END-USER LICENSE AGREEMENT
IMPORTANT--READ CAREFULLY BEFORE USING THIS SOFTWARE
BY USING THIS SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS LICENSE AGREEMENT, THAT YOU UNDERSTAND IT, AND THAT YOU AGREE TO BE BOUND BY ITS TERMS. IN ANY EVENT, YOUR USE OF THIS SOFTWARE CONSTITUTES YOUR ACCEPTANCE AND AGREEMENT TO BE BOUND BY THE TERMS HEREIN.
1. GRANT OF LICENSE FOR REGISTERED USERS. The Infinite Kind, Limited (TIK) hereby hereby grants the purchaser ("You" and "Your") and Your immediate family having a single household as their common domicile ("Your Family") a non-exclusive, non-transferable, limited license to use the software with which this license is distributed (the "Software"), including any documentation files accompanying the Software ("Documentation"), on any number and any type of computer, physical or virtually instantiated, under any operating environment, creating any number of data files, provided that (i) the Software may not be modified; (ii) all copyright notices are maintained on the Software; and (iii) You agree to be bound by the terms of this License Agreement. The Software is licensed to You and not sold to You. The Software and Documentation shall be used only by You and Your Family for personal use in managing Your or Your Family's personal finances and not in the operation of a service bureau or concerning the finances or for the benefit of any other person or entity. Any use of the Software, other than as expressly set forth herein, by You, Your Family, or any person, business, corporation, government organization, or any other entity is strictly forbidden and is a violation of this License Agreement. 2. OWNERSHIP. You have no ownership rights in the Software. Rather, you have a license to use the Software pursuant to the terms of this License Agreement as long as this License Agreement remains in full force and effect. Ownership of the Software, Documentation and all intellectual property rights therein shall remain at all times with TIK. TIK shall own all right title and interest (including any copyrights, patents, trade secrets and other intellectual property rights) in and to all materials licensed by TIK under this Agreement. You acknowledge that as between you and TIK, TIK owns its proprietary trademark(s) (including but not limited to Moneydance), and all related trade names, logos and icons. 3. COPYRIGHT AND TRADEMARK. The Software and Documentation contain material that is protected by United States Copyright Law and trade secret law, and by international treaty provisions. All rights not granted to you herein are reserved to TIK. You may not remove any proprietary notice of TIK from any copy of the Software or Documentation. You are not authorized to use, reproduce, publish, or distribute any trademarks, trade names, logos or icons of TIK. You may not copy the printed materials and Documentation which accompany the Software. 4. RESTRICTIONS. This License Agreement is your proof of license to exercise the rights granted herein and must be retained by you. You must protect the Software and Documentation consistent with TIK's rights therein, including informing persons who are permitted access thereto in order to satisfy your obligations hereunder and maintain the confidentiality of the Software and Documentation. You may not publish, display, disclose, rent, lease, modify, loan, distribute, alter or create derivative works based on the Software or any part thereof. You may not reverse engineer, decompile, translate, adapt, or disassemble the Software, nor shall you attempt to create the source code from the object code for the Software. You may not transmit the Software over any network or between any devices, although you may use the Software to make such transmissions of other materials. You may transfer the Software to another computer you own as long as you first delete all copies of the Software contained on the original computer on which the Software was initially installed. 5. DISCLAIMER OF WARRANTY. THE SOFTWARE IS PROVIDED 'AS IS'. TO THE MAXIMUM EXTENT PERMITTED BY LAW, TIK DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR USE. TIK DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET ANY REQUIREMENTS OR NEEDS YOU MAY HAVE, OR THAT THE SOFTWARE WILL OPERATE ERROR FREE, OR IN AN UNINTERRUPTED FASHION, OR THAT ANY DEFECTS OR ERRORS IN THE SOFTWARE WILL BE CORRECTED, OR THAT THE SOFTWARE IS COMPATIBLE WITH ANY PARTICULAR PLATFORM. TIK IS NOT OBLIGATED TO PROVIDE ANY UPDATES TO THE SOFTWARE. 