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END-USER LICENSE AGREEMENT FOR THE GSA WIZARD
NOTE: This product may not be utilized on
your computer or through the Internet unless and until such time as you
accept the terms of this End-User License Agreement
("Agreement"). On certain occasions, Fedmarket.com
(“Fedmarket”), a division of Wood River Technologies, Inc. (“WRT”), or WRT
may provide you with a written copy of this Agreement. In the event that you
receive a written copy of this Agreement, the written copy supersedes the
terms of any on-screen Agreement found (i) within the GSA Wizard product
and/or (ii) on either Fedmarket’s or WRT’s websites. Please maintain a copy
of this Agreement for your records.
IMPORTANT-READ CAREFULLY: This Agreement is a legal agreement between
you, in your capacity as an individual person or as an employee, principal or
agent of a business (individually or collectively referred to as “Licensee”)
and WRT, the creator, author, operator and sole owner of the GSA Wizard
("Wizard"). The Wizard includes, but is not limited to, any online
files, computer software, any associated media, printed materials, and any
electronic documentation. By installing, copying, downloading, accessing or
otherwise using the Wizard, Licensee agrees to be bound by the terms of this
Agreement. Until such time as you acknowledge your acceptance to the
terms and conditions of this Agreement, you may not access, copy, utilize or
otherwise use the Wizard. If you are not willing to accept the terms and
conditions of this Agreement, you must promptly contact WRT and Fedmarket for
instructions for the immediate return of the Wizard. Any returns and
possible refunds shall be governed by WRT's return policies.
Provided you have acknowledged and confirmed your acceptance to
the terms and conditions of this Agreement, WRT grants to the Licensee and
Licensee accepts a license to use the Wizard.
THE GSA WIZARD LICENSE
The Wizard is protected by intellectual property laws and
treaties. The Wizard is licensed to the Licensee; it is not sold to the
Licensee. The term "computer" as used herein shall mean the
hardware, if the hardware is a single computer system, or shall mean the
computer system within which the hardware operates, if the hardware is a
computer system component.
1. GRANT OF LICENSE. This section of the Agreement
describes Licensee’s general license rights to access and use the
Wizard. The license rights described herein are subject to all other
terms and conditions of this Agreement.
Granting of General License to Install and Use the Wizard. Except as
otherwise expressly provided in this Agreement, Licensee shall only access
the Wizard on one computer. Licensee’s unauthorized use of the Wizard on more
than one computer shall constitute a violation of this Agreement and shall
result in the automatic termination of the License (without notice thereof to
Licensee). The Wizard may not be installed, accessed, downloaded,
displayed, run, shared or used concurrently on or from different computers,
including a workstation, terminal or other digital or analog electronic
device ("device") unless and until Licensee obtains the advance,
written approval thereto from an authorized representative of WRT or Fedmarket.
Granting of Additional License for Product Elements. The Wizard may
include, among other things, certain files and documents (collectively,
"Product Elements ").
Except as provided for in the section following immediately
hereafter, Licensee may (i) use, copy and modify the Product Elements, and
(ii) distribute or release Licensee’s modified copies of the Product Elements
to the appropriate federal government agencies or the employees thereof.
Prohibited Activities.
A. Licensee shall not sell, license, release or distribute
copies of the Product Elements on a stand-alone basis or as part of any
collection, product or service where the primary value of the product or
service is the Product Elements.
B. Licensee shall indemnify, hold harmless, and defend WRT and
Fedmarket from and against any loss, costs, damage, expense, liability,
claims or lawsuits, including attorneys’ fees and litigation costs, that
arise from or result from the use, release or distribution of the Product
Elements.
C. Licensee shall include a valid copyright notice on Licensee’s
products and services that include copies of the Product Elements.
D. Licensee may not permit third parties to distribute copies of
the Product Elements except as part of Licensee’s product or service.
Reservation of Rights. WRT and Fedmarket reserve all rights not
expressly granted to Licensee in this Agreement. This Agreement shall not convey any
other right or license by implication, estoppel, or otherwise in or under any
patent, trademark, copyright, or proprietary right of WRT or Fedmarket. Any
unauthorized use of the Wizard and/or the Product Elements shall
automatically terminate the permission or license granted by this Agreement
and such use may violate applicable law including copyright laws, trademark
laws (including trade dress), and communications regulations and statutes.
