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| LICENSE
AGREEMENT
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THANK YOU FOR CHOOSING THE MYPROJECT ROADMAP™ SOFTWARE
PRODUCT (TOGETHER WITH ITS ACCOMPANYING USER’S GUIDE). THIS LICENSE IS THE
LEGAL AGREEMENT ("AGREEMENT") BETWEEN YOU (A SINGLE INDIVIDUAL), THE CUSTOMER
WHO HAS ACQUIRED THE SOFTWARE ("YOU") AND MASAI TECHNOCLOGIES CORPORATION ("MTC
INTEGRATION CORPORATION"). PLEASE READ THIS AGREEMENT CAREFULLY.
MTC INTEGRATION CORPORATION IS ONLY WILLING TO PROVIDE THE SOFTWARE TO YOU ON
THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS AGREEMENT. YOU
ACCEPT THIS AGREEMENT BY INSTALLING OR USING THE SOFTWARE.
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| IF YOU DID NOT ACQUIRE THE SOFTWARE FROM MTC INTEGRATTION
CORPORATION OR AN AUTHORIZED MTC INTEGRATION DISTRIBUTOR OR AFFILIATE
("AUTHORIZED DISTRIBUTOR"), THEN YOU MAY NOT ENTER INTO THIS AGREEMENT OR USE
THE SOFTWARE. NO OTHER PARTY HAS THE RIGHT TO TRANSFER A COPY OF THIS SOFTWARE
TO YOU. MTC INTEGRATION CORPORATION AUTHORIZED DISTRIBUTORS AND AFFILIATES ARE LISTED ON OUR
WEBSITE (WWW.MYPROJECTROADMAP.COM). |
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| IF YOU ARE UNWILLING TO ACCEPT THIS AGREEMENT, DO NOT USE THE
SOFTWARE. IF YOU HAVE ALREADY PAID FOR THE SOFTWARE WITHOUT HAVING A PRIOR
OPPORTUNITY TO REVIEW THIS AGREEMENT, AND ARE NOW UNWILLING TO AGREE TO THESE
TERMS, YOU MAY WITHIN TEN (10) DAYS AFTER THE DATE ON WHICH YOU ACQUIRED THE
SOFTWARE, RETURN IT TO MTC INTEGRATION CORPORATION OR ONE OUR AUTHORIZED
DISTRIBUTORS FROM WHO YOU ACQUIRED IT, ALONG WITH ITS ORIGINAL PACKAGING AND
PROOF-OF-PURCHASE, FOR A FULL REFUND. |
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| NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, AUTHORIZED
MTC INTEGRATION DISTRIBUTORS DO NOT ACT AS AGENTS OF MTC INTEGRATION
INCORPORATION, AND SUCH DISTRIBUTORS MAY NOT ENER INTO ANY CONTRACTS ON BEHALF
OF MTC INTEGRATION CORPORATION. NO AUTHORIZED DISTRIBUTOR HAS THE AUTHORITY TO
MODIFY THE TERMS OF THIS AGREEMENT |
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| 1.
GRANT OF SINGLE USER LICENSE |
| MTC Integration Corporation grants you the license to use one
copy of the enclosed SOFTWARE PRODUCT on a single computer. You may not install
the SOFTWARE PRODUCT on a network server if the purchaser is an employee of the
purchasing company. The SOFTWARE PRODUCT templates can be used by one person at
the same time. If the purchaser is a single individual, the individual may not
install the SOFTWARE on a network server.
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| 2.
FORCE MAJEURE |
| MTC Integration Corporation shall not be responsible for any
delays, errors, failures to perform, interruptions or disruptions in the
Software or Services caused by any acts of God, strikes, lockouts, riots, acts
of war, changes in law or regulations, fire, flood, earthquake, storm, power
failure or failure of the Internet. |
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| 3.
LIMITATIONS ON COPYRIGHT |
| The SOFTWARE PRODUCT is owned by MTC Integration Corporation
and is protected by United States copyright laws and international treaty
provisions. You make one copy of the SOFTWARE PRODUCT for backup purposes
provided that you reproduce all copyright and other proprietary notices that
are on the original copy of the SOFTWARE PRODUCT provided to you. You may
create derivative works from the SOFTWARE PRODUCT to capture your requirements |
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| 4.
