END USER LICENSE AGREEMENT FOR CODICE SOFTWARE PRODUCTS

Transcription

1 END USER LICENSE AGREEMENT FOR CODICE SOFTWARE PRODUCTS IMPORTANT - READ CAREFULLY This End User Licence Agreement ("EULA") is a legal agreement between YOU as Licensee and CODICE SOFTWARE, SL fr the use f SOFTWARE PRODUCTS, as defined belw. By installing, cpying, r therwise using the SOFTWARE PRODUCTS, YOU agree t be bund by the terms and cnditins cntained in this EULA. If YOU d nt agree t all terms and cnditins cntained in this EULA, yu may nt install r use the SOFTWARE PRODUCTS. Als, if yu d nt agree t all f these terms and cnditins, then yu must prmptly return the SOFTWARE t the place f business frm which yu btained it in accrdance with any return plicies f such place f business. Return plicies may vary between r amng resellers, and yu must cmply with yur particular reseller's return plicies as agreed at the pint f purchase. DEFINITIONS In this End User Licence Agreement, "EULA" shall mean this End User Licence Agreement "Licenser" shall mean CODICE SOFTWARE, SL "Licensee" shall mean YOU, r the rganisatin (if any) n whse behalf YOU are taking the EULA. "SOFTWARE PRODUCTS" r "SOFTWARE" r "PRODUCTS" shall mean GMASTER and any additinal mdules r add-ns delivered by Cdice Sftware. The term "SOFTWARE" includes, t the extent prvided by CODICE SOFTWARE, SL: 1) any revisins, updates and/r upgrades theret; 2) any data, image r executable files, databases, data engines, cmputer sftware, r similar items custmarily used r distributed with cmputer sftware prducts; 3) anything in any frm whatsever intended t be used with r in cnjunctin with the SOFTWARE; and 4) any assciated media, dcumentatin (including physical, electrnic and n-line) and printed materials (the "Dcumentatin"). "Trial editin f GMASTER" shall mean the editin f the SOFTWARE PRODUCTS, which is available free f charge fr evaluatin purpses fr a perid f 30 days. 1. Purpse f the Agreement The LICENSER grants the LICENSEE a nn-exclusive, nn-transferable and perpetual licence t use the SOFTWARE PRODUCTS listed therein and under the terms theref. By accepting the terms and cnditins established in this EULA, the LICENSEE des nt acquire any wnership f cpyright r ther intellectual prperty rights in any part f the SOFTWARE PRODUCTS. The LICENSEE is nly entitled t use the SOFTWARE PRODUCTS in accrdance with the terms and cnditins set frth in this EULA. By using the SOFTWARE PRODUCTS, the LICENSEE agrees t accept the terms and cnditins established in this EULA. Upn payment f the licence fee, the LICENSEE will be sent details n where t dwnlad the registered editin f the SOFTWARE PRODUCTS and will be prvided by with the suitable permanent sftware 'key'. 2. Evaluatin Licence

2 The Trial editin f the GMASTER is nt free sftware, but a free-f-charge editin f the SOFTWARE PRODUCTS, which is available fr testing purpses nly. Cnsequently, the liabilities f the LICENSER shall be limited as indicated belw. If the LICENSEE is using a Trial versin r evaluatin cpy, then any granted Licence shall be limited as fllws: a) On request, and at the LICENSER discretin, the LICENSEE will be prvided withut charge with a temprary key and will be licensed t use the SOFTWARE fr a perid f thirty (30) days (the "Evaluatin Perid") fr evaluatin purpses nly; b) Upn cmpletin f the Evaluatin Perid, the LICENSEE shall either i) delete the SOFTWARE frm the cmputer, where it has been installed, r the LICENSEE may ii) cntact the LICENSER r ne f its authrized dealers t purchase a license f the SOFTWARE, which is subject t the terms and limitatins cntained herein. Unregistered use f the SOFTWARE PRODUCTS after the Evaluatin Perid is in vilatin f Spanish and internatinal cnventins n cpyright law. The LICENSER may extend the evaluatin perid upn request and at their nly discretin. 3. Validity f the Licence Grant The grant f any licence hereunder shall nly becme effective frm the mment the LICENSER issues an invice fr the ttal price f the Licence(s) and/r the Maintenance and Supprt Services, in the case f perpetual licenses agreement and when the LICENSER issues an invice fr a license subscriptin valid fr ne year, that can be renewed every year, while the prduct is available, as cntracted by the LICENSEE under the Purchase Order. 