Protected Access. Any time Licensee uses a user name or
password to access the Wizard or the WRT or Fedmarket websites, Licensee is
fully responsible for maintaining the confidentiality of that user name and
password and for restricting access to its computer. Licensee hereby agrees
to accept responsibility for all activities that occur under its account,
user name or password. In the event the confidentiality of Licensee’s
account, user name or password is compromised in any manner whatsoever,
Licensee shall notify WRT and Fedmarket immediately. WRT and Fedmarket
reserve the right to take any and all action, as either or both deem
necessary, to ensure the security of the Wizard, WRT and Fedmarket’s computer
and other technology systems, and your account, including without limitation,
terminating your account, changing your password or requesting additional
information to authorize transactions on your account. Notwithstanding the
foregoing, WRT and Fedmarket may rely on the authority of anyone accessing
your account or using your password and in no event and under no
circumstances shall WRT and Fedmarket be held liable to Licensee, its
principals, officers or employees, or its successors or assigns, for any
liabilities or damages resulting from or arising out of (i) any action or
inaction of WRT and Fedmarket under this subsection, (ii) any compromise of
the confidentiality of your account or password and (iii) any unauthorized
access to your account or use of your password. Any unauthorized use of the
Wizard shall terminate the permission or license granted herein and may
violate applicable law including copyright laws, trademark laws (including
trade dress), and communications regulations and statutes. Any and all
violators will be prosecuted to the fullest extent of the law.
2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS.
A. Transfer of License. Notwithstanding any other
inconsistent provisions of this Agreement, Licensee shall not transfer the
license to use the Wizard.
B. Upgrade of Product Elements. Product Element(s)
labeled as an upgrade(s) may replace and/or supplement (and may subsequently
disable) existing Product Element(s) originally distributed as part of the
Wizard. Licensee may use the resulting upgraded Product Element(s) only in
accordance with the terms of this Agreement.
C. Copy Protection. The Wizard may (i) include copy
protection technology to prevent the unauthorized copying or duplication of
the Wizard, and/or (ii) may require authorization credentials for the use of
the Wizard. It is illegal to make unauthorized copies of the Wizard
or any Product Elements or to circumvent any copy protection technology
included in the Wizard. Any and all violators will be prosecuted to
the fullest extent of the law
D. Limitations on Reverse Engineering, Decompilation and
Disassembly. Licensee may not reverse engineer, decompile, or disassemble
the Wizard, except and only to the extent that such activity is expressly
permitted by applicable law.
E. On-Line Services. The functionality of the
Wizard requires separately acquired on-line services. Neither the
Wizard nor this Agreement give Licensee any rights to use the Internet, any
on-line or other services or software that may be necessary to use all
features associated with the Wizard.
F. Separation of Components. The Wizard is licensed
as a single product. Its component parts may not be separated for use on more
than one computer unless expressly permitted by this Agreement.
G. Single Computer. The Wizard is licensed as a
single, integrated product. The Wizard may only be used as such and as
otherwise set forth in this Agreement.
H. Termination. Without prejudice to any other
rights, WRT and Fedmarket may terminate Licensee’s rights under this
Agreement if Licensee fails to comply with the terms and conditions of this
Agreement. In such event, Licensee must immediately destroy all copies of the
Wizard and all of its component parts.
I. Trademarks. This Agreement does not grant
Licensee any rights in connection with any trademarks or service marks of WRT
and Fedmarket.
3. INTELLECTUAL PROPERTY RIGHTS. All title,
interest and intellectual property rights in and to the Wizard (including,
but not limited to, any files, documents, images, photographs, animations,
video, audio, music, text and "applets" incorporated into the
Wizard), the accompanying printed materials, and any copies of the Wizard,
are owned by WRT and Fedmarket. All title, interest and intellectual
property rights in and to the content that is not contained in the Wizard,
but may be accessed through use of the Wizard, is the property of the
respective content owner and may be protected by applicable copyright or
other intellectual property laws and treaties. This Agreement grants
you no rights to use such content. Use of any on-line services which may be
accessed through the Wizard may be governed by the respective terms of use
relating to such services. If this Wizard contains documentation that
is provided only in electronic form, Licensee may print one copy of such
electronic documentation. Licensee may not copy the printed materials
accompanying the Wizard. All rights not specifically granted under this
Agreement are reserved by WRT and Fedmarket.