6. LIMITATION OF LIABILITY. IN NO EVENT WILL TIK BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF OR DAMAGE TO RECORDS OR DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS INFORMATION ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, OR FOR ANY CLAIM BY ANY OTHER PARTY, EVEN IF TIK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TIK'S LIABILITY WITH RESPECT TO ITS OBLIGATIONS UNDER THIS AGREEMENT OR OTHERWISE WITH RESPECT TO THE SOFTWARE AND DOCUMENTATION OR OTHERWISE SHALL NOT EXCEED THE AMOUNT OF THE LICENSE FEE PAID BY YOU FOR THE SOFTWARE AND DOCUMENTATION GIVING RISE TO THE LIABILITY OR U.S. $50.00. BECAUSE SOME STATES/COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. 7. EXPORT RESTRICTIONS. THIS LICENSE AGREEMENT IS EXPRESSLY MADE SUBJECT TO ANY LAWS, REGULATIONS, ORDERS, OR OTHER RESTRICTIONS ON THE EXPORT FROM THE UNITED STATES OF AMERICA OF THE SOFTWARE OR INFORMATION ABOUT SUCH SOFTWARE WHICH MAY BE IMPOSED FROM TIME TO TIME BY THE GOVERNMENT OF THE UNITED STATES OF AMERICA. YOU SHALL NOT EXPORT THE SOFTWARE, DOCUMENTATION, OR INFORMATION ABOUT THE SOFTWARE AND DOCUMENTATION. PURCHASERS OF THE SOFTWARE ARE STRICTLY PROHIBITED FROM EXPORTING OR TRANSFERRING THE SOFTWARE, DOCUMENTATION, OR INFORMATION ABOUT THE SOFTWARE AND DOCUMENTATION, OR ANY RIGHTS GRANTED UNDER THE TERMS HEREOF, TO ANY INDIVIDUAL OR ENTITY EITHER (I) RESIDING IN ANY COUNTRY PROHIBITED BY THE UNITED STATES EXPORT ADMINISTRATION ACT OF 1979, OR REGULATIONS PROMULGATED THEREUNDER, OR (II) USING THE SOFTWARE FOR ANY PURPOSE PROHIBITED BY SAID ACT OR REGULATIONS, AND ANY SUCH ATTEMPTED TRANSFER OR EXPORT SHALL BE NULL AND VOID. TIK CERTIFIES THAT NEITHER THE SOFTWARE NOR ANY RELATED TECHNICAL DATA NOR THE DIRECT PRODUCTS THEREOF (I) ARE INTENDED TO BE USED FOR ANY PURPOSE PROHIBITED BY THE UNITED STATES EXPORT ADMINISTRATION ACT OF 1979 ['EXPORT ADMINISTRATION ACT'] OR REGULATIONS PROMULGATED THEREUNDER, INCLUDING, WITHOUT LIMITATION, NUCLEAR PROLIFERATION, OR (II) ARE INTENDED TO BE SHIPPED OR EXPORTED, EITHER DIRECTLY OR INDIRECTLY, TO ANY COUNTRY PROHIBITED BY THE EXPORT ADMINISTRATION ACT OR ANY OTHER SIMILAR ACT. 8. CONFIDENTIALITY AND NON-DISCLOSURE You acknowledge that the Software and Documentation constitute confidential and proprietary information of TIK (the 'Confidential Information'), and agree to hold the Confidential Information in strict confidence and safeguard same with at least as great a degree of care as you would use with your own most confidential materials and data relating to your business, but in no event less than a reasonable degree of care. 9. TERMINATION. This License Agreement is effective until terminated. You may terminate this License Agreement at any time by destroying or returning to your supplier all copies of the Software and Documentation in your possession or under your control. This License Agreement shall terminate immediately if you violate the terms of this License Agreement. Upon such termination, you agree to destroy or return to TIK all copies of the Software and Documentation and to certify to TIK in writing that all known copies, including backup copies, have been destroyed. 10. GENERAL. a. Law. This License Agreement shall be construed, interpreted and governed by the laws of the State of New York without regard to its conflict of law provisions. The parties hereby consent to the exclusive jurisdiction of the courts of New York State, waive any right to object to said jurisdiction based upon convenience or other bases, and further agree that any cause of action arising under this Agreement shall be brought exclusively in a court in New York County. b. Entire Agreement. This License Agreement shall constitute the entire Agreement between the parties hereto. Any waiver or modification of this License Agreement shall only be effective if it is in writing and signed by both parties hereto. c. No Waiver. No waiver of any provision hereof or of any right or remedy hereunder shall be effective unless in writing and signed by the party against whom such waiver is sought to be enforced. No delay in exercising, no course of dealing with respect to, or no partial exercise of any right or remedy hereunder shall constitute a waiver of any other right or remedy, or future exercise thereof. d. Severability. If any part of this License Agreement is found