External Tool Finishing Kit - Instruction Manual
Exclusion of Warranty on Software. The End-User expressly acknowledges and agrees that use of the Software is at the End-User sole
risk. The Software is provided “ as is” . The Licensor warrants that, during the term of this Agreement and except if modified by the End-
User, the Software will meet in all material respects the specifications provided for in the Licensor’s website.
Limitation of liability. To the maximum extent permitted by law, the Licensor and Licensor’s Authorized Representatives shall not be
liable for any indirect, incidental or consequential damages for breach of any express or implied warranty, breach of contract,
negligence, strict liability or any other legal theory related to the Software. Such damages include, but are not limited to, loss of profits,
loss of revenue, loss of data, loss of use of the product or any associated equipment, down time and user’s time, even if the Licensor
has been advised of the possibility of such damages. In any case, the Licensor’s entire liability under any provision of this agreement
shall be limited to the amount actually paid in respect of the Licensor’s products purchased by the end-user pursuant to a purchase
agreement.
Indemnification. The End-User shall indemnify and hold the Licensor harmless from any liability, loss, claim and from any judgment,
damage and cost (including, without limitation, the costs and fees of a dispute and reasonable legal fees), fine, penalty and interest
whatsoever arising from any defence, dispute, compensation, claim or counterclaim as a result of the use of the Software by any third
party authorized by the End-User.
Training, Maintenance and Support. There is no entitlement to training, maintenance and support under this license unless otherwise
specified in the Purchase Agreement or any other written agreement between the End-User and the Licensor. The End-User may
provide the Licensor with details regarding any bug, defect or failure in the Software promptly and with no delay from such event; the
End-User shall comply with the Licensor’s request for information regarding bugs, defects or failures and furnish him with information,
screenshots and try to reproduce such bugs, defects or failures upon Licensor’s demand.
Expiration and Termination. The Licensor may terminate this Agreement for default by the End-User by sending a ten (10) day notice to
the End-User.
Upon the termination of this Agreement for any reason, the End-User shall promptly uninstall the Software on any UR’s Products and
Licensor’s Products, computer, or server on which it has been installed, deliver to the Licensor all CDs, DVDs, USB flash drives, and
other tangible items and materials embodying the Software, and return to the Licensor all copies thereof or destroy such copies and
warrant in writing that all copies thereof have been destroyed or deleted. In the event of the termination of this Agreement, all
obligations of the parties under this Agreement due for performance on the date of termination shall survive the termination, and the
party terminating shall not be liable to the other party for any damages arising out of the termination.
Miscellaneous.
This Agreement constitutes the entire understanding and agreement between the Licensor and the End-User and replaces any prior
agreement relating to the same subject matter.
This Agreement shall be governed and construed in accordance with the laws of the province of Quebec and the federal laws of
Canada applicable therein. Any legal action or proceeding between the Licensor and the End-User for any purpose concerning this
Agreement or the parties' obligations hereunder shall be brought exclusively in a court of competent jurisdiction sitting in the judicial
district of Québec, Québec.
The Licensor’s failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver
of any provision or right. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this
Agreement.
The Licensor may assign its rights and duties under this Agreement to any party at any time without notice to the End-User. The End-
User may not assign this Agreement without the prior written consent of the Licensor.
If any part of this Agreement is null, illegal or non-enforceable, this Agreement shall be interpreted as if this part was never part of this
Agreement.
The provisions of this Agreement are for the benefit of the Licensor and its officers, directors, employees, agents, licensors and
suppliers. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against the End-User
on its own behalf. This Agreement is also for the benefit of, and binds, the End-User and its heirs, successors, legal representatives and
permitted assigns.
The Licensor hereby confirms that there is no relationship of agency between the Licensor and UR, and that they are independent
contractors.
Any rights not expressly granted herein are reserved.
