MIRAPOINT SOFTWARE, INC. SOFTWARE LICENSE AGREEMENT
PLEASE READ THIS SOFTWARE LICENSE AGREEMENT (“LICENSE”) CAREFULLY BEFORE DOWNLOADING OR
OTHERWISE USING THE SOFTWARE. BY DOWNLOADING, INSTALLING OR USING THE SOFTWARE, YOU ARE
AGREEING TO BE BOUND BY THE TERMS OF THIS SOFTWARE LICENSE AGREEMENT.
IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, YOU ARE NOT AUTHORIZED TO DOWNLOAD OR
USE THIS SOFTWARE.
1. Scope. This License governs you (“User”) and your use of any and all computer software, any printed or electronic
documentation, or other code, whether on disk, in read only memory, or on any other media (collectively, the “Mirapoint
Software”) provided to you as part of or with a Mirapoint Product.
2. License, not Sale, of Mirapoint Software. The Mirapoint Software is licensed, not sold, to User by MIRAPOINT
SOFTWARE, INC. or its affiliate, if any (“Mirapoint”). USER MAY OWN THE MEDIA ON WHICH THE MIRAPOINT
SOFTWARE IS PROVIDED, BUT MIRAPOINT AND/OR MIRAPOINT’S LICENSOR(S) RETAIN TITLE TO THE
MIRAPOINT SOFTWARE. The Mirapoint Software installed on the Mirapoint Product and any copies which this License
authorizes the User to make are subject to this License.
3. Permitted Uses. This License allows User to use the pre-installed Mirapoint Software exclusively on the Mirapoint Product
on which the Mirapoint Software has been installed. With respect to Mirapoint Software [identified by Mirapoint as the
“administrative application”] that has not been preinstalled on the Mirapoint Product, this License allows you to copy, use
and install such Mirapoint Software on one or more administrative workstations on which the Mirapoint Software is
supported. User may make copies of the Mirapoint Software in machine-readable form for backup purposes only, provided
that such backup copy must include all copyright and other proprietary information and notices contained on the original.
4. Proprietary Rights; Restrictions on Use. User acknowledges and agrees that the Mirapoint Software is copyrighted and
contains materials that are protected by copyright, trademark, trade secret and other laws and international treaty provisions
relating to proprietary rights. User may not remove, deface or obscure any of Mirapoint’s or its suppliers’ proprietary rights
notices on or in the Mirapoint Software or on output generated by the Mirapoint Software. Except as permitted by
applicable law and this License, you may not copy, decompile, reverse engineer, disassemble, modify, rent, lease, loan,
distribute, assign, transfer, or create derivative works from the Mirapoint Software. Your rights under this License will
terminate automatically without notice from Mirapoint if you fail to comply with any term(s) of this License. User
acknowledges and agrees that any unauthorized use, transfer, sublicensing or disclosure of the Mirapoint Software may cause
irreparable injury to Mirapoint, and under such circumstances, Mirapoint shall be entitled to equitable relief, without
posting bond or other security, including but not limited to, preliminary and permanent injunctive relief.
5. Third Party Programs. Mirapoint integrates third party software programs with the Mirapoint Software which are subject
to their own license terms. These license terms can be viewed at
http://www.mirapoint.com/licenses/thirdparty/eula.php.
If
User does not agree to abide by the applicable license terms for the integrated third party software programs, then you may
not install the Mirapoint Software.
6. Disclaimer of Warranty on Mirapoint Software. User expressly acknowledges and agrees that use of the Mirapoint
Software is at your sole risk. Unless Mirapoint otherwise provides an express warranty with respect to the Mirapoint
Software, the Mirapoint Software is provided “AS IS” and without warranty of any kind and Mirapoint and Mirapoint’s
licensor(s) (for the purposes of provisions 5 and 6, Mirapoint and Mirapoint’s licensor(s) shall be collectively referred to as
“Mirapoint”) EXPRESSLY DISCLAIM ALL WARRANTIES AND/OR CONDITIONS, EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE. IN ADDITION, MIRAPOINT DOES NOT WARRANT THAT THE MIRAPOINT SOFTWARE
WILL MEET YOUR REQUIREMENTS, OR THAT THE MIRAPOINT SOFTWARE WILL RUN UNINTERRUPTED OR
BE ERROR-FREE, OR THAT DEFECTS IN THE MIRAPOINT SOFTWARE WILL BE CORRECTED. SOME
JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR OTHER DISCLAIMERS, SO
THE ABOVE EXCLUSION OR DISCLAIMERS MAY NOT APPLY TO YOU.
7. Limitation of Liability. UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL MIRAPOINT BE
LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR
RELATING TO THIS LICENSE. FURTHER, IN NO EVENT SHALL MIRAPOINT’S LICENSORS BE LIABLE FOR ANY
DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING BUT
NOT LIMITED TO PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, DATA OR PROFITS OR
INTERRUPTION), HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY (INCLUDING NEGLIGENCE OR
OTHER TORT), ARISING IN ANY WAY OUT OF YOUR USE OF THE SOFTWARE OR THIS AGREEMENT, EVEN IF
ADVISED OF THE POSSIBILITY OF DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF
INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall
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