4. Changes t the usage specificatins and/r the prduct The LICENSEE may use the Prducts under the specificatins and fr the duratin stipulated in the Purchase Order slely and exclusively within the territry/market segment stated therein. Any changes r alteratins t the specificatins stipulated in the Purchase Order withut the express cnsent frm the LICENSEE are strictly prhibited The Prducts shall nly be used in the CPUs where they were initially installed. Ntwithstanding the abve, the LICENSEE may temprarily transfer the Prducts t anther CPU shuld the riginal ne having suffered damages and, as a result, be inperable due t faults, start f a cmputer disaster recvery prgramme r preventive maintenance. The LICENSEE shall always ntify the LICENSER in writing befre cnducting any f the abve The LICENSEE may nt custmise, mdify, decmpile, disassemble r perfrm reverse engineering n the Prducts included herein r n any part theref, nt even fr maintenance r imprvement purpses. Likewise, he may nt remve any cmpnent parts f the Prducts in rder t use them in mre than ne CPU. Any custmisatins r mdificatins f the Prduct by the LICENSEE r by a third party shall relieve the LICENSER frm any bligatin derived frm said actins, and they shall cnstitute sufficient cause t terminate this agreement. All f the abve des nt affect any ther legal actins t which the LICENSER may be entitled in rder t prtect his rights and interests. 5. Prducts' Ownership

3 5.1. Any rights n the Prducts, partial r full cpies theref, as well as any related dcuments prvided by the LICENSER, are and shall always be the exclusive prperty f the LICENSER The LICENSEE agrees nt t sell, resale, lease, sublease r reprduce, cpy, r transfer in any way, whether ttally r partially, the Prducts herein The LICENSER shall remain the sle prprietr f the wnership, ryalties and all cpyrights and patent rights n the Prducts. The SOFTWARE PRODUCTS are prtected by cpyrights as well as by the applicable Internatinal Cpyright Laws and Treaties N right whatsever cncerning the usage, mdificatin, licence r any ther type f explitatin f any f the brands, trade names, lgs, websites, dmain names, r any ther Patent Rights which may be the prperty f the LICENSER, are hereby granted Specifically, the LICENSEE is nt licensed nr authrized t develp the SOFTWARE PRODUCTS r t create new versins f the same. Updates and upgrades t the SOFTWARE may be prvided by the LICENSER frm time-t-time upn the terms and cnditins ffered at each time. The LICENSER may prvide updates and upgrades t the SOFTWARE fr free r fr any charge and thrugh its chsen manner f access and distributin, all in the LICENSER's sle discretin. 6. Maintenance and Supprt Services. Shuld the LICENSEE have cntracted Maintenance and Supprt Service (als referred t as the "Service") fr the SOFTWARE PRODUCTS in its Purchase Order, the terms and cnditins stipulated in this sectin shall be applicable: 6.1. General Cnditins fr the Prvisin f Maintenance and Supprt Services. The Maintenance and Supprt Service shall be cntracted and prvided in ne-year terms, cunting frm the day f invice f the ttal price fr the first annual payment (hereafter the "Annual Payment"), including taxes, as agreed in the Service Purchase Order (hereafter the "Service Validity Perid"). Shuld the price fr the prvisin f the Service be mdified frm ne annual payment t the next, the LICENSER shall ntify the LICENSEE in writing, and tw mnths prir t the date, when the crrespnding annual payment is due, f the ttal price fr the next Service annual payment. Once each Annual Payment is due, it will be understd that the Service is renewed fr anther year, n the terms and cnditins described abve, unless any f the tw parties has ntified the ther in writing, a mnth prir t the date, when the next crrespnding annual payment is due, f its intentin nt t renew the Service fr the fllwing year (the "N- Renewal Ntificatin"). Within the first mnth after the date f the last Service Annual Payment, and unless a N- Renewal Ntificatin has been served, the LICENSER shall issue an invice t the LICENSEE fr the crrespnding amunt fr the prvisin f the Service fr the fllwing year. Thse LICENSEES wh have nt cntracted the Service fr any Annual Payment(s) and wh wish t btain the latest update f the Prducts shall have t pay the LICENSER an amunt equivalent t the ttal price f the Annual Payments, which have nt been cntracted,

