(a) “CodeVerb Software” means the software program, including any accompanying documentation, user interface, and other materials, in object code format only, provided by CodeVerb, Inc. (“CodeVerb”) to You under this Agreement.
(b) “Documentation” means the user manuals, installation guides, release notes, and other written documentation for the CodeVerb Software that is made available by CodeVerb.
(c) “You” means the individual or entity that is licensing the CodeVerb Software and accepting the terms and conditions of this Agreement.
(a) CodeVerb hereby grants to You a non-exclusive, non-transferable license to use the CodeVerb Software solely for your own internal business purposes.
(b) You may not use the CodeVerb Software for any purpose other than the purpose expressly stated in Section 2(a), and You may not distribute, sublicense, or otherwise transfer the CodeVerb Software to any third party without the prior written consent of CodeVerb.
(c) You acknowledge and agree that CodeVerb is the sole and exclusive owner of all right, title, and interest in and to the CodeVerb Software, including all intellectual property rights related thereto. This Agreement does not transfer to You any ownership or other rights in or to the CodeVerb Software, except for the limited license granted in Section 2(a).
(d) You agree to use the CodeVerb Software in compliance with all applicable laws, rules, and regulations, including without limitation all export laws and regulations.
(a) You acknowledge and agree that the CodeVerb Software and Documentation are the confidential and proprietary information of CodeVerb.
(b) You agree to use the same degree of care to protect the confidentiality of the CodeVerb Software and Documentation as You use to protect Your own confidential and proprietary information, but in no event less than a reasonable degree of care.
(c) You agree not to disclose or use the CodeVerb Software or Documentation for any purpose other than as expressly authorized by this Agreement.
(a) This Agreement will terminate automatically if You breach any of its terms and conditions.
(b) Upon termination of this Agreement, You agree to immediately cease all use of the CodeVerb Software and Documentation and to delete all copies of the CodeVerb Software and Documentation from Your computer systems and storage devices.
(c) The provisions of Sections 2(b), 2(c), 2(d), 3, 4, and 5 of this Agreement will survive any termination or expiration of this Agreement.
(a) THE CODEVERB SOFTWARE AND DOCUMENTATION ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.
(b) CODEVERB DOES NOT WARRANT THAT THE CODEVERB SOFTWARE WILL BE ERROR-FREE, UNINTERRUPTED, OR FREE FROM OTHER DEFECTS.
(a) IN NO EVENT WILL CODEVERB BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF THE CODEVERB SOFTWARE OR DOCUMENTATION, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, OR LOSS OF DATA, EVEN IF CODEVERB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(b) IN NO EVENT WILL CODEVERB’S TOTAL LIABILITY TO YOU UNDER THIS AGREEMENT EXCEED THE AMOUNT PAID BY YOU TO CODEVERB FOR THE CODEVERB SOFTWARE.
(a) This Agreement will be governed by and construed in accordance with the laws.