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<!DOCTYPE html PUBLIC "-//W3C//DTD HTML 4.01//EN" "http://www.w3.org/TR/html4/strict.dtd">
<html>
<head>
<meta http-equiv="Content-Type" content="text/html; charset=utf-8" />
<meta http-equiv="Content-Style-Type" content="text/css" />
<title></title>
</head>
<body>
<p>
<b
>End-User License Agreement<br />
[non-commercial academic or government research only]</b
>
</p>
<p>
This End-User License Agreement ("EULA") governs the rights
granted by LI-COR, Inc. ("LICENSOR") to a non-profit academic
institution or federal, state, or local government agency as provided
herein ("Licensee" or "You" or "Your") with
respect to the EDDYPRO<sup>®</sup> computer software
("SOFTWARE"), which includes computer software (including source
code and object code), associated media, printed materials, Activation Key
(as defined below), and online or electronic documentation.
<b
>BY SELECTING "I AGREE" TO ACCEPT THE TERMS OF THIS EULA AND
CLICKING "NEXT" AT DOWNLOAD OR INSTALLATION OF THE SOFTWARE,
OR BY DOWNLOADING, INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE,
YOU AGREE ON YOUR BEHALF AND ON BEHALF OF YOUR USERS (AS DEFINED BELOW)
TO BE LEGALLY BOUND BY THE TERMS OF THIS EULA. IF YOU DO NOT AGREE TO
THE TERMS OF THIS EULA, DO NOT DOWNLOAD, INSTALL, COPY, OR USE THE
SOFTWARE, AND EXIT NOW BY CLICKING "CANCEL" AND REMOVE THE
SOFTWARE FROM YOUR COMPUTERS AND EQUIPMENT. </b
>The individual agreeing to this EULA hereby represents that he or she is
an employee of the Licensee and has the full right and authority to enter
into this EULA on Licensee's behalf.
</p>
<p>
<b
>THE SOFTWARE IS OFFERED FOR NON-COMMERCIAL ACADEMIC OR GOVERNMENT
REEARCH PURPOSES ONLY, AS PROVIDED HEREIN. </b
>If you wish to inquire about the possible use of the SOFTWARE for
commercial purposes, please contact LICENSOR at the mailing address set
forth below in Section 8.8 or at busdev@licor.com.
</p>
<p>1. GRANT AND SCOPE OF LICENSE (NON-COMMERCIAL PURPOSES ONLY).</p>
<p>
1.1. For EDDYPRO<sup>®</sup> SOFTWARE. Provided that You comply with
the terms of this EULA, this EULA grants You, free of charge, the
nonexclusive, nontransferable, and nonsublicensable limited license to (a)
install, use, and make unlimited copies of the SOFTWARE for Research
Purposes only, and (b) modify and create derivative works of the SOFTWARE
("DERIVATIVE WORKS"), and use such DERIVATIVE WORKS, for
Research Purposes only. You may allow Your Users to use the SOFTWARE and
any DERIVATIVE WORKS and create DERIVATIVE WORKS solely to the same extent
as You and consistent with the grant to You in this Section 1.1.
"Research Purposes" means use of the SOFTWARE and any DERIVATIVE
WORKS for non-commercial, not-for-profit academic or government research
performed or directed by an employee of Licensee. In no event may the
SOFTWARE or any DERIVATIVE WORKS be used by or transferred to any
commercial entity; nor used for any commercial or for profit purposes.
</p>
<p>
1.2 DERIVATIVE WORKS. All DERIVATIVE WORKS must reproduce the copyright
notice for the SOFTWARE and include a copy of this EULA. You agree not to
share, transfer, distribute, or otherwise disclose the SOFTWARE or any
DERIVATIVE WORKS, including without limitation any source code of either,
to any third party, other than Your Users as expressly allowed pursuant to
Section 1.1. With respect to any DERIVATIVE WORKS, you agree to comply
with any "open source" software licenses that may apply to any
Open Source Components (as defined below).