4 cunting frm the date, when their last Service cntract expired t the Annual Payment fr the requested update inclusive. The Service shall be understd as referring t the latest versin f the prduct launched by the LICENSER, t its immediately previus versin, and in any case t thse versins created during the term f the crrespnding current Service Annual Payment. Shuld any mdule be added t the basic Licences package at a later stage, the amunt inviced fr the relevant Service will be calculated based n the number f days remaining until the date, when the next Annual payment is due. Likewise, said Service shall remain valid until that date. Frm then n, the basic package Service shall be added t that f the new mdule fr the purpses f subsequent annual renewals The prducts maintenance and supprt services shall include the fllwing: CODICE SOFTWARE Custmer Services: supprt with ur cmmitment t reply within 48 hurs, except in thse cases where inquiries are placed during public hlidays r when the Custmer Services Centre is clsed. Inquiries shall be sent by t the fllwing address: supprt@cdicesftware.cm Custmer services shall nly be prvided in tw languages, English and Spanish; bth parties agree t and declare themselves t be satisfied by this arrangement. When the Licensee is using first level supprt frm an authrized LICENSER Partner, all requests and inquiries will be sent t that cmpany nly. Thse using Custmer Services shall prvide the fllwing infrmatin when making inquiries: Full infrmatin f the cntact persn (name and surname, department, and telephne number). Licence r maintenance cntract cde. A clear and specific descriptin f the prblem r inquiry. Custmer Services shall nly assist with inquiries regarding the installatin, cnfiguratin, faults, r prblems cncerning the prduct. The services prvided by the LICENSER r the authrized LICENSER Partner thrugh curses and cnsultancy are explicitly excluded frm the Service. Custmer Services shall nt assist either in the installatin r usage f prducts such as thse included in the list belw: Operating System Any ther prduct r tl, which may be integrated within the prduct RDMS (Relatinal Databases Managing Systems). Micrsft Office There shall be a General Questins r FAQ's (Frequently Asked Questins) sectin available t the LICENSEE in the website

5 Replacement f damaged digital r magnetic Prducts at n extra cst. In this case, the LICENSEE shall send the Prduct(s) t the LICENSER befre it is replaced. The LICENSEE shall be prvided, at n extra cst, with the necessary cde mdificatins t crrect the main Prduct faults s that said Prducts wrk accrding t the relevant perating specificatins fr their mst recent versin. At a later stage, he will be prvided with cde mdificatins t slve less imprtant prblems in the next versin f the Prduct. The necessary Prduct updates fr it t be executed n new versins f perating systems r ther sftware systems required t perate with the designed Prducts shall be prvided as lng as it is technically and financially viable at the LICENSER discretin, and in gd faith The service will nt include: The crrectin f mistakes that may be attributed t a manipulatin f the prgram by persnnel nt authrised by the LICENSER, r the necessary tasks t reestablish the previus situatin derived frm incrrect peratins by the client, causing lsses, destructin and/r disruptin f Prgrams and/r data. The prgram adaptatin t the specific circumstances f each LICENSEE. The crrectin f anmalies exclusively attributed t the hardware used, the shrtcmings in the wrk envirnment cnditins, tgether with pwer utages r prblems in the electricity supply and which, therefre, have n relatin with the Prgram. The repair f the damages caused by cmputer viruses r faults in ther Prgrams nt related t this cntract. Travel expenses accumulated by the maintenance service. 