODUCT on a single machine, and to (b) use PRODUCT for personal, non-commercial use only. Commercial entities must purchase an enterprise license to use PRODUCT. SERENCE will be the sole arbiter as-to what constitutes commercial activities.
(b) Any rights granted to you under this Agreement shall be automatically terminated if you fail to comply with any provision of this Agreement. Upon such termination, you shall cease use of PRODUCT and SOFTWARE. Further, you shall delete the PRODUCT and destroy all tangible copies of the PRODUCT and other materials related to the PRODUCT in your possession or under your control. If the PRODUCT was downloaded, you shall cease use of and destroy any and all copies of the PRODUCT in your possession or under your control.
3. Restrictions
(a) END-USER will not make any more than the specified number of copies of PRODUCT or SOFTWARE, except for back-up or archival purposes. You must reproduce on any such copy all copyright notices, licensing restrictions, and any other proprietary legends found on the original.
(b) PRODUCT will be used only for END-USER's personal data processing purposes.
(c) END-USER will not remove or alter any trademark, copyright, confidentiality or other proprietary right notice in the PRODUCT or the SOFTWARE.
(c) END-USER shall not (and shall not permit other persons or entities) to decompile, reverse engineer, disassemble, or otherwise reduce the SOFTWARE to a human-perceivable form.
(e) END-USER shall not (and shall not permit other persons or entities) to rent, lease, sell, sublicense, assign, or otherwise transfer the PRODUCT or the SOFTWARE or this agreement. Any attempt to do so shall by void and of no effect.
(d) END-USER may not (and shall not permit other persons or entities) to modify resell for profit, distribute, or create derivative works based upon the PRODUCT or the SOFTWARE or any part thereof.
4. Ownership
(a) The foregoing license gives END-USER limited rights to use the PRODUCT. END-USER does not become the owner of the SOFTWARE or PRODUCT and SERENCE retains title to SOFTWARE and all copies thereof. All rights not specifically granted in this Agreement, including Federal and International Copyrights, are reserved by SERENCE.
(b) The SpiderMonkey (JavaScript-C) Engine is copyright 1998-2002 The Mozilla Organization.
5. Disclaimer of warranties and of technical support
This SOFTWARE is provided to you free of charge, and on an "AS IS" basis, without any technical support or warranty of any kind from SERENCE including, without limitation, a warranty of merchantability, fitness for a particular purpose and non-infringement. THIS SECTION STATES THE ENTIRE RESPONSIBILITY OF SERENCE CONCERNING CLAIMS.
6. Limitations of Damages
NEITHER SERENCE OR ITS SUPPLIERS, SHALL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR LOSS (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF SAID PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. The limited warranty, exclusive remedies and limited liability set forth above are fundamental elements of the basis of the bargain between SERENCE and you. You agree that SERENCE would not be able to provide the SOFTWARE on an economic basis without such limitations.
7. U.S. Government Restricted Rights Legend
SOFTWARE distributed to or on behalf of the United States of America, its agencies or instrumentalities ("U.S. Government") is provided with RESTRICTED RIGHTS. Use, duplication or disclosure of SOFTWARE by the U.S. Government is subject to the restrictions in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013, or subparagraphs (c) (1) and (2) of the Commercial Computer Software - Restricted Rights at 48CFR52.227-19, as amended or applicable, or such other applicable rules and regulations.
8. General
This Agreement shall be construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein.
