1. ATTENTION!
YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS BEFORE DOWNLOADING, ACCESSING, OR USING THE Software. USING THIS Software MEANS YOU ACCEPT THESE TERMS AND CONDITIONS AND UNDERSTAND THAT THEY WILL BE LEGALLY BINDING ON YOU, ANY END USER, AND THE COMPANY. IF YOU DO NOT AGREE THESE TERMS AND CONDITIONS, OR TO BE BOUND BY THEM, YOU MUST PROMPTLY DELETE THE Software.
2. OWNERSHIP
It is hereby understood and agreed by you that Marble Consulting Group, LLC, a Missouri corporation (LICENSOR) is the owner of all right title and interest to the InTuition Application and Platform Software (Software) and all subsequent copies thereof, regardless of the media or form in which the original copies may exist. You as licensee (LICENSEE) through your download and installation of this product do not acquire any ownership rights to the Software. The Licensor retains ownership of all rights in the Software. The Licensee assumes sole responsibility for the installation, use and results obtained from use of the Software.
3. LICENSE
A. Licensor grants to Licensee a right to use the Software. The Software is protected by copyright law.
B. All rights not expressly granted are hereby reserved by Licensor.
4. TERM
A. The license is effective until terminated. Licensee may terminate it at any time by deleting the Software.
B. This license will terminate upon conditions set forth elsewhere within this Agreement or if Licensee fails to comply with any term or condition of this Agreement. In such event, no notice shall be required by Licensor to effect such termination.
C. Upon termination of this agreement, Licensee agrees to delete the Software together with all backup copies, modifications, printed or written materials, and merged portions in any form, or return same to Licensor at Licensee’s expense.
5. RESTRICTIONS ON USE
A. Licensee shall not, without Licensor’s express written consent:
6. RESTRICTIONS ON TRANSFER
A. Licensee may not transfer the Software and this license to another party.
B. Licensee shall not sublicense, assign, or transfer the license or the Software except as expressly provided in this Agreement. Any attempt otherwise to sublicense, assign, or transfer any of the rights, duties, or obligations hereunder renders this license VOID.
7. UPDATES
In the event that upgraded versions of the Software are developed, Licensor may, at its discretion, make such updates available to Licensee.
8. LIMITED WARRANTY
A. Licensor warrants that the Software is furnished to be free from defects in materials and workmanship under normal use for a period of 30 days from the date of delivery to Licensee, as evidenced by your receipt. No oral or written advice or information given by Licensor, its dealers, distributors, employees or agents (whether actual or apparent) shall in any way extend, modify or add to the foregoing warranty.
B. Licensee shall assume responsibility for the selection of the Software and for the installation, use, and results obtained from the Software.
C. To the best of Licensor’s knowledge, your use of the Software in accordance with its printed documentation will not, in and of itself, infringe any third party’s copyright, patent, or other intellectual property right.
D. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE PROGRAM IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. LICENSOR DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE PROGRAM WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE PROGRAM WILL BE UNINTERRUPTED OR ERROR FREE.
E. The entire risk as to the quality and performance of the Software is with you. Should the Software prove defective, you (and not Licensor) or an authorized personal computer dealer assume the entire cost of all necessary servicing, repair, or correction.
9. REMEDIES
A. Licensor’s entire liability and Licensee’s exclusive remedy shall be:
B. To the extent permitted by applicable law, in no event will Licensor be liable for any damages, including but not limited to, lost profits, lost savings, or other incidental or consequential damages arising out of the use or inability to use such program even if Licensor or its authorized dealer has been advised of the possibility of such damages, or for any claim by any other party.
10. QUESTIONS
All questions concerning this Agreement shall be directed to Licensor.
11. JURISDICTION AND DISPUTES
A. This Agreement and the Limited Warranty shall be governed by the laws of the State of Missouri.
B. All disputes hereunder shall be resolved in the applicable state or federal courts of the State of Missouri. The parties consent to the jurisdiction of such courts, agree to accept service of process by mail, and waive any jurisdictional or venue defenses otherwise available.
12. INTEGRATION
This Agreement constitutes the entire understanding of the parties, and revokes and supersedes all prior agreements, oral or written, between the parties, and is intended as a final expression of their Agreement. It shall not be modified or amended except in writing signed by the parties hereto and specifically referring to this Agreement. This Agreement shall take precedence over any other documents that may be in conflict therewith.
LICENSEE HEREBY ACKNOWLEDGES THAT IT HAS READ THIS AGREEMENT, UNDERSTANDS IT AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS.