7. Persnal data prcessing and prtectin. The LICENSER will scrupulusly respect the cnfidentiality f the persnal data submitted by the LICENSEE, as well as any measures necessary fr their prcessing accrding t the bservance f the regulatins in frce n the prtectin f data. Cdice Sftware adheres t the Privacy Shield Framewrk, designed by the U.S. Department f Cmmerce, the Eurpean Cmmissin, and Swiss Administratin. Cdice Sftware s Privacy Statement als cmplies with the requirements f Regulatin (EU) 2016/679 f the Eurpean Parliament and Cuncil dated 27 April 2016 n the prtectin f natural persns in regard t the prcessing f persnal data and n the free mvement f such data (GDPR). Cdice Sftware will share yur persnal infrmatin nly with cmpanies which are als cnsistent with thse requirements. The persnal data that the LICENSEE prvides t the LICENSER will be prcessed by CODICE SOFTWARE, SL, VAT r CIF ES B , lcated in Valladlid Spain, Parque Tecnlógic de Becill, Edifici Centr 3, Phne t use them fr the maintenance f the business relatinship between the LICENSER and the LICENSEE and t infrm the latter f future prducts that affect the develpment f the LICENSER. Persnal infrmatin cllected in transactins with the LICENSER may als be stred and prcessed in the United States r any ther cuntry in the Eurpean Unin, cnsistent with applicable law fr transfers f data utside f the cuntry f cllectin. By using the services,

6 yu cnsent t yur infrmatin being transferred t the facilities f thse third parties where services run r are hsted, as described in ur Privacy Plicy. The persnal data yu are prviding, with yur permissin, may ccasinally be used t send yu prduct surveys r prmtinal mailings t infrm yu f ther prducts r services available frm Cdice Sftware and /r t share yur persnal infrmatin with Cdice Sftware Partners, s they may send yu infrmatin abut their prducts and services. Yu can pt-ut frm receiving newsletters, prmtinal s, transferring yur data t Cdice Sftware Partners r any ther cntact methd by using the fllwing address: prtect@cdicesftware.cm. If the LICENSEE wishes t exercise his/her access, rectificatin, cancellatin and ppsitin rights, he/she will have t cntact in writing the LICENSER at the abve-mentined address enclsing his/her identity card, r passprt r ther valid persnal identificatin dcument using this accunt: prtect@cdicesftware.cm. T knw mre abut ur privacy plicy, visit 8. Guarantee 8.1. The LICENSER guarantees, fr a perid f ninety (90) days, r where apprpriate fr the minimum legal perid established by the imperative regulatins applicable in each case, that each Prduct shall perfrm substantially in accrdance with its User Manual, as lng as it is used in accrdance with the technical and peratinal specificatins f said User Manual The SOFTWARE is delivered n an "AS IS" basis. LICENSER des nt guarantee that the Prduct will perate withut interruptin r that it will meet the LICENSEE's expectatins r cmmercial necessities. If the Prduct cntains errrs, the LICENSER will act in accrdance with the prvisins f the legislatin applicable at each mment The previus guarantee will nt be applicable in the fllwing cases: When the prduct/s has/have nt been used accrding t the instructins specified in the User Manual. When the initial cnfiguratin, requirements r specificatins that appear in the User Manual have been mdified. When the LICENSEE's equipment r main accessries d nt wrk prperly due t causes that cannt be attributed t the LICENSER. When the sftware installed in the equipment in which the SOFTWARE PRODUCTS are t be used is nt riginal r has peratinal dysfunctins r is incmpatible with the SOFTWARE PRODUCTS. When the SOFTWARE PRODUCTS have been damaged, whatever the cause, by the LICENSEE's sftware r hardware. 8.4 The LICENSER expressly states, and the LICENSEE accepts, that he/she will nt assume any respnsibility r bligatin ther that thse specifically described in this Cntract, thse that may apply accrding t the legislatin that is f imperative applicatin, r thse that may have been agreed upn expressly and individually with each LICENSEE. 9. Limitatin f liability.

