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- THE SIERRA PRE MARKET EVALUATION AGREEMENT
-
- AGREEMENT made between Sierra On-Line Inc ( "Licensor" ) and the user(s)
- of this computer system ( "Licensee" ).
-
- For valuable consideration, the parties hereby agree as follows:
-
- 1. Definitions - The following terms are defined for the purposes of this
- Agreement:
-
- Sierra Programs will mean the object code or machine-executable code
- versions of the computer program(s) as specified in schedule A.
-
- Copy will mean any material object in which information (such as, for
- example, all or part of an Sierra Program) is temporarily or permanently
- fixed by any means now known or later developed, and from which all or
- part of such information can be perceived, reproduced, used or
- communicated, either directly or by means of a machine or other device.
-
- Sierra Materials will mean all copies of the Sierra Programs, and all
- other materials in whatever form relating to any Sierra Program that are
- provided by Licensor to Licensee during the term of this Agreement.
-
- Designated Location will mean a location as specified in Schedule A to
- this Agreement.
-
- 2. ACKNOWLEDGEMENT - THE SIERRA PROGRAMS ARE SOFTWARE PROGRAMS CURRENTLY
- UNDER DEVELOPMENT AND TESTING BY LICENSOR. LICENSOR DESIRES TO OBTAIN
- INPUT FROM LICENSEE TO ASSIST LICENSOR IN ITS ONGOING DEVELOPMENT OF THE
- SIERRA PROGRAMS. LICENSEE IS WILLING TO PROVIDE THAT INPUT AND DESIRES TO
- HAVE PRE-RELEASE EXPERIENCE WITH THE SIERRA PROGRAMS. ACCORDINGLY, THE
- PARTIES ACKNOWLEDGE THAT THE SIERRA PROGRAMS LIKELY CONTAIN "BUGS" AND
- OTHER ERRORS THAT COULD ADVERSELY AFFECT THE USE OR PERFORMANCE OF THE
- SIERRA PROGRAMS; THE SIERRA PROGRAMS MAY CONTAIN INOPERABLE FEATURES; THE
- SIERRA MATERIALS MAY CONTAIN ERRORS AND MAY BE INCOMPLETE; AND THE
- LICENSEE SHOULD TAKE EXTRA CARE IN PRESERVING ITS DATA IN ORDER TO AVOID
- ANY LOSS OF DATA AS A RESULT OF USING THE SIERRA PROGRAMS.
-
- 3. License - Licensor hereby grants to Licensee a non-exclusive license
- (i) to use the Sierra Programs at the Designated Location on the
- computer(s) specified in Schedule A for the limited purposes of becoming
- familiar with the Sierra Programs and providing comments to Licensor and
- (ii) to use the Sierra Materials at the Designated Location as required
- for licensed use of the Sierra Programs.
-
- Licensee may not sublicense, assign, or otherwise transfer any of its
- rights in this license. Licensee agrees not to use the Sierra Programs or
- Sierra Materials at any location other than at the Designated Location.
- Licensee agrees that only the specific employees of Licensee listed in
- Exhibit A and such others as may be approved in writing by Licensor in its
- sole discretion (collectively, the "Authorized Persons") will be permitted
- access to or use of the Sierra Programs, the Sierra Materials and the
- results or other output generated by use thereof, and only such Authorized
- Persons will be permitted to view the use or demonstration of the Sierra
- Programs and Sierra Materials.
-
- The license granted hereunder expires 45 days from the date of this
- Agreement, but may be extended or terminated by Licensor at its option.
-
- 4. Limited Permission to Copy Sierra Programs - Licensee agrees not to
- make any Copy of the Sierra Programs or Sierra Materials, in whole or in
- part, except as expressly provided herein. Licensee may make object code
- or machine-executable code Copies of part or all of the Sierra Programs
- only to the extent reasonably required to fix the Sierra Programs in the
- computer temporarily for the uses authorized in Paragraph 3. This
- Agreement does not authorize Licensee to make any modifications to or
- adaptations of any Sierra Programs or to merge any Sierra Program into
- other programs or other materials, and any such modification, adaptation
- or merging is expressly prohibited. Licensee agrees that it will not
- decompile, disassemble, or otherwise reverse engineer the Sierra Programs,
- or otherwise use the Sierra Programs in any manner except as expressly
- permitted by this Agreement.