TRANSFER |
| You may not rent or lease the SOFTWARE PRODUCT, but may
transfer the SOFTWARE PRODUCT and accompanying written materials on a permanent
basis provided you retain no copies and the recipient agrees to the terms of
this agreement. |
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| 5.
RETURNS |
MYPROJECT ROADMAP™ will issue a refund with an original
receipt, unopened product box with the original packing with full contents.
OPENED software may not be returned for a refund.
If you successfully download software, you may not return the software for a
refund. |
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5.1 Online Purchases |
| Returns via online purchases will be honored. If you have
proof of purchase, product packing slip, and an unopened product box. If your
packing slip is missing please contact our corporate office within the 15 days
from purchase for clarification before attempting to return the product. All
items must be accompanied by a copy of the original receipt and must be in the
original, unopened and undamaged packaging. Refunds or credits do not include
original shipping and handling charges. |
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5.2 Software Download |
If you successfully download software, you may not return the
software for a refund. If you are unable to download the software, you may be
eligible for a refund. To request a refund, our customer service department at:
customerservice@myprojectroadmap.com, during normal business hours
(Monday – Friday 8:30 p.m. – 5:00 p.m.) within 15 days of purchase. No refunds
or exchanges are allowed after 15 days from purchase. MYPROJECT ROADMAP™ will
only accept returns of downloaded software in compliance with the applicable
EULA. A signed letter of destruction may be required from you prior to MTC
Integration Corporation issuing a refund.
Shipping fees will not be refunded if shipment is refused at time of delivery.
Refunds on purchases made with a credit card will be posted to the original
credit card used at the time of sale. |
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| 6.
LIMITED WARRANT |
MTC Integration Corporation warrants that the SOFTWARE
PRODUCT enclosed herein will perform substantially in accordance with the
accompanying written materials for a period of FIFTEEN (15) days from the date
of receipt of the SOFTWARE PRODUCT. Any implied warranties on the MTC software
product are limited to FIFTEEN (15) days. Some states do not allow limitations
on duration of an implied warrant, so the above limitation may not apply to
you. Your sole remedy under the warrant during this FIFTEEN (15) day period is
that MTC Integration Corporation will undertake to correct within a reasonable
period of time any reported failure of the SOFTWARE PRODUCT to perform
substantially the functions described in the documentation, correct errors in
the documentation, and replace any documents which proves defective in
materials or workmanship on an exchange basis without charge. These are your
sole and exclusive remedies for any breach of warranty during this FIFTEEN (15)
day period.
To request warrant replacement of the product from MTC Integration Corporation,
you should contact our Michigan office within the warranty period during normal
business hours (Eastern Time), excluding holidays. Please be prepared to
provide:
1) Your name, address, and telephone number
2) Proof of purchase
3) This warranty page
4) An explanation of the problem
NOTE: The customer service representative may need additional information from
you depending on the nature of the problem.
MTC INTEGRATION CORPORATION DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESS OR
IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND
FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SOFTWARE AND THE
ACCOMPANING WRITTEN MATERIALS. THIS WARRANT GIVES YOU SPECIFIC LEGAL RIGHTS.
YOU MAY HAVE OTHER THAT VARIES FROM STATE TO STATE.
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| 7.
LIMITATIONS OF REMEDIES |
| In no event shall MTC integration Corporation or its
suppliers are liable for any damage whatsoever (including, without limitation,
damages from loss of profits, business interruption, loss of information, or
other pecuniary loss) arising out of the use of or inability to use this
SOFTWARE PRODUCT. Because some states do not allow the limitation of liability
for consequential or incidental damages, the above limitation may not apply to
you. |
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| 8.
NOT FOR RESALE SOFTWARE |
| IF THE SOFTWARE PRODUCT is labeled "Not For Resale" or "NFR",
Then, notwithstanding other sections of this software license, your use of the
SOFTWARE PRODUCT is limited to use for demonstration, test, or evaluation
purpose and you may not resell, or otherwise transfer for value, the SOFTWARE
PRODUCT. |
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| 9.
LIMITATIONS ON LICENSE |
| . | RESERVE ENGINEERING, DECOMPILATION, AND DISASSEMBLY |
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| You may not reverse engineer, decompile, or disassemble the
SOFTWARE PRODUCT, except and only to the extent that applicable law
notwithstanding this limitation expressly permits such activity. You may not
alter or modify any disabling mechanism that may be resident in the Software.
You may not alter, merge, modify or adapt the Software or Documentation, nor in
any way remove or obscure MTC Integration’s copyright or trademark notices. |
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| 10.