7 9.1. Bth parties agree and state that in n case the LICENSER nr any f the members f his/her business grup, agents, emplyees r independent persnnel will be held, nr be expected t be held, liable befre the LICENSEE fr: Lss f benefits, incme r clients, lss r waste f the rganisatin time f ther emplyees (whether directly r indirectly); Lss r destructin f data (whether directly r indirectly); Any indirect, special, incidental r general lss r damage, n matter hw it is caused, even if the prvider has been infrmed f the lss r damage risk and even if the LICENSER r the LICENSEE has been infrmed f the pssibility f such lss r damage, whether it is due t negligence, a minr fault, breach f cntract r anything else. The LICENSER will nt be held liable fr any defect, anmaly r errr in the prduct peratin. Specifically, LICENSER shall nt be deemed as liable in cases f direct r indirect, incidental r cnsequential damages when the Trial Editin f GMASTER is dwnladed thrugh the Internet fr trial purpses. In this case, LICENSEE r subscriber f the Trial Editin f GMASTER dwnlads the SOFTWARE PRODUCTS at his/her wn risk and nly fr trial purpses The terms f this Cntract include the ttality f the bligatins and respnsibilities f the LICENSER regarding the licensed Prduct, the dcuments related theref and the Service prvided. Therefre, the terms stated in this cntract replace any ther guarantee, cnditin, term, agreement and bligatin, either express r implicit, impsed by law, by cnsensus, by habit, cmmercial custm r in any ther way and, especially, the guarantees f quality and adaptatin t a specific purpse, f diligence and/r reasnable ability, all f which are expressly excluded insfar as it is permitted by the applicable imperative law Subject t what is stated previusly, bth parties expressly agree t establish the maximum liability limit f the LICENSER derived frm this cntract r in relatin therewith, fr any cncepts, whether it is cntractual r nn-cntractual fault, negligence r punitive cmpensatins r f any ther nature, at an amunt equal t the sum received by the LICENSER frm the LICENSEE derived frm the purchase f the crrespnding Licence/s bject f the cmplaint. 10. Cnflict reslutin The present cntract and the rights and bligatins deriving therefrm will be gverned by the prvisins f the Spanish Laws in frce at the acceptance f the present dcument Any dispute, cnflict and/r discrepancy that may arise r related in sme way t the present Cntract will be exclusively reslved by the Jurisdictin f the curt in Valladlid, Spain fr any kind f arbitratin r dispute regarding this Agreement. Bth parties expressly renunce t their wn Jurisdictin. The LICENSER and the LICENSEE expressly accept this clause and agree t submit t the curt and t cmply entirely with the prvisins f the decisin putting an end t the cnflict. 11. Language The parties heret cnfirm that it is their wish that these Cnditins as well as ther dcuments relating heret have been and shall be drawn up in English nly. This English

8 versin shall be valid and enfrceable between the parties and bth f them understand entirely any and all f its clauses. 12. Miscellaneus Likewise, bth parties agree that, in case any clause and/r mentin f this agreement was declared null r annullable by a cmpetent persn r entity t d s in accrdance with the applicable legislatin in frce at each mment, and as lng as these clauses are nt f an essential nature fr the present agreement, the rest f the clauses and prvisins f the present agreement will remain in frce and will be applicable in the terms established in this agreement This EULA (including any addendum r amendment t this EULA included with the SOFTWARE) is the final, cmplete and exclusive statement f the entire agreement between the LICENSEE and the LICENSER relating t the SOFTWARE. This EULA supersedes any prir and cntempraneus prpsals, purchase rders, advertisements, and all ther cmmunicatins in relatin t the subject matter f this EULA, whether ral r written. N terms r cnditins, ther than