4. PRODUCT SUPPORT. Product support for the Wizard
is not provided by WRT or Fedmarket but may be purchased separately at any
time. Please refer to the terms of sale to obtain further information on
purchasing support.
5. EXPORT RESTRICTIONS. You acknowledge that the
Wizard is subject to U.S. export jurisdiction. You agree to comply with
all applicable international and national laws that apply to these products,
including the U.S. Export Administration Regulations, as well as end-user,
end-use and destination restrictions issued by U.S. and other
governments.
6. GOVERNING LAW. This Agreement shall be interpreted and
enforced in accordance with and shall be governed by the laws of the State of
Idaho. The prevailing party in any such action related to or arising under
this Agreement shall be entitled to costs and reasonable attorneys' fees.
7. UNENFORCEABILITY. If any terms or provisions of this Agreement are
found to be illegal or unenforceable, this Agreement shall remain in full
force and effect and such terms or provisions shall be deemed stricken.
8. ADDITIONAL PROVISIONS. FOR LIMITED WARRANTIES,
LIMITATION OF LIABILITY, AND OTHER SPECIAL PROVISIONS, PLEASE REFER TO THE
ADDITIONAL PROVISIONS BELOW AND THOSE PROVIDED WITH OR IN THE WIZARD.
SUCH LIMITED WARRANTIES, LIMITATION OF LIABILITY AND SPECIAL PROVISIONS ARE
INTEGRAL PARTS OF THIS AGREEMENT.
A. Customer Remedies. To the maximum extent permitted under
applicable law, WRT and Fedmarket’s entire liability, and Licensee’s
exclusive remedy under the express warranty, is the return of the price paid
for the Wizard. All warranties are void and of no further effect if the
failure of the Wizard or any of its component parts has resulted from abuse
or misapplication of the product or the component parts.
B. Exclusion Of Liability/Damages. The following
is without prejudice to any rights Licensee may have at law that cannot
legally be excluded or restricted. Licensee acknowledges that no promise,
representation, warranty or undertaking has been made or given by WRT or
Fedmarket to any person or company in relation to the profitability of or any
other consequences or benefits to be obtained from the delivery or use of the
Wizard. Licensee has relied upon its own skill and judgment in deciding
to acquire the Wizard for use by Licensee. Except as and to the extent
provided in this Agreement, neither WRT or Fedmarket shall be, in any
circumstances, liable for any other damages whatsoever (including, without
limitation, damages for loss of business, business interruption, loss of
business information or other indirect or consequential loss) arising out of
the use or inability to use or supply or non-supply of the Wizard and any
accompanying documents or files. The total liability of WRT and
Fedmarket under any provision of this Agreement is limited to the amount
actually paid by Licensee for the Wizard.
Neither WRT, Fedmarket, its principals, officers, employees,
consultants, attorneys or agents, nor anyone else who has been involved in
the creation, production, or delivery of the Wizard, shall be liable for any
direct, indirect, consequential or incidental damages arising out of the use
or the inability to use the Wizard or its component parts. WRT and Fedmarket
do not represent or warrant that all errors in the Wizard or its component
parts will be corrected. No agent of WRT or Fedmarket is authorized to alter
or exceed the warranty obligations of WRT and Fedmarket and as set forth in
this Agreement.
WRT and Fedmarket make no warranties respecting any harm that may be caused
by the inadvertent transmission of any computer virus, worm, time bomb, logic
bomb, or other such computer program transmitted through the Wizard and its
component parts.
C. No Other Warranties. To the maximum extent
permitted by applicable law, WRT and FEDMARKET disclaim all other warranties,
either express or implied, including, but not limited to, implied warranties
of merchantability and fitness for a particular purpose, with regard to the
Wizard, the Product Elements, its component parts, the accompanying written
materials, and any accompanying electronic documents or files. This
limited warranty gives you specific legal rights. You may have others
that vary from state/jurisdiction to state/jurisdiction.
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