</p>
<p>
1.3 Users. "Users" means the faculty, staff, and students
employed or registered with the academic institution with which you are
affiliated or the employees or independent contractors of the government
agency with which you are affiliated and in either case to whom You have
granted access to the SOFTWARE or DERIVATIVE WORKS as expressly allowed
pursuant to Section 1.1. You shall advise Your Users that use of the
SOFTWARE and any DERIVATIVE WORKS and creation of any DERIVATIVE WORKS is
strictly governed by the terms of this EULA and shall be solely pursuant
to the grant set forth in Section 1.1 above. Any of Your Users who ceases
its association with You shall not be permitted to continue to use or
access the SOFTWARE or any DERIVATIVE WORKS or create any DERIVATIVE WORKS
and the license set forth herein will immediately terminate with respect
to any such Users. You are responsible for any violations of this EULA by
any of Your Users and are responsible for the compliance of Your Users
with the terms of this EULA. You will be deemed to have taken any action
that You permit, assist, or facilitate any person or entity, including but
not limited to Your Users, to take related to this EULA or the use of or
access to the SOFTWARE or any DERIVATIVE WORKS or creation of any
DERIVATIVE WORKS. You are responsible for Your Users' use of or
access to the SOFTWARE and any DERIVATIVE WORKS and creation of any
DERIVATIVE WORKS. If You become aware of any violation of Your obligations
under this EULA by one or more Users, You will immediately terminate any
such User's access to the SOFTWARE and any DERIVATIVE WORKS and
inform LICENSOR immediately.
</p>
<p>
1.4 Open Source Software. Notwithstanding the license granted above, You
acknowledge that certain components of the SOFTWARE may be subject to
"open source" software licenses, which means any software
licenses approved as open source licenses by the Open Source Initiative or
any substantially similar licenses, including without limitation the Code
Project Open License (the "CPOL") and any license that, as a
condition of distribution of the software licensed under such license,
requires that the distributor make the software available in source code
format (such components, the "Open Source Components"). LICENSOR
shall provide a list of Open Source Components for a particular version of
the SOFTWARE upon Your request. You hereby acknowledge having received
licensing notices for the Open Source Components with respect to the
initial delivery of the SOFTWARE. To the extent required by the licenses
covering Open Source Components or by the CPOL covering any components of
the SOFTWARE licensed under the CPOL ("CPOL Components"), the
terms of such licenses will apply in lieu of the terms of this EULA. To
the extent the terms of the licenses applicable to Open Source Components
or CPOL Components prohibit any of the restrictions in this EULA with
respect to such Open Source Component or CPOL Component, such restrictions
will not apply to such Open Source Component or such CPOL Component. To
the extent the terms of the licenses applicable to Open Source Components
require LICENSOR to make an offer to provide source code in connection
with the SOFTWARE, such offer is hereby made, and You may exercise it by
contacting LICENSOR pursuant to Section 8.8 below. You acknowledge that
the terms of the CPOL apply to any CPOL Component and that You have been
provided with a copy of the CPOL, and You agree to comply with the terms
and conditions of the CPOL with respect to such CPOL Component.
</p>
<p>
2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS. Notwithstanding the
license granted above, LICENSOR and its licensors retain all rights in and
to the SOFTWARE and Confidential Information (as defined below) not
expressly granted to You in this EULA, and there are no implied licenses
granted hereunder.
</p>
<p>
2.1 Not for Resale. The SOFTWARE is licensed and not sold to You. You may
not transfer, sell, or otherwise assign Your rights under this EULA or
transfer the SOFTWARE or DERIVATIVE WORKS to any other person or entity
with or without value; any such transfer, sale, or assignment in violation
of this EULA is void ab initio. In the event that the SOFTWARE or
DERIVATIVE WORKS are installed on a computer that is to be sold or
transferred by You or a User to a third party, You agree to remove, or
cause to be removed, the SOFTWARE and any DERIVATIVE WORKS from the
computer before it is delivered to the third party. In the event that the
SOFTWARE or any DERIVATIVE WORKS are not removed, the license granted
under this EULA shall automatically terminate.
