SOFTWARE LICENSE AGREEMENT FOR CERTIFYTEACHER TESTSIM®
PLEASE READ THIS SOFTWARE LICENSE AGREEMENT ("LICENSE") CAREFULLY BEFORE USING THE SIMULADOS SOFTWARE. BY USING THE SIMULADOS SOFTWARE, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT USE THE SOFTWARE.
1. Grant of Single-User License. YOU ARE THE ONLY PERSON ENTITLED TO USE THIS SOFTWARE. This is a license agreement between you (an individual) and Simulados® Software whereby Simulados grants you the non-exclusive and non-transferable license and right to use this software product, updates (if any), and accompanying documentation (collectively the “Software”). ONLY YOU (AND NO ONE ELSE) ARE ENTITLED TO INSTALL, USE, OR COPY THE SOFTWARE. Simulados continues to own the Software, and the Software is protected by copyright and other state and federal intellectual property laws. All rights, title, interest, and all copyrights in and to the Software and any copy made by you remain with Simulados. Unauthorized copying of the Software, or failure to comply with this Agreement will result in automatic termination of this license, and will entitle Simulados to pursue other legal remedies.
IMPORTANT, under the terms of this Agreement:
YOU MAY: (a) install and use the Software in up to two computers, and (b) make one (1) copy of the Software for backup purposes only.
YOU MAY NOT: (a) use the Software in more than two computers; (b) modify, translate, reverse engineer, decompile, decode, decrypt, disassemble, adapt, create a derivative work of, or in any way copy the Software (except one backup); (c) sell, rent, lease, sublicense, or otherwise transfer or distribute the Software to any other person or entity without the prior written consent of Simulados (and any attempt to do so shall be void); (d) allow any other person or entity to use the Software or install the Software on a network of an sort (these require a separate license from Simulados); or (e) remove or cover any proprietary notices, labels, or marks on the Software.
2. Term. The term of the license granted above shall commence upon the earlier of (i) your opening of the software pack, (ii) your downloading, installation, applying the unlock key, copying, or use of the Software; (iii) thirty (30) days after purchase if you have not returned the unopened software pack as of that date, or (iv) any other act of acceptance of this Agreement. Such license will expire three (3) years after commencement or
whenever you discontinue use of the Software, whichever occurs first.
3. Limited Warranty on Media. If applicable, Simulados warrants the media on which the Software is recorded to be free from defects in materials and free from faulty workmanship for a period of thirty (30) days after the date you receive the Software. If, during this 30-day period, the Software media is found to be defective or faulty in workmanship, the media may be returned to Simulados for replacement without charge. YOUR SOLE REMEDY UNDER THIS AGREEMENT SHALL BE THE REPLACEMENT OF DEFECTIVE MEDIA AS SET FORTH ABOVE.
4. Disclaimer of Warranties. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SIMULADOS SOFTWARE IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. EXCEPT FOR THE LIMITED WARRANTY ON MEDIA SET FORTH ABOVE AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SIMULADOS SOFTWARE IS PROVIDED "AS IS", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND SIMULADOS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SIMULADOS SOFTWARE, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE.
5. Limitation of Liability. SIMULADOS’ EXCLUSIVE AND MAXIMUM LIABILITY FOR ANY CLAIM BY YOU AND ANYONE CLAIMING THROUGH OR ON BEHALF OF YOUR ARISING OUT OF YOUR ORDER, USE, OR INSTALLATION OF THE SOFTWARE SHALL NOT UNDER ANY CIRCUMSTANCE EXCEED THE ACTUAL AMOUNT PAID BY YOU TO SIMULADOS FOR THE SOFTWARE, AND IN NO EVENT SHALL SIMULADOS BE LIABLE TO YOU OR ANY PERSON OR ENTITY CLAIMING THROUGH YOU FOR ANY INDIRECT, INCIDENTAL, COLLATERAL, EXEMPLARY, CONSEQUENTIAL, OR SPECIAL DAMAGES OF LOSSES ARISING OUT OF YOUR ODER, USE, OR INSTALLATION OF THE SOFTWARE OR MEDIA DELIVERED TO YOU OR OUT OF THE WARRANTY, INCLUDING WITHOUT LIMITATION, LOSS OF USE, PROFITS, GOODWILL, OR SAVINGS, OR LOSS OF DATA, FILES, OR PROGRAMS STORED BY THE USER. SOME STATE DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
6. Remedies. SIMULADOS’ ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY FOR ANY BREACH OF WARRANTY SHALL BE, AT SIMULADOS’ OPTION, TO: (A) REPAIR OR REPLACE THE SOFTWARE OR MEDIA OR (B) REFUND THE PRICE PAID. ANY REPLACEMENT SOFTWARE OR MEDIA WILL BE WARRANTY FOR THE REMAINDER OF THE ORIGINAL WARRANTY PERIOD OR (30) DAYS, WHICHEVER IS LONGER. THESE REMEDIES ARE VOID IF FAILURE OF THE SOFTWARE OR MEDIA HAS RESULTED FROM ACCIDENT, ABUSE, OR MISAPPLICATION.
7. Government End Users. The Simulados Software and related documentation are "Commercial Items", 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. §227.7202-1through 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 herein. Unpublished-rights reserved under the copyright laws of the United States.
8. General. This Agreement shall be interpreted and governed by the laws of the State of Texas without regard to the conflict of laws provisions of such state, and any arbitration or legal action relating to this Agreement shall be brought in the appropriate forum located in North Harris County, Texas, which venue and jurisdiction you agree to submit to, and the prevailing party in any such action shall be entitled to recover reasonable attorneys’ fees and expenses as part of any judgment or award. The pursuit by Simulados of any remedy to which it is entitled at any time shall not be deemed an election of remedies or waiver of the right to pursue any of the other remedies to which Simulados may be entitled. This Agreement is the entire Agreement between us and supersedes any other communication, advertisement, or understanding with respect to the Software. If any provision of this Agreement is held invalid or unenforceable, the remainder shall continue in full force and effect. All provisions of this Agreement relating to the disclaimers of warranties, limitation of liability, remedies, or damages, and Simulados’ ownership of the Software and other proprietary rights shall survive any termination of this Agreement.