thse cntained in this EULA, and n ther understanding r agreement which in any way mdifies these terms and cnditins, shall be binding upn the parties unless entered int in writing executed between the parties, r by ther nn-ral manner f agreement whereby the parties bjectively and definitively act in a manner t be bund (such as by cntinuing with an installatin f the SOFTWARE, "clicking-thrugh" a questinnaire, etc.) Emplyees, agents and ther representatives f the LICENSER are nt permitted t rally mdify this EULA. 13. Terminatin Ntwithstanding Clause 1 abve, the LICENSER may terminate this EULA if the LICENSEE fails t cmply with the terms and cnditins established hereunder. Upn terminatin, the LICENSEE r the LICENSEE representative shall destry all cpies f the SOFTWARE PRODUCTS and all f its cmpnent parts r therwise return r dispse f such material in the manner directed by the LICENSER The LICENSEE agrees t indemnify, hld harmless, and defend the LICENSER and its suppliers and resellers frm and against any and all claims r lawsuits, including attrney's fees, which arise ut f r result frm yur breach f any f the terms and cnditins f this EULA. 14. Use f Custmer Name The Custmer agrees that the LICENSER and his authrized Partners may use the Custmer's name and lg in advertisements, ther prmtinal material and n the LICENSER'S website. 15. Third Party Licenses: A. MICROSOFT ROSLYN CTP EULA INSTALLATION AND USE RIGHTS. Yu may install and use any number f cpies f the sftware n yur premises t design, develp and test yur prgrams fr use with the sftware. Yu may nt test the sftware in a live perating envirnment unless Micrsft permits yu t d s under anther agreement.

9 INTERNET-BASED SERVICES. Micrsft prvides Internet-based services with the sftware. It may change r cancel them at any time. TERM. The term f this agreement is until 01/01/2019 (day/mnth/year). FEEDBACK. If yu give feedback abut the sftware t Micrsft, yu give t Micrsft, withut charge, the right t use, share and cmmercialize yur feedback in any way and fr any purpse. Yu als give t third parties, withut charge, any patent rights needed fr their prducts, technlgies and services t use r interface with any specific parts f a Micrsft sftware r service that includes the feedback. Yu will nt give feedback that is subject t a license that requires Micrsft t license its sftware r dcumentatin t third parties because we include yur feedback in them. These rights survive this agreement. DISTRIBUTABLE CODE. The sftware cntains cde that yu are permitted t distribute in prgrams yu develp if yu cmply with the terms belw. Right t Use and Distribute. The cde and text files listed belw and the surce and bject cde marked as "sample" are "Distributable Cde." Yu may cpy and distribute the bject cde frm f Distributable Cde listed belw. Yu may mdify, cpy, and distribute the surce and bject cde frm f cde marked as "sample." Yu may permit distributrs f yur prgrams t cpy and distribute the Distributable Cde as part f thse prgrams; prvided, that the Distributable Cde is nt distributed with any f yur prgrams that are licensed fr use in a live perating envirnment. Rslyn.Cmpilers.dll Rslyn.Cmpilers.CSharp.dll Rslyn.Cmpilers.VisualBasic.dll Rslyn.Services.dll Rslyn.Services.CSharp.dll Rslyn.Services.VisualBasic.dll Rslyn.Utilities.dll Distributin Requirements. Fr any Distributable Cde yu distribute, yu must: - add significant primary functinality t it in yur prgrams; - fr any Distributable Cde having a filename extensin f.lib, distribute nly the results f running such Distributable Cde thrugh a linker with yur prgram; - distribute Distributable Cde included in a setup prgram nly as part f that setup prgram withut mdificatin; - require distributrs and external end users t agree t terms that prtect it at least as much as this agreement; - display yur valid cpyright ntice n yur prgrams; - indemnify, defend, and hld harmless Micrsft frm any claims, including attrneys' fees, related t the distributin r use f yur prgrams.

