License Agreement: VisitorVille Enterprise Edition
VisitorVille Enterprise ("VE") constitutes all server-side software components and architecture of VisitorVille, the VisitorVille Windows client software, and all documentation.
"You" means the person or company who is being licensed to use VE. "We" and "us" means World Market
Watch, Inc. ("WMW")
- VE is licensed nonexclusively to you on an annual basis.
- You cannot modify, adapt, or merge VE into another program.
- You cannot reverse engineer, disassemble, decompile, nor make any attempt to discover the source code of the software.
- You cannot sublicense, rent, lend, or otherwise provide VE to third parties.
- You can use VE on a single server. It is acceptable to have VE on more than one server if the additional servers are for mirroring, load balancing, or backup purposes.
- VE can be used to track and monitor only those web sites that are under your direct control.
- VE cannot be used to track and monitor web sites of your customers or affiliates. Such usage can only be provided for under a separate written license (VisitorVille ISP).
- You cannot use VE to create a competing service.
- An unlimited number of employees of your employees may use the client software during the license term.
- This agreement creates no partnership or agency between you and us.
- At the close of the license term, in the absence of renewal, you must destroy all copies of VE in your possession.
PROVISION OF SUPPORT
- Every reasonable attempt is made by WMW employees to assist you in the setup and configuration of VE, at no additional charge.
- We will provide updates to VE throughout the licensing term at no additional charge.
- Technical support by phone or e-mail is provided at no charge to your designated VisitorVille Administrator.
- Support is also available in the Neighborhood Forum (http://www.visitorville.com/neighborhood/) and via the Help file included with the client software.
- VE is the copyrighted work of WMW. We remain the owner of all right, title and interest in VE.
- VisitorVille is a trademark of WMW and is protected under U.S. and international laws.
- We warrant that for a period of 90 days after delivery of VE that the software will perform in substantial accordance with the documentation.
To the extent permitted by applicable law, THE FOREGOING LIMITED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, AND WE MAY DISCLAIM ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS, INCLUDING ANY IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, regardless of whether we know or had reason to know of your particular needs. No employee, agent, dealer or distributor of ours is authorized to modify this limited warranty, nor to make any additional warranties.
Our entire liability and your exclusive remedy shall be:
- The repair of any VE component not performing in substantial accordance with the documentation.
- If we are unable to repair any VE component that is not performing as stated above, you may terminate this Agreement by destroying the Software and Documentation and your money will be refunded.
IN NO EVENT WILL WE BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM THE USE OR THE INABILITY TO USE VE (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY.
TERM AND TERMINATION
This license agreement takes effect upon your use of the software and remains effective for one calendar year thereafter. You may terminate it any time by notifying us in writing of such termination, and by destroying all copies of VE in your possession. It will also terminate if you fail to comply with any term or condition of this license agreement. You agree on termination of this license to destroy all copies of VE in your possession.
VE contains trade secrets and proprietary know-how that belong to us and it is being made available to you in strict confidence. Any use or disclosure of the software, or of its algorithms, protocols or interfaces, other than in strict accordance with this license agreement, may be actionable as a violation of our trade secret rights.
1. This written license agreement is the exclusive agreement between you and us concerning VE and supersedes any and all prior oral or written agreements, negotiations or other dealings between us concerning VE.
2. This license agreement may be modified only by a writing signed by you and us.
3. In the event of litigation between you and us concerning VE, the prevailing part in the litigation will be entitled to recover attorney fees and expenses from the other party.
4. This license agreement is governed by the laws of the state of New York.
5. You agree that VE will not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions or regulations.