</p>
<p>
2.2 Limitations on Reverse Engineering, Decompilation, Disassembly, and
Other Actions. Except as expressly allowed herein with respect to the
creation of DERIVATIVE WORKS pursuant to Section 1.1 and except to the
limited extent (if any) that applicable law permits such acts
notwithstanding contractual limitations, (a) You may not reverse engineer,
emulate the functionality of, attempt to derive or gain access to any of
the source code of, decompile, disassemble, or reduce to human readable
form the SOFTWARE, in whole or in part, without LICENSOR's express
written consent, and (b) You may not copy, alter, adapt, translate,
modify, create derivative works from, distribute, publicly display,
publicly perform, or sublicense the SOFTWARE, in whole or in part, without
LICENSOR's express written consent.
</p>
<p>
2.3 Rental. You may not rent, lease, or lend the SOFTWARE or DERIVATIVE
WORKS to any third party or use the SOFTWARE or DERIVATIVE WORKS for
service bureau or time-sharing purposes or in any other way allow third
parties to exploit the SOFTWARE or DERIVATIVE WORKS.
</p>
<p>
2.4 LICENSOR Confidential Information. You shall maintain all proprietary
and confidential information and trade secrets of LICENSOR and its
licensors embodied in the SOFTWARE, including without limitation the
source and object code and graphical user interfaces for the SOFTWARE, all
information regarding LICENSOR's operations and business systems
contained in the SOFTWARE or provided separately by LICENSOR, and any
Intellectual Property Rights (as defined below) related to any of the
foregoing (collectively, "Confidential Information") in strict
trust and confidence and shall not use such Confidential Information for
any purpose other than the use of the SOFTWARE as allowed by this EULA.
Except as expressly allowed with respect to Your Users pursuant to Section
1.1, You shall not disclose such Confidential Information to any other
person or entity. You acknowledge and agree that the source and object
code for the SOFTWARE and any DERIVATIVE WORKS is the Confidential
Information of LICENSOR or its licensors, as applicable. This Section 2.4
shall survive the expiration or termination of this EULA. You shall remain
responsible for any breach of this Section 2.4 by Your Users. Upon
expiration or termination of this EULA, You shall deliver to LICENSOR any
Confidential Information that is in Your or Your User's possession or
certify, in writing, the destruction thereof.
</p>
<p>2.5 Use of the SOFTWARE.</p>
<p>
2.5.1 You agree to use the SOFTWARE and DERIVATIVE WORKS for lawful
purposes only and only as allowed herein. You represent and warrant that
You will not use (or allow use of) the SOFTWARE and DERIVATIVE WORKS in
any way: (a) that is prohibited by any law or regulation or LICENSOR
policy, including the acceptable use policies set forth herein or
otherwise made available to You by LICENSOR; (b) that will disrupt third
parties' use or enjoyment of the SOFTWARE; or (c) that creates,
transmits, distributes, or stores material that (i) violates trademark,
copyright, trade secret, or other Intellectual Property Rights; (ii)
violates the privacy, publicity, or other personal rights of others; (iii)
violates export control or data protection laws; (iv) impairs the privacy
of communications; (v) may be threatening, abusive, or hateful; or (v)
constitutes or encourages conduct that would constitute a fraud or
criminal offence or give rise to civil liability.
</p>
<p>
2.5.2 You agree to assume all liability for damages that arise directly or
indirectly from Your and Your Users' use of the SOFTWARE, use or
creation of any DERIVATIVE WORKS, or use of Content (as defined below).
