Marquee Software License
SET OUT BELOW ARE THE TERMS AND CONDITIONS UNDER WHICH YOU ARE PERMITTED TO USE THE BUNDLE OF SOFTWARE COLLECTIVELY CALLED THE MARQUEE and/or PALETTE SOFTWARE (“CONTROL SOFTWARE"). PLEASE READ THIS INFORMATION CAREFULLY. IF YOU USE CONTROL SOFTWARE, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS AND AS SUCH, THIS DOCUMENT WILL CONSTITUTE A LEGAL AGREEMENT BETWEEN Horizon Control Inc. ("HCI") AND YOU AND SUCH ENTITY (collectively referred to as "You" or "Your" hereinafter) GOVERNING ALL USE OF CONTROL SOFTWARE.
1. Grant. HCI grants you a non-exclusive, royalty-free license to use the CONTROL SOFTWARE and all modifications and upgrades thereof.
2. Copyright. HCI holds an exclusive, worldwide license to market and distribute CONTROL SOFTWARE. HCI holds and retains all worldwide rights, title and interests, including without limitation, copyright, in and to CONTROL SOFTWARE and all source code, object code, executable code, libraries and graphical representation (screen layout). You acknowledge that HCI is not selling or otherwise transferring title or any rights in CONTROL SOFTWARE to You. You may not modify, translate, adapt, reproduce, decompile, reverse engineer or disassemble CONTROL SOFTWARE.
3. Use. You agree to follow the instructions contained in CONTROL SOFTWARE, and in the Materials provided with CONTROL SOFTWARE from time to time, for the installation and use of CONTROL SOFTWARE. HCI may modify CONTROL SOFTWARE at any time for any reason.
4. Disclaimer of Warranty. You expressly acknowledge and agree that your use of CONTROL SOFTWARE is at your sole risk. HCI warrants that CONTROL SOFTWARE will be free from defect on the day you receive it which constitutes HCI’s sole and exclusive warranty.
HCI EXPRESSLY DISCLAIMS AND EXCLUDES ALL OTHER WARRANTIES, EXPRESS AND IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. HCI DOES NOT WARRANT THAT CONTROL SOFTWARE WILL MEET ALL OF YOUR REQUIREMENTS OR THAT ITS OPERATIONS WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ANY DEFECT WITHIN CONTROL SOFTWARE WILL BE CORRECTED. FURTHERMORE, HCI DOES NOT WARRANT NOR MAKE ANY REPRESENTATION REGARDING THE RESULTS OF YOUR USE OF CONTROL SOFTWARE IN TERMS OF CAPABILITY, CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION, REPRESENTATION OR ADVICE GIVEN BY HCI OR AN AUTHORIZED REPRESENTATIVE OF HCI SHALL CREATE A WARRANTY.
5. Remedies. In the event of a breach of the express warranty provided in Section 4 above, HCI will replace CONTROL SOFTWARE with another copy of CONTROL SOFTWARE, if available; provided that you return the defective copy of CONTROL SOFTWARE to HCI within thirty (30) days of the date you receive it. You acknowledge that this Section sets forth Your SOLE AND EXCLUSIVE remedy and HCI’s SOLE AND EXCLUSIVE liability, for breach of warranty or any other duty.
6. Limitation of Liability. YOU ACKNOWLEDGE THAT HCI IS PROVIDING CONTROL SOFTWARE AS IS. UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL HCI BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES IN TORT, CONTRACT, PRODUCT LIABILITY OR UNDER ANY OTHER THEORY OF LAW RESULTING FROM THE INSTALLATION OR REMOVAL OF CONTROL SOFTWARE, OR YOUR USE, OR INABILITY TO USE, CONTROL SOFTWARE, INCLUDING, WITHOUT LIMITATION, DAMAGES RESULTING FROM LOSS OF USE, PROFITS, DATA, OR BUSINESS, AND DAMAGE TO YOUR INTERNAL COMPUTER SYSTEMS EVEN IF HCI OR AN AUTHORIZED REPRESENTATIVE OF HCI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS EXCLUSION OF DAMAGES IS EFFECTIVE EVEN IF THE EXCLUSIVE REMEDY STATED IN SECTION 5 ABOVE FAILS OF ITS ESSENTIAL PURPOSE.
7. Controlling Law and Severability. This License shall be governed by and construed in accordance with the laws of the United States and the State of Pennsylvania. If for any reason a court of competent jurisdiction finds any provision of this License, or a portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of the parties and the remainder of this License shall remain in full force and effect. Any cause of action with respect to CONTROL SOFTWARE must be instituted within one year after the claim or cause of action has arisen or be barred.
8. Confidentiality. CONTROL SOFTWARE and all Materials provided by HCI under this License are confidential and proprietary to HCI. You agree to hold them in confidence, not to use them other than in connection with CONTROL SOFTWARE and the performance of this License.
9. Complete License. This License constitutes the entire agreement between You and HCI with respect to CONTROL SOFTWARE, and all Materials provided to You by HCI and supersedes any prior or contemporaneous understandings, representations, statements or agreements, written or oral, regarding CONTROL SOFTWARE. No amendment to or modification of this License will be binding on HCI without HCI's consent. HCI may modify this License at any time for any reason.
10. Headings. The section headings used herein are for convenience of reference only and do not form a part of these terms and conditions, and no construction or inference shall be derived therefrom.
If you have questions about the CONTROL SOFTWARE License, please send email to sales@horizoncontrol.com prior to using.