EVALUATION LICENSE
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| If you have received a copy of the SOFTWARE PRODUCT from MTC
Integration Corporation or one of its Authorized Distributor, but have not yet
purchased a license to use the software, then MTC Integration Corporation
grants you a personal, non-transferable, non-exclusive limited license to
install and execute the Software for your own internal use solely for purposes
of evaluating the Software for no more than (15) days after the date of
installation. You will not be required to enter an activation code to install
and use the Software under this evaluation license. When the Software is used
on an evaluation basis, it may not have the full functionality or have the
entire template documents described in its accompanying documentation.
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| 11.
BACKUP COPIES |
| You may make a reasonable number of backup copies of the
Software during the term of this Agreement so long as you do not save such
backup copies for any purpose other than to replace the original copy of the
Software provided to you by MTC Integration Corporation if such copy is damaged
or destroyed.
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| 12.
REPRESENTATIONS AND ACKNOWLEDGEMENTS |
You represent to MTC Integration Corporation that neither you or your licensed
users shall use the SOFTWARE to post, input, email or otherwise transmit any
content (i) that is unlawful, harmful, threatening, abusive, harassing,
tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy,
hateful, or racially, ethnically or otherwise objectionable; (ii) that you do
not have a right to transmit under an law or under contractual or fiduciary
relationships; (iii) that infringes any patent, trademark, trade secret,
copyright or other proprietary rights of any party; or (iv) that contains
software viruses or similar harmful components or routines.
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You agree not to use the SOFTWARE in violations of any applicable local, state,
national, or International law or regulation. |
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You agree to promptly install and, when applicable, use Updates provided to you
by MTC Integration Corporation. |
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You acknowledge that successful implementation and use of the SOFTWARE depends
upon Customer’s provision of appropriate hardware and software, including
without limitation, Microsoft Office Product or such other hardware or software
as MTC Integration Corporation may suggest from time to time (the "Operating
Environment"). A Customer is responsible for providing the Operating
Environment at his/her own expense. |
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| 13.
NOTICES |
| Any notices required or permitted to be given pursuant to
this Agreement shall be in writing, sent via certified mail, return receipt
requests, addressed as set forth on the Order Form (except with respect to MTC
Integration Corporation, which shall be addressed as set forth below) or to
such other address as may be amended or modified only in writing to the other
party and shall be deemed to have been given when received:
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MTC Integration Corporation
25900 Greenfield Rd, Suite 248
Oak Park, MI 48237
Attention: General Counsel
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| 14.
GENERAL |
| This agreement constitutes the entire understanding and
agreement between MTC Integration Corporation and you with respect to the
transactions contemplated in this Agreement and supercedes all prior or
contemporaneous oral or written communications with respect to the subject
matter of this Agreement, all of which are merged in this Agreement. You may
not assign this Agreement in whole or in part without the prior written consent
of MTC Integration Corporation. Any such attempted assignment in violation of
this Agreement shall be void and without effect. This Agreement shall not be
modified, amended or in any way altered except by an instrument in writing
signed b both of the parties. In the event that any provision of this Agreement
is found invalid or unenforceable pursuant to judicial decree, the remainder of
this Agreement shall remain valid and enforceable according to its terms. Any
failure on the part of MTC Integration Corporation or the Customer to strictly
enforce any provision of this Agreement will not operate as a waiver of that
provision or any written consent prior to any publication, presentation, public
parties or the existence of terms and conditions of this Agreement. This
Disclaimer of Warranties, Limitations on Liability, Indemnity, Notices, Force
Majeure, Customer Representative, General and such other provisions, which by
their nature should survive, will survive any termination or expiration of this
Agreement. IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT IN THE EVENT MAY REMEDY
HEREUNDER IS DETERMINED TO HAVE FAILED OF ITS ESSENTIAL PURPOSE, ALL LIMITATIONS
OF LIABILITY AND EXCLUSIONS OF DAMAGES SET FORTH HEREIN SHALL REMAIN IN EFFECT.
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ADDITIONAL RESTRICTIONS AND CONDITIONS
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NO TRADEMARK LICENSE. No rights to use MYPROJECT ROADMAP
logos or other trademarks are granted under this Agreement.
If you would like to use the MYPROJECT ROADMAP or other trademarks,
please contact MTC Integration Corporation to discuss becoming an
authorized value added reseller. |
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