You shall be responsible for any use of the SOFTWARE and DERIVATIVE WORKS
and shall be responsible for verifying any output resulting from use of
the SOFTWARE and DERIVATIVE WORKS if You intend to use or rely on such
output for research or other purposes. By using the SOFTWARE or DERIVATIVE
WORKS, You acknowledge and agree that neither LICENSOR nor its licensors
are responsible for examining or evaluating the accuracy, completeness,
timeliness, validity, quality, or any other aspect of the data,
information, content, and other materials contained in or made available
through the SOFTWARE or any DERIVATIVE WORKS (collectively, the
"Content"). LICENSOR and its licensors do not guarantee the
availability, accuracy, completeness, reliability, or timeliness of any
Content and do not assume and do not have any liability or responsibility
to You or any other person or entity for any Content, including any use of
or reliance upon any Content. You are responsible for providing any
hardware or software necessary to install and use the SOFTWARE and
DERIVATIVE WORKS.
</p>
<p>
2.6 Activation. LICENSOR may require that the SOFTWARE, and certain
components thereof, be activated with a key ("Activation Key").
Any personally identifiable information LICENSOR may collect from You
during the download or activation process is subject to the terms of
LICENSOR's privacy policy, available at
https://www.licor.com/corp/legal.html.
</p>
<p>
3. UPDATES. LICENSOR may make available to You, in its sole discretion,
such updates, upgrades, bug fixes, patches, and other error corrections
(collectively, "Updates") as it makes generally available free
of charge to all licensees of the SOFTWARE. Please be aware that such
Updates may not be compatible with DERIVATIVE WORKS, and LICENSOR has no
obligation to ensure such compatibility and no liability for any
incompatibility. LICENSOR may develop and provide Updates in its sole
discretion, and You agree that LICENSOR has no obligation to develop any
Updates at all or for particular issues. You further agree that all
Updates and related documentation and computer software (including source
and object code) will be deemed SOFTWARE, all subject to all terms and
conditions of this EULA. You acknowledge that LICENSOR may provide all
Updates via download from a website designated by LICENSOR and that Your
receipt thereof will require an internet connection, which connection is
Your sole responsibility, and may require You to take additional action to
download and install the Updates. LICENSOR has no obligation to provide
Updates via any other media. Updates do not include any new version or new
release of the SOFTWARE that LICENSOR may issue as a separate or new
product, and LICENSOR may determine whether any issuance qualifies as a
new version, new release, or Update in its sole discretion.
</p>
<p>4. COPYRIGHT AND OTHER INTELLECTUAL PROPERTY RIGHTS.</p>
<p>
4.1 Ownership. You acknowledge and agree that LICENSOR and its licensors
own all right, title and interest in and to all Intellectual Property
Rights and all intellectual property in the SOFTWARE, including but not
limited to any software code (in any form including source code and
executable or object code), concepts, confidential information, graphical
user interfaces, images, data, algorithms, databases, photographs,
animations, video, audio, and text in the SOFTWARE. "Intellectual
Property Rights" means all copyrights, moral rights, trademarks,
service marks, patents, trade secrets, know-how, and other intellectual
property and proprietary rights, which may exist or be created under the
laws of any jurisdiction in the world. The SOFTWARE is protected by
intellectual property laws and international treaty provisions.
</p>
<p>
4.2. Feedback. You hereby grant LICENSOR a perpetual, irrevocable,
worldwide license to use any Feedback (as defined below) You communicate
to LICENSOR, without compensation, without any obligation to report on
such use, and without any other restriction. LICENSOR's rights
granted in the previous sentence include, without limitation, the right to
exploit Feedback in any and every way, as well as the right to transfer
and to grant sublicenses. The term "Feedback" refers to any
suggestion or idea for modifying any of LICENSOR's software,
products, or services, including without limitation all Intellectual
Property Rights in any such suggestion or idea.