-
- 5. Security Precautions - Licensee hereby acknowledges that the Sierra
- Programs and Sierra Materials constitute valuable trade secrets of
- Licensor. Licensee agrees to use its best efforts to keep the Sierra
- Programs and Sierra Materials confidential and to assure that no Sierra
- Program or Sierra Material or any part thereof or output therefrom is
- disclosed to any person other than Authorized Persons. As part of such
- best efforts, Licensee agrees to use storage procedures and locations
- which will minimize the risk of theft or unauthorized copying, and to take
- appropriate action by instruction, agreement, or otherwise with the
- Authorized Persons.
-
- Upon any termination of the license granted herein, Licensee will (i)
- erase or otherwise destroy all Copies of part or all of the Sierra
- Programs that are fixed or resident in memory in computers owned or
- controlled by Licensee and (ii) return to Licensor all other existing
- Copies (including original Copies) of part or all of the Sierra Programs
- or Sierra Materials in the possession or under the control of Licensee,
- together with a description of the circumstances which resulted in the
- destruction of any such Copies that were once (but no longer are) in the
- possession or under the control of Client. All Sierra Programs and Sierra
- Materials will be clearly marked "SIERRA ON-LINE CONFIDENTIAL
- INFORMATION--UNAUTHORIZED USE IS STRICTLY PROHIBITED."
-
- 6. Ownership - Licensee acknowledges that, as between Licensor and
- Licensee, the Sierra Programs and Sierra Materials and all copyrights and
- other intellectual property rights with respect thereto, are and will at
- all times be the property of Licensor, even if suggestions made by
- Licensee are incorporated into subsequent versions of the Sierra Programs
- or Sierra Materials.
-
- 7. Warranties, Etc - THE SIERRA PROGRAMS AND SIERRA MATERIALS ARE
- PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS
- OR IMPLIED. LICENSOR WILL HAVE NO LIABILITY OR RESPONSIBILITY TO LICENSEE
- OR ANY OTHER PERSON OR ENTITY WITH RESPECT TO ANY LIABILITY, LOSS, OR
- DAMAGE CAUSED OR ALLEGED TO BE CAUSED, DIRECTLY OR INDIRECTLY, BY THE
- SIERRA PROGRAMS OR THE SIERRA MATERIALS, AND LICENSEE WILL INDEMNIFY AND
- HOLD LICENSOR HARMLESS FROM SAME. IN NO EVENT WILL LICENSOR BE LIABLE FOR
- LOST DATA, LOSS OF BUSINESS OR ANTICIPATORY PROFITS, OR ANY CONSEQUENTIAL
- OR INCIDENTAL DAMAGES RESULTING FROM THE USE OR OPERATION OF THE SIERRA
- PROGRAMS OR SIERRA MATERIALS.
-
- 8. Effect of Termination - Upon termination of this Agreement, only (i)
- the nonexclusive license to use the Sierra Programs and Sierra Materials
- and (ii) the limited permission to make copies of the Sierra Programs will
- terminate; all other rights and obligations will survive such termination.
-
- 9. Miscellaneous - This Agreement contains the entire agreement of the
- parties with respect to the subject matter hereof, and supersedes all
- prior oral and written agreements, negotiations, understandings and
- communications regarding such subject matter. If any of the provisions of
- this Agreement are invalid under any applicable statute or rule of law,
- they are, to that extent, deemed omitted, and the balance of this
- Agreement will be enforceable in accordance with its terms. Except as
- otherwise provided herein, this Agreement will be governed by the laws of
- the State of Washington, as applied to agreements made and performed
- entirely in that state.
-
- 10. Reporting Problems and Concerns - A message board has been setup as a method
- for discussing issues found in the pre-release version. The Licensee agrees to
- report all problems and concerns that may be present in the pre-release version.
- The Licensor will use its discretion in determining problems and concerns that
- must be addressed in subsequent versions of the product. The message board URL is:
- http://www.sierrasports.com/golf-qa/board2/index.shtml
- Login: golfqa
- Password: forE!
-
- My action of clicking on the "I Agree" button represents my agreement to
- comply with all terms of this agreement. I warrant that I am of legal age
- (18 years or older) and if not, my parents/guardian have agreed to the
- terms of this agreement on my behalf.
-
-
-