10 Distributin Restrictins. Yu may nt: - alter any cpyright, trademark r patent ntice in the Distributable Cde; - use Micrsft's trademarks in yur prgrams' names r in a way that suggests yur prgrams cme frm r are endrsed by Micrsft; - distribute Distributable Cde t run n a platfrm ther than Micrsft perating systems, run-time technlgies r applicatin platfrms; - include Distributable Cde in malicius, deceptive r unlawful prgrams; r - mdify r distribute the surce cde f any Distributable Cde s that any part f it becmes subject t an Excluded License. An Excluded License is ne that requires, as a cnditin f use, mdificatin r distributin, that the cde be disclsed r distributed in surce cde frm; r thers have the right t mdify it. SCOPE OF LICENSE. The sftware is licensed, nt sld. This agreement nly gives yu sme rights t use the sftware. Micrsft reserves all ther rights. Unless applicable law gives yu mre rights despite this limitatin, yu may use the sftware nly as expressly permitted in this agreement. In ding s, yu must cmply with any technical limitatins in the sftware that nly allw yu t use it in certain ways. Yu may nt: - disclse the results f any benchmark tests f the sftware t any third party withut Micrsft's prir written apprval; - wrk arund any technical limitatins in the sftware; - reverse engineer, decmpile r disassemble the sftware, except and nly t the extent that applicable law expressly permits, despite this limitatin; - make mre cpies f the sftware than specified in this agreement r allwed by applicable law, despite this limitatin; - publish the sftware fr thers t cpy; - rent, lease r lend the sftware; - transfer the sftware r this agreement t any third party; r - use the sftware fr cmmercial sftware hsting services. EXPORT RESTRICTIONS. The sftware is subject t United States exprt laws and regulatins. Yu must cmply with all dmestic and internatinal exprt laws and regulatins that apply t the sftware. These laws include restrictins n destinatins, end users and end use. Fr additinal infrmatin, see SUPPORT SERVICES. Because this sftware is "as is," we may nt prvide supprt services fr it. ENTIRE AGREEMENT. This agreement, and the terms fr supplements, updates, Internet-based services and supprt services that yu use, are the entire agreement fr the sftware and supprt services. APPLICABLE LAW.

11 United States. If yu acquired the sftware in the United States, Washingtn state law gverns the interpretatin f this agreement and applies t claims fr breach f it, regardless f cnflict f laws principles. The laws f the state where yu live gvern all ther claims, including claims under state cnsumer prtectin laws, unfair cmpetitin laws, and in trt. Outside the United States. If yu acquired the sftware in any ther cuntry, the laws f that cuntry apply. LEGAL EFFECT. This agreement describes certain legal rights. Yu may have ther rights under the laws f yur cuntry. Yu may als have rights with respect t the party frm whm yu acquired the sftware. This agreement des nt change yur rights under the laws f yur cuntry if the laws f yur cuntry d nt permit it t d s. DISCLAIMER OF WARRANTY. THE SOFTWARE IS LICENSED "AS-IS." YOU BEAR THE RISK OF USING IT. MICROSOFT GIVES NO EXPRESS WARRANTIES, GUARANTEES OR CONDITIONS. YOU MAY HAVE ADDITIONAL CONSUMER RIGHTS UNDER YOUR LOCAL LAWS WHICH THIS AGREEMENT CANNOT CHANGE. TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAWS, MICROSOFT EXCLUDES THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. LIMITATION ON AND EXCLUSION OF REMEDIES AND DAMAGES. YOU CAN RECOVER FROM MICROSOFT AND ITS SUPPLIERS ONLY DIRECT DAMAGES UP TO U.S. $5.00. YOU CANNOT RECOVER ANY OTHER DAMAGES, INCLUDING CONSEQUENTIAL, LOST PROFITS, SPECIAL, INDIRECT OR INCIDENTAL DAMAGES. This limitatin applies t: - anything related t the sftware, services, cntent (including cde) n third-party Internet sites, r third-party prgrams; and - claims fr breach f cntract, breach f warranty, guarantee r cnditin, strict liability, negligence, r ther trt t the extent permitted by applicable law. It als applies even if Micrsft knew r shuld have knwn abut the pssibility f the damages. The abve limitatin r exclusin may nt apply t yu because yur cuntry may nt allw the exclusin r limitatin f incidental, cnsequential r ther damages.