CDXGEODATA WEB SERVICE END USER LICENSE AGREEMENT
IMPORTANT: THIS END USER LICENSE AGREEMENT ("EULA") IS A LEGAL AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR, IF PURCHASED OR OTHERWISE ACQUIRED BY OR FOR AN ENTITY, AN ENTITY) AND CDX TECHNOLOGIES, A DIVISION OF HUGHES FINANCIAL SERVICES, INC (HFS). READ IT CAREFULLY BEFORE USING THE SERVICE. IT PROVIDES A LICENSE TO USE THE SERVICE AND CONTAINS WARRANTY INFORMATION AND LIABILITY DISCLAIMERS. BY USING THE SERVICE, YOU ARE CONFIRMING YOUR ACCEPTANCE OF THE SERVICE AND AGREEING TO BECOME BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, THEN STOP USING THE SERVICE.
- "HFS" means Hughes Financial Services, Inc. and its licensors, if any. CDXGeoData is a product developed by HFS.
- "SERVICE" means only the CDXGeoData web service, programming information, templates and online or electronic documentation, and all updates or upgrades of the above that are provided to you.
2. License Grants
- You may install and use the SERVICE on any computer. The software may be used concurrently, the only limitation being the number of tokens you have purchased in your CDXGeoData account.
- Free accounts are limited to use for product development, or by non-profit organizations such as education or charities. Commercial for profit firms must use paid accounts for production or business use.
- You agree that HFS may audit your use of the SERVICE for compliance with these terms at any time, upon reasonable notice. In the event that such audit reveals any use of the SERVICE by you other than in full compliance with the terms of this Agreement, you shall reimburse HFS for all reasonable expenses related to such audit in addition to any other liabilities you may incur as a result of such non-compliance.
- Your license rights under this EULA are non-exclusive.
- Certain rights are not granted under this Agreement, but may be available under a separate agreement. If you would like to learn of other licensing strategies, please send your inquiry to firstname.lastname@example.org.
3. License Restrictions
- You may not sell, rent, lease, or sublicense the SERVICE.
- You may not export the SERVICE into any country prohibited by the United States Export Administration Act and the regulations thereunder.
- In the event that you fail to comply with this EULA, HFS may terminate the license (with all other rights of both parties and all other provisions of this EULA surviving any such termination).
- You shall not use the SERVICE to develop any software or other technology having the same primary function as the SERVICE, including but not limited to using the SERVICE in any development or test procedure that seeks to develop like software or other technology, or to determine if such SERVICE, software or other technology performs in a similar manner as the SERVICE.
- You agree not to abuse the SERVICE. Should HFS detect abuse we reserve the right to cancel access to the SERVICE
- The foregoing license gives you limited license to use the SERVICE and associated software. HFS and its suppliers retain all right, title and interest, including all copyright and intellectual property rights, in and to, the SERVICE, associated Software and all copies thereof. All rights not specifically granted in this EULA, including Federal and International Copyrights, are reserved by HFS and its suppliers.
5. WARRANTY DISCLAIMER
- HFS AND ITS SUPPLIERS DISCLAIM ALL WARRANTIES AND REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, OR OTHERWISE, INCLUDING THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ALSO, THERE IS NO WARRANTY OF NON-INFRINGEMENT AND TITLE OR QUIET ENJOYMENT. HFS DOES NOT WARRANT THAT THE SERVICE AND ASSOCIATED SOFTWARE IS ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION.
- IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICE AND SOFTWARE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF DELIVERY.
- NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY HFS, ITS DEALERS, DISTRIBUTORS, AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY PROVIDED HEREIN.
- (USA only) SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.
- HFS SHALL HAVE NO RESPONSIBILITY IF THE SERVICE AND SOFTWARE HAS BEEN ALTERED IN ANY WAY, OR FOR ANY FAILURE THAT ARISES OUT OF USE OF THE SERVICE AND SOFTWARE WITH OTHER THAN A RECOMMENDED HARDWARE CONFIGURATION, PLATFORM OR OPERATING SYSTEM.