</p>
<p>
5. DISCLAIMER OF REPRESENTATIONS AND WARRANTIES; LIMITATION OF LIABILITY.
</p>
<p>
<b
>TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR AND ITS
AFFILIATES, SUPPLIERS, AND LICENSORS PROVIDE THE SOFTWARE, CONTENT, AND
ANY SUPPORT AND OTHER SERVICES (IF ANY) "AS IS" AND WITH ALL
FAULTS, AND HEREBY DISCLAIM ANY STATUTORY, EXPRESS, OR IMPLIED
WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF
MERCHANTABILITY, NON-INFRINGEMENT, TITLE, FITNESS FOR A PARTICULAR
PURPOSE, RELIABILITY, AVAILABILITY, ACCURACY, COMPLETENESS OF RESPONSES,
RESULTS, LACK OF VIRUSES, OR LACK OF NEGLIGENCE, ALL WITH REGARD TO THE
SOFTWARE, CONTENT, AND THE PROVISION OF OR THE FAILURE TO PROVIDE ANY
SERVICES, SOFTWARE, INFORMATION, AND RELATED CONTENT THROUGH THE
SOFTWARE, OR OTHERWISE ARISING OUT OF THE USE OF THE SOFTWARE.
</b>
</p>
<p>
<b
>TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL
LICENSOR OR ANY OF ITS AFFILIATES, SUPPLIERS, OR LICENSORS BE LIABLE FOR
ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR
CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF
SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, INFORMATION, OR
PROFITS; PERSONAL INJURY; PROPERTY DAMAGE; LOSS OF PRIVACY; NEGLIGENCE;
FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE;
BUSINESS INTERRUPTION; OR FOR ANY OTHER PECUNIARY OR OTHER LOSS
WHATSOEVER) ARISING IN ANY WAY OUT OF THE USE OF OR INABILITY TO USE THE
SOFTWARE, DERIVATIVE WORKS, OR CONTENT, OR THE PROVISION OF OR FAILURE
TO PROVIDE ANY SERVICES, SOFTWARE, INFORMATION, OR RELATED CONTENT
THROUGH THE SOFTWARE, OR OTHERWISE ARISING OUT OF THE USE OF THE
SOFTWARE OR DERIVATIVE WORKS, OR OTHERWISE UNDER OR IN CONNECTION WITH
THIS EULA, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN
CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE),
EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE),
MISREPRESENTATION, STRICT LIABILITY, BREACH OF CONTRACT, OR BREACH OF
WARRANTY OF LICENSOR OR ANY OF ITS AFFILIATES, SUPPLIERS, OR LICENSORS,
AND EVEN IF LICENSOR OR ANY OF ITS AFFILIATES, SUPPLIERS, OR LICENSERS
HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.</b
>
</p>
<p>6. TERM AND TERMINATION.</p>
<p>
6.1 Term. This EULA shall be effective from the date that You select
"I Agree" to the EULA option and click "Next" at
download or installation of the SOFTWARE, or by downloading, installing,
copying, or otherwise using the SOFTWARE or DERIVATIVE WORKS or creating
any DERIVATIVE WORKS and shall be perpetual unless terminated in
accordance with this Section 6.1 (the "Term").
</p>
<p>
6.1.1 Termination By LICENSOR. LICENSOR may terminate this EULA
immediately with written notice to You upon Your breach of any the terms
and conditions of this EULA or immediately upon written notice to You at
any time with or without cause.
</p>
<p>
6.1.2 Effect of Termination. Upon expiration or termination of this EULA
for any reason, all rights granted to You by this EULA shall cease and You
shall immediately cease using the SOFTWARE and any DERIVATIVE WORKS. In
addition, without further demand You shall remove the SOFTWARE and any
DERIVATIVE WORKS from any computer or network server on which it has been
installed or copied and You shall otherwise destroy any and all copies of
the SOFTWARE and any DERIVATIVE WORKS and any related materials in Your
possession.
