End user agreement for jxProject
Software License and Limited Warranty
This jxProject End-User License Agreement ("EULA") is a legal agreement for the jxProject Software Product in which this EULA is contained, which includes computer software and may include associated media, printed materials, and "online" or electronic documentation (collectively the "Software Product"), between you and jxProject Company ("jxProject"). By installing, copying, or otherwise using the Software Product, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, you may not install or use the Software Product; you may, however, within 30 days of your initial purchase of a copy of the Software Product, return the entire copy of the Software Product (including all computer media, packaging and documentation) either to jxProject's Customer Service department or to the retailer from which you purchased the Software Product, for a refund of the amount indicated by your sales receipt for the Software Product, in which event your rights under this EULA are immediately terminated. If you are installing the Software Product on a computer that is not owned by you, you are bound to the terms of this EULA both in your individual capacity and as an agent of the owner of the computer, and your actions will bind the owner of the computer. You represent and warrant to jxProject that you have the capacity and authority to enter into this Agreement on your own behalf as well as on behalf of the owner of the computer the Software Product is being installed upon. For purposes of this EULA, the "owner" of a computer is the individual or entity that has legal title to the computer or that has the possessory interest in the computer if it is leased or loaned by the actual title owner.
Copyright. The Software Product is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. All title and copyrights in and to the Software Product (including but not limited to any images, photographs, animations, video, audio, music, text, and "applets" incorporated into the Software Product) are owned by jxProject or its suppliers.
Version. A Software Product that was distributed to you labeled as a SPONSORED VERSION or FREE VERSION (or its functional equivalent) it is referred to as a "Sponsored Version". A Software Product that was distributed to you labeled as a COMMERCIAL VERSION or PAID VERSION (or its functional equivalent) is referred to as a "Full-License Version". The Version is considered by default to be the “Full-License Version” unless otherwise specified.
Activation. The activation of xProject converts a “Sponsored Version” to a “Full-License Version” and requires a serial number from the jxProject Company or its authorized reseller. The activation process exchanges encrypted information between the jxProject software and the jxProject Company servers to produce an “activation key” which is specific to the user's jxProject installation. You agree that you will not attempt to “hack,” “crack” or otherwise override this activation key or share this activation key with any other person or organization. You may take no actions in an attempt to activate the software by altering the software or forging an activation key or serial number, and you accept all risks that might arise from such efforts.
Grant Of License. The Software Product is licensed, not sold. Subject to the condition that you are in compliance with the terms of this EULA: (a) For a “Sponsored Version”, you may install and distribute an unlimited number of copies, while respecting the Term restrictions. (b) For a “Full-License Version” you may activate the software for as many users as is allowed by the number of activations associated with the serial number at the time of purchase. A “user” in this context is defined as an individual user having a home directory which is specific to that user at the time of computer use. The “user” may or may not be associated with the individual or organization which purchased the serial number, but must have the permission of the purchasing individual or organization to utilize the serial number for activation. All user of an activated “Full-License Version” are bound by the terms of the EULA.
Limitations. Except to the extent such a restriction is unenforceable under local law, you may not reverse engineer, decompile, or disassemble the Software Product. The Software Product is licensed as a single product, and its component parts may not be separated for use on more than one computer. You may not modify, amend, or create derivative works of the Software Product.
Term. For a "Sponsored Version", the license granted under this EULA commences upon the installation of the Software Product and is effective for a period of time(each version of the software product defines its own date of expiration) following the date you install the Software Product (the " Sponsored Term"). Sponsored Version Software Products may include software code intended to disable their functionality after the expiration of the Sponsored Term. You may take no actions to circumvent the operation of such disabling code, and you accept all risks that might arise from such disabling code. If the Software Product was not distributed as a Sponsored Version, or if you converted a Sponsored Version installation of the Software Product to an activated “Full-License Version” of the Software Product by authorized use of the conversion mechanism provided with the Software Product (in each case either being or resulting in a "Full-License Version"), the licenses granted under this EULA commence upon the installation of the Software Product and are effective in perpetuity unless terminated per the terms of this Agreement. The activation has an expiration date at which the software will revert back to a “Sponsored Version”, you may take no actions to circumvent this operation, and you accept all risks that might arise from such efforts.
Termination. Upon the expiration of the Sponsored Term (if any), your rights under this EULA terminate automatically without notice from jxProject. Without prejudice to any other rights, jxProject may terminate this EULA or your rights under this EULA at any time if you fail to comply with the terms and conditions of this EULA. Upon termination of your rights under this EULA for any reason, or upon termination of the EULA itself, you must destroy all copies of the Software Product and all of its component parts in your possession (including all component parts, the media and printed materials, any prior versions, and this EULA). The terms of this paragraph shall survive any termination of this EULA.
Transfer. You may permanently transfer all of your rights under this EULA (except if your rights are in a Sponsored Version), provided you retain no copies, you transfer all copies of the Software Product (including all component parts, the media and printed materials, any prior versions, and this EULA), and the recipient agrees to be subject to the terms of this EULA. Upon the occurrence of such a transfer, your rights under this EULA terminate immediately.
Limited Warranty. The warranties and disclaimers described in this paragraph are collectively the "Limited Warranty". jxProject warrants to you (and only you) that the Software Product will perform substantially in accordance with the accompanying documentation (if any) for a period of ninety (90) days from the date of original purchase of a license to the Software Product from an authorized retailer or directly from jxProject (or the date you have obtained authorization from jxProject or an authorized retailer to convert a Sponsored Version to a Full-License Version) (in each case the "Purchase Date"). Implied warranties on the Software Product, to the extent required by applicable law, are limited to