6. LIMITATION OF LIABILITY
- NEITHER HFS NOR ITS SUPPLIERS SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR THE INABILITY TO USE EQUIPMENT OR ACCESS DATA, LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION OR THE LIKE), ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SERVICE OR SOFTWARE AND BASED ON ANY THEORY OF LIABILITY INCLUDING BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF HFS OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
- FOR PAID SERVICE, HFS'S TOTAL LIABILITY TO YOU FOR ACTUAL DAMAGES FOR ANY CAUSE WHATSOEVER WILL BE LIMITED TO THE GREATER OF $50 OR THE AMOUNT PAID BY YOU FOR THE SERVICE THAT CAUSED SUCH DAMAGE. HFS ASSUMES NO LIABILITY FOR FREE ACCOUNTS.
- (USA only) SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.
- THE FOREGOING LIMITATIONS ON LIABILITY ARE INTENDED TO APPLY TO ALL ASPECTS OF THIS EULA.
7. Basis of Bargain
- The Warranty Disclaimer and Limited Liability set forth above are fundamental elements of the basis of the agreement between HFS and you. HFS would not be able to provide the SERVICE and associated software on an economic basis without such limitations. Such Warranty Disclaimer and Limited Liability inure to the benefit of HFS's licensors.
8. U.S. GOVERNMENT RESTRICTED RIGHTS LEGEND
- This SERVICE, software and the documentation are provided with "RESTRICTED RIGHTS" applicable to private and public licenses alike. Without limiting the foregoing, use, duplication, or disclosure by the US Government is subject to restrictions as set forth in this EULA and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013 (c)(1)(ii)(OCT 1988), FAR 12.212(a)(1995), FAR 52.227-19, or FAR 52.227-14, as applicable. Manufacturer: HFS, Inc., 2 West Hanover Ave., Suite 212, Randolph, NJ 07869-4222.
9. (Outside of the USA) Consumer End Users Only
- The limitations or exclusions of warranties and liability contained in this EULA do not affect or prejudice the statutory rights of a consumer, i.e., a person acquiring goods otherwise than in the course of a business.
- The limitations or exclusions of warranties, remedies or liability contained in this EULA shall apply to you only to the extent such limitations or exclusions are permitted under the laws of the jurisdiction where you are located.
- This EULA shall be governed by the internal laws of the State of New Jersey, without giving effect to principles of conflict of laws. You hereby consent to the exclusive jurisdiction and venue of the state courts of New Jersey or the federal courts of the State of New Jersey to resolve any disputes arising under this EULA. In each case this EULA shall be construed and enforced without regard to the United Nations Convention on the International Sale of Goods.
- This EULA contains the complete agreement between the parties with respect to the subject matter hereof, and supersedes all prior or contemporaneous agreements or understandings, whether oral or written. You agree that any varying or additional terms contained in any purchase order or other written notification or document issued by you in relation to the SERVICE or software licensed hereunder shall be of no effect. The failure or delay of HFS to exercise any of its rights under this EULA or upon any breach of this EULA shall not be deemed a waiver of those rights or of the breach.
- No HFS dealer, agent or employee is authorized to make any amendment to this EULA.
- If any provision of this EULA shall be held by a court of competent jurisdiction to be contrary to law, that provision will be enforced to the maximum extent permissible, and the remaining provisions of this EULA will remain in full force and effect.
- All questions concerning this EULA shall be directed to: Hughes Financial Services Inc., 2 West Hanover Ave., Suite 212, Randolph, NJ 07869-4222.
- CDXGeoData and other trademarks contained in the SERVICE and associated software are trademarks or registered trademarks of HFS, Inc. in the United States and/or other countries. Third party trademarks, trade names, product names and logos may be the trademarks or registered trademarks of their respective owners. You may not remove or alter any trademark, trade names, product names, logo, copyright or other proprietary notices, legends, symbols or labels in the Software. This EULA does not authorize you to use HFS's or its licensors' names or any of their respective trademarks.