</p>
<p>
7. INDEMNIFICATION. You agree to defend, indemnify, and hold harmless
LICENSOR, and its affiliates, licensors, and service providers, and its
and their respective officers, directors, shareholders, employees,
contractors, agents, licensors, suppliers, successors, and assigns from
and against any and all claims, suits, actions, proceedings, liabilities,
damages, judgments, awards, losses, costs, expenses, or fees (including
but not limited to reasonable attorneys' fees) arising out of,
relating to, or resulting from (a) Your breach of this EULA, including by
any of Your Users, (b) Your or Your User's use of the SOFTWARE,
Content, and any DERIVATIVE WORKS, including, but not limited to, any use
of the SOFTWARE's content, services, or products or any information
or data obtained from the SOFTWARE or DERIVATIVE WORKS, or (c) any
DERIVATIVE WORKS created by or on behalf of You or Your Users.
</p>
<p>8. MISCELLANEOUS.</p>
<p>8.1 Governing Law; Venue; Equitable Relief.</p>
<p>
8.1.1 This EULA is governed by the laws of the State of Nebraska (without
regard to the principles of conflicts of laws embodied therein). The
United Nations Convention for the International Sale of Goods shall not
apply. The exclusive jurisdiction for any claim, action, or dispute with
LICENSOR or relating in any way to Your use of the SOFTWARE or DERIVATIVE
WORKS, creation of DERIVATIVE WORKS, or this EULA will be in the state and
federal courts located in the State of Nebraska and the exclusive venue
for the adjudication or disposition of any such claim, action, or dispute
will be in the County of Lancaster, Nebraska, and the parties irrevocably
consent to the personal jurisdiction and venue therein; provided however
that the exclusive jurisdiction and venue set forth in this Section does
not prohibit the enforcement of any judgment obtained in that forum or any
other appropriate forum or prohibit applying to any applicable court for
injunctive relief for infringement of Intellectual Property Rights or
unauthorized use or misappropriation of Confidential Information.
</p>
<p>
8.1.2 You acknowledge and agree that a breach or threatened breach by You
or Your Users of this EULA would cause LICENSOR immediate and irreparable
harm for which monetary damages would not be an adequate remedy and agree
that, in the event of such breach or threatened breach, LICENSOR will be
entitled to equitable relief, including a restraining order, a preliminary
or permanent injunction, specific performance, and any other relief that
may be available from any court, without any requirement to post a bond or
other security, or to prove actual damages or that monetary damages are
not an adequate remedy. Such remedies are not exclusive and are in
addition to all other remedies that may be available at law, in equity or
otherwise.
</p>
<p>
8.2 Severability. If any provision or any portion of any provision of this
EULA is construed to be illegal, invalid, or unenforceable, such provision
or portion thereof shall be deemed stricken and deleted from this EULA to
the same extent and effect as if it were never incorporated herein, but
all other provisions of this EULA and the remaining portion of any
provision that is construed to be illegal, invalid, or unenforceable in
part shall continue in full force and effect; provided that the resulting
construction of the EULA does not frustrate the main purpose of the EULA.
</p>
<p>
8.3 Entire Agreement. This EULA constitutes the entire agreement between
the parties and supersedes all previous and contemporaneous agreements,
promises, representations, understandings and negotiations, whether
written or oral, between the parties with respect to the subject matter
hereof. This EULA may only be modified by a written agreement signed by
authorized representatives of both parties. The parties agree that in the
event that this EULA is translated into another language that the English
language version shall control for all purposes.
</p>
<p>
8.4 Survival. The provisions of this EULA that will not be fully performed
during the Term shall survive the termination of this Agreement to the
extent applicable, including without limitation Sections 1.2, 1.3, 1.4, 2,
3, 4, 5, 6.1.2, and 7, and this Section 8.
</p>
<p>
8.5 Successors and Assigns. All the terms and conditions of this EULA are
binding upon and inure to the benefit of the parties hereto, their
successors, legal representatives, and permitted assigns.
</p>
<p>
8.6 No Relationship Between the Parties. Neither party shall represent
itself as the agent or legal representative of the other or joint venture
for any purposes whatsoever, and neither shall have any right to create or
assume any obligations of any kind, express or implied, for or on behalf
of the other in any way whatsoever.
</p>
<p>
8.7 Non-Waiver. A failure of either party to enforce at any time any term,
provision, or condition of this EULA, or to exercise any right or option
herein, shall in no way operate as a waiver thereof, nor shall any single
or partial exercise preclude any other right or option herein, in no way
whatsoever shall a waiver of any term, provision or condition of this EULA
be valid unless in writing, signed by the waiving party, and only to the
extent set forth in such writing.
</p>
<p>
8.8 Notices. Unless expressly stated otherwise, all notices required
herein to LICENSOR shall be given in writing and shall be delivered (and
notice shall be deemed effective upon delivery) in person, by courier, or
sent by certified United States mail, postage prepaid, return receipt
requested, to the following address:
</p>
<p>Business Development</p>
<p>LI-COR, Inc.</p>
<p>4647 Superior Street</p>
<p>Lincoln, Nebraska 68504 USA</p>
<p><br /></p>
<p>
Unless expressly stated otherwise, all notices required herein to You
shall be given in writing and shall be delivered by email (deemed
effective when sent, with confirmation of transmission, if sent during
Your normal business hours, and on the next business day if sent after
Your normal business hours) to the email address provided by You during
the download process for the SOFTWARE.
</p>
<p><br /></p>
<p>
8.9 Export Restriction and Government Contracts. This EULA is expressly
made subject to any export laws applicable to the SOFTWARE, DERIVATIVE
WORKS, or information about such SOFTWARE or DERIVATIVE WORKS which may be
imposed from time to time by any governmental authority, including but
not limited to the United States of America. You shall not export
SOFTWARE, DERIVATIVE WORKS, or information about such SOFTWARE or
DERIVATIVE WORKS unless You comply fully with any such laws. You represent
and warrant that (i) You are not located in a country that is subject to a
U.S. Government embargo, or that has been designated by the U.S.
Government as a "terrorist supporting" country; and (ii) You are
not listed on any U.S. Government list of prohibited or restricted
parties. The SOFTWARE is provided with restricted rights and is a
"commercial item," as that term is defined in 48 C.F.R. 2.101,
consisting of "commercial computer software" and
"commercial computer software documentation," as such terms are
used in 48 C.F.R. 12.212. Use, duplication, or disclosure by U.S.
Government agencies or contractors is subject to the restrictions as set
forth in 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4, and
other applicable provisions, or in successor provisions, as well as the
limitations set forth in this EULA.
</p>
<p>
EDDYPRO<sup>®</sup> trademarks contained in the SOFTWARE are
trademarks or registered trademarks of LICENSOR. Third party trademarks,
trade names, and product names may be trademarks or registered trademarks
and are property of their respective owners. You may not remove or alter
any trademarks, trade names, product names, logos, copyright, or other
proprietary notices, legends, symbols, or labels in the SOFTWARE. Except
as otherwise provided herein, this EULA does not authorize You to use
LICENSOR's or any of its affiliates', licensors', or
service providers' names or any of such parties' respective
trademarks.
</p>
<p>
<b
>YOU ACKNOWLEDGE THAT YOU HAVE READ THIS EULA, UNDERSTAND IT, AND AGREE
ON YOUR BEHALF AND ON BEHALF OF YOUR USERS TO BE LEGALLY BOUND BY THE
TERMS AND CONDITIONS OF THIS EULA. THE INDIVIDUAL ENTERING INTO THIS
EULA ON BEHALF OF THE LICENSEE REPRESENTS AND WARRANTS THAT SUCH
INDIVIDUAL HAS THE FULL RIGHT AND AUTHORITY TO ENTER INTO THIS EULA.</b
>
</p>
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