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DataShop 5.0.1
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DataShop 5.0.1 - Disc 1.iso
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vlplicns.txt
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1996-09-09
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VIEWPOINT DATALABS INTERNATIONAL, INC.
LICENSE AGREEMENT FOR COLLECTIONS & LIBRARIES
This Agreement is entered into by and between Viewpoint DataLabs International, Inc. ("Viewpoint"),
located at 625 South State Street, Orem, Utah 84058, and _____________________ ("Licensee"), located
at _______ ___________________________________. In consideration of the foregoing and the mutual
covenants set forth herein, the parties agree as follows:
1. License Fee. Upon payment of the appropriate license fee for the dataset(s) chosen by Licensee
as set forth in Exhibit A ("License Fee"), Viewpoint grants to Licensee the right to license Viewpoint
Datasets ("Datasets") under the terms and conditions set forth below.
2. License. Upon payment of the License Fee for Dataset(s) as set forth in Exhibit A, Viewpoint
grants to Licensee a perpetual, non-exclusive, non-transferable, worldwide license to use the Dataset(s) in
the creation and presentation of animations, renderings and real-time applications which may require
runtime access to the Datasets. However, certain limitations apply to this license. Licensee may only
redistributed the Datasets provided that (a) the Datasets are distributed as an integral part of Licensee's
product, (b) the Datasets are embedded into Licensee's product in a form from which the Datasets or any
part thereof cannot be separately exported, extracted, or decompiled into any redistributable form or
format, (c) Licensee's end-user license agreement must contain a restriction against decompilation, reverse
assembling and otherwise deriving source code.
3. Ownership. Viewpoint shall retain title and ownership to all Datasets and intellectual property
rights therein, including without limitation, copyrights and trademarks. Licensee shall use its best efforts
to prevent copying of Datasets by End-Users or other third parties. Licensee agrees, upon termination or
expiration of this Agreement, to promptly return or destroy all copies.
4. Limitation on Use. Licensee may install these Datasets on as many computers as needed for in-
house use only, but only in one location (i.e., only at one specific street address or its equivalent). Except
as set forth in paragraph 2, Licensee agrees not to distribute any of these files, or permit any access thereto
or allow any copies to be made thereof, whether in modified or unmodified form, or in any written or
electronic format, to or for the benefit of any person or entity outside of your organization or outside of
your chosen location, without specific prior written licensed permission from Viewpoint.
5. Proprietary Notices. All Licensee products shall include appropriate copyright notices with
respect to the Datasets incorporated in such Licensee products. Licensee shall identify all such Datasets
with a screen display as follows: "Datasets provided by Viewpoint DataLabs International, Inc., 625 South
State Street, Orem, Utah 84058 (1-800-DATASET or 1-801-229-3000)". In addition, Licensee shall
include Viewpoint's tradename and logo information on the exterior packaging of any Licensee product
which incorporate the Datasets.
6. Representations and Warranties. Viewpoint represents and warrants that: (a) it has the right and
authority to enter into this Agreement, and (b) subject to third party rights as set forth in Section 7, all of
the Datasets delivered pursuant to this Agreement will be original works.
7. Third Party Rights. Licensee understands that use of Datasets licensed by Viewpoint hereunder
may be subject to copyright, trademark and other third party intellectual property rights. Licensee shall be
responsible for obtaining licenses from such third parties for use by Licensee of Datasets that infringe such
third party rights. Licensee agrees to indemnify Viewpoint , its directors, officers, employees,
representatives, and successors against, and hold them harmless from, any and all lawsuits, claims, causes
of action, losses, expenses (including attorneys' fees), settlements, damages, judgments and liabilities
arising out of Licensee's use of Datasets.
8. Disclaimer and Limitation on Liability. NEITHER PARTY MAKES ANY
REPRESENTATIONS OR WARRANTIES OTHER THAN THOSE EXPRESSLY STATED IN THIS
AGREEMENT. THE DATASETS ARE PROVIDED "AS IS" AND VIEWPOINT SPECIFICALLY
MAKES NO EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY,
NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL
VIEWPOINT BE LIABLE FOR ANY LOST PROFITS, BUSINESS INTERRUPTION OR FOR ANY
INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES
ARISING OUT OF OR RELATING TO THE DATASETS PROVIDED HEREUNDER, EVEN IF
VIEWPOINT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR OTHERWISE
FOR ANY SUCH CLAIM. WITHOUT LIMITING THE FOREGOING, IN NO EVENT SHALL
VIEWPOINT'S LIABILITY UNDER THIS AGREEMENT EXCEED THE LICENSE FEES PAID BY
LICENSEE PURSUANT TO THIS AGREEMENT.
9. Governing Law. This Agreement will be governed by and construed in accordance with the laws
of the State of Utah, excluding that body of law related to choice of laws.
10. Assignment. This Agreement may not be assigned by Licensee without prior written consent of
Viewpoint; provided that no such consent shall be required in the case of assignment pursuant to a merger
or sale of Licensee's business.
11. Injunctive Relief. Licensee acknowledges that breach by Licensee of the provisions of this
Agreement may cause Viewpoint incalculable and irreparable damage and that Viewpoint may have no
adequate remedy at law for such breach. Licensee agrees that Viewpoint shall be entitled to seek
injunctive relief in addition to any other remedies available to Viewpoint under this Agreement or at law
or in equity.
12. Termination. Viewpoint shall have the right to terminate this Agreement , including the licenses
granted hereunder, upon thirty (30) days written notice if Licensee is in default of any material provision
of this Agreement and such default is not corrected within thirty (30) days of receipt of written notice.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be signed by duly authorized
representatives of each party as of the Effective date.
VIEWPOINT DATALABS _______________________
INTERNATIONAL, INC.
("Viewpoint") ("Licensee")
By: ______________________________ By: _________________________
Title: ____________________________ Title: ________________________
Date: _____________________________ Date: ________________________
Exhibit A
Collections
Gold Collections Platinum Collections
Price Initials Price Initials
US Cars & Truck _________ _________ _________ _______
Non-US Cars & Trucks _________ _________ _________ _______
Other Vehicles & Parts _________ _________ _________ _______
External Anatomy _________ _________ _________ _______
Internal Anatomy _________ _________ _________ _______
Skeletal Anatomy _________ _________ _________ _______
Characters & Humans _________ _________ _________ _______
Animals, Insects & Dinosaurs _________ _________ _________ _______
Military & Space _________ _________ _________ _______
Military Airplanes _________ _________ _________ _______
Aircraft _________ _________ _________ _______
Landmarks & Buildings _________ _________ _________ _______
Sports & Games _________ _________ _________ _______
Household & Miscellaneous _________ _________ _________ _______
Total _________ _________ _________ _______
VIEWP