invalid or unenforceable by a court of competent jurisdiction, it shall be adjusted rather than voided, if possible, in order to achieve the intent of the parties to the extent possible, and the enforceability of the remaining provisions shall be unimpaired. e. Limitations. No action, regardless of form, arising out of this Agreement may be brought by you more than two (2) years after such cause of action shall have accrued. f. Assignment. You may not assign, sublicense, transfer, pledge, lease, rent or share your rights under this License Agreement. TIK may assign or delegate this Agreement or any right or obligation hereunder, by operation of law or otherwise, to any entity. g. Dispute Resolution Process. Should a dispute arise between the parties under or relating to this Agreement, you agree to notify TIK in writing as promptly as possible of any such dispute, including any dispute as to whether an event of default has occurred, and each party agrees that prior to initiating any formal proceeding against the other (except for the seeking of injunctive relief), the parties will each designate a representative for purposes of resolving this dispute. If the parties' representatives are unable to resolve the dispute within ten (10) business days, either may, upon written notice to the other party, require that the dispute be submitted to more senior representatives within each party (the 'Senior Representatives'). The Senior Representatives of each party shall meet as soon as possible to negotiate in good faith to resolve the dispute. If the Senior Representatives are unable to resolve the dispute within ten (10) business days after submission of the dispute to them, or such longer period for resolution as may be mutually agreed in writing by the Senior Representatives, the dispute shall be settled by binding arbitration administered by and under the then-current rules of the American Arbitration Association ('AAA'). The location of any such proceeding shall be New York, New York. Judgment upon any award rendered by the arbitrator may be entered by any court having jurisdiction thereof. Any arbitrator shall be bound by the express terms of this Agreement and shall not change or modify any terms of this Agreement or make any award of damages in excess of that set forth in this Agreement or grant any relief not expressly set forth herein. h. Survival. The respective rights and obligations of the parties with respect to Section 2 [Ownership], Section 5 [Disclaimer of Warranty], Section 6 [Limitation of Liability], Section 8 [Confidentiality and Non-Disclosure], and this Section 9 [General Provisions] shall survive any termination or expiration of this Agreement. i. Remedies. The rights and remedies of the parties as set forth in this Agreement are not exclusive and are in addition to any other rights and remedies available to them in law or in equity. 11. U.S. GOVERNMENT RESTRICTED RIGHTS. The Software (including the Documentation) is provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause of DFARS 252.227-7013 [Rights in Technical Data - Non-Commercial Items] or subparagraph (c)(1) and (2) of the Commercial Computer Software-Restricted Rights clause at 48 CFR 52.227-19 as amended, or any successor regulations thereto. For Inquiries, please contact: The Infinite Kind, Limited 11 Great Stuart Street Edinburgh EH3 7TP Scotland Additional content or code has been included based on the following: ==Some Search Field Code== Copyright (c) 2005, Christopher Atlan All rights reserved. Redistribution and use in source and binary forms, with or without modification, are permitted provided that the following conditions are met: * Redistributions of source code must retain the above copyright notice, this list of conditions and the following disclaimer. * Redistributions in binary form must reproduce the above copyright notice, this list of conditions and the following disclaimer in the documentation and/or other materials provided with the distribution. * Neither the name of the ORGANIZATION nor the names of its contributors may be used to endorse or promote products derived from this software without specific prior written permission. THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS "AS IS" AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT OWNER OR CONTRIBUTORS 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 BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.