| This is
a legal and binding agreement between you, the Customer, and Cozomo Web
Hosting. By using, installing or accessing the Cozomo Web Hosting website,
the Services and certain Products that are offered, as our Customer you
agree to all of the terms
and conditions of this agreement. If you do not agree to these terms,
the Acceptable
Use Policy or any other Terms and Conditions posted on the Cozomo Web
Hosting web site, all services will be discontinued, activation of the
account will cease and your
account terminated.
END USER LICENSE AGREEMENT
LICENSE GRANT. Subject to the provisions contained herein and payment
of applicable
fees, Cozomo Web Hosting hereby grants to you a non-exclusive, nontransferable,
license
to use its accompanying proprietary software application products offered
on the Cozomo Web Hosting web site ("Software",) for your own
use. Such Software is protected by the Cozomo Web Hosting laws of the
United States and international Cozomo Web Hosting treaties.
RESTRICTED USE. All rights not expressly granted herein are retained by
Cozomo Web Hosting and its licensors. Except as stated above, this Agreement
does not grant the Customer any intellectual property rights in the Software.
Customer shall not rent, lease,
transfer or sublicense the Software. Customer shall not under any circumstances
nor
shall Customer permit a third party to (i) decompile, disassemble, reverse
engineer or otherwise attempt to reconstruct or discover the source code
of the Software or (ii) prepare derivative of the Software or (iii) remove
any product identification, Cozomo Web Hosting, trademark or other notice
from the Software. Any such copy made by you shall be subject to this
Agreement and shall contain all of Cozomo Web Hosting's notices regarding
Cozomo Web Hosting's, trademarks and other proprietary rights as contained
in the Software originally provided to you.TITLE. The Software's organization,
structure, sequence, logic, and source code are valuable to the Company.
Any and all title, ownership rights, and intellectual property rights
in and to the Software and Documentation shall remain at any and all times
in Cozomo Web Hosting and/or its suppliers. Title, ownership rights, and
intellectual property rights in and to the content accessed through the
Software is the property of the applicable content owner and may be protected
by applicable Cozomo Web Hosting or other law. This License does not give
Customer any rights to such content.
LIMITED WARRANTY. Cozomo Web Hosting warrants to the Customer, for a period
of
ninety (90) days from the date of this agreement, installation of Software,
or use of services, whichever is earlier, that it will replace any defective
media on which the Software is provided and that the Software, if not
modified and if properly installed and used, will substantially conform
to the material specifications set forth in the documentation, Such warranties
are for the Customer's benefit only and are not transferable. Cozomo Web
Hosting does not warrant that the Software will operate error free or
uninterrupted or will meet your requirements. Except for the express warranties
stated in this section, the Software are licensed "as is" and
Cozomo Web Hosting specifically excludes and disclaims all warranties
of merchantability, fitness for a particular purpose, statutory noninfringement
of third party intellectual property rights and any warranty that may
arise by reason of trade usage, custom or course of dealing
and Customer hereby expressly waives any and all such warranties.
THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER
LEGAL RIGHTS THAT VARY FROM STATE TO STATE OR BY JURISDICTION. LIMITATION
OF LIABILITY. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT,CONTRACT,
OR OTHERWISE, SHALL COZOMO WEB HOSTING OR ITS SUPPLIERS OR RESELLERS BE
LIABLE TO YOU OR ANY OTIER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL,
OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION,
DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION,
OR ANY AND ALL OTFER COMMERCIAL DAMAGES OR LOSSES, OR FOR ANY DAMAGES
IN EXCESS OF COZOMO WEB HOSTING'S LIST PRICE FOR A LICENSE TO THE SOFTWARE
AND DOCUMENTATION, EYEN IF COZOMO WEB HOSTING SHALL HAVE BEEN INFORMED
OF TFE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTFER PARTY.
THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY FOR DEATH OR
PERSONAL INJURY TO THE EXTENT APPLICABLE LAW PROHIBITS SUCH LIMITATION.
FURTHERMORE, SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL
OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY
TO YOU.
EXPORT CONTROLS. You may not download, use or otherwise export the Software
or any
underlying information or technology except in full compliance with all
United States and other applicable laws and regulations. In particular,
but without limitation, none of the Software or underlying information
or technology may be downloaded, used or otherwise exported or reexported
(i) into (or to a national or resident of) Cuba, Haiti, Iraq, Libya, Yugoslavia,
North Korea, Iran, Syria or any other country to which the U.S. has embargoed
goods; or (ii) to anyone on the U.S. Treasury Department's list of Specially
Designated Nationals or the U.S. Commerce Department's Table of Deny Orders.
By downloading or using the Software, you are agreeing to the foregoing
and you are representing and warranting that youare not located in, under
the control of, or a national or resident of any such country or on any
such list.
TERMINATION. This Agreement is effective until terminated. Cozomo Web
Hosting
may terminate this Agreement immediately if Customer attempts to reverse
engineer
the Software or otherwise violate any of the restrictive uses as described
herein.
Otherwise, this Agreement may be terminated by either party for a breach
of any of
its material terms, provided the non-breaching party provides to the breaching
party
30 days written notice describing such breach and offering the breaching
party an
opportunity to cure. Failure to cure a material breach within the notice
period
shall result in automatic termination of this Agreement. Should this Agreement
be
terminated for your material breach, Customer agrees to remove all copies
of the
Software or any part of the Software from any and all computer storage
devices,
and destroy the Software and all Documentation. At Cozomo Web Hosting's
request,
Customer or any of Customer's authorized signatory on the account, shall
certify
in writing to Cozomo Web Hosting that all complete and partial copies
of the
Software and the Documentation have been destroyed and that none remain
in
Customer's possession or under its control. The provisions of this Agreement
except
for the Section 1, "License Grant," shall survive.
MISCELLANEOUS. This Agreement represents the complete and exclusive statement
of the agreements concerning this license between the parties and supersedes
all prior agreements and representations between them. It may be amended
only by a writing executed by both parties. THE ACCEPTANCE OF ANY PURCHASE
ORDER PLACED BY YOU IS EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO TIE
TFRMS SET FORTH HEREIN, AND Cozomo Web Hosting AGREES TO FURNISH TFE SOFTWARE
AND DOCUMENTATION ONLY UPON THESE TERMS AND NOT THOSE CONTAINED IN YOUR
PURCHASE ORDER.
If any provision of this Agreement is held to be unenforceable
for any reason, such provision shall be reformed only to the extent necessary
to make. It enforceable, and such decision shall not affect the enforceability
(i) of such provision under other circumstances or (ii) of the remaining
provisions hereof under all circumstances. Headings shall not be considered
in interpreting this Agreement. This Agreement shall be governed by and
construed under the law of California as such law applies to agreements
between Californian residents entered into and to be performed entirely
within California, except as governed by Federal Law. This Agreement will
not be governed by the United Nations Convention of Contracts for the
International Sale of Goods, the application of which is hereby expressly
excluded.
U.S. GOVERNMENT RESTRICTED RIGHTS. Use, duplication or disclosure by the
Government is subject to restrictions set forth in subparagraphs (a) through
(d) of the Commercial Computer-Restricted Rights clause at FAR 52.227-19
when applicable, or in subparagraph (c)(l)(ii) of the Rights in Technical
Data and Computer Software clause at DFARS 252.227-7013, and in similar
clauses in the NASA FAR Supplement. Contractor / manufacturer is Cozomo
Web Hosting. 6740 Franklin Place, Suite. 101, Hollywood, CA 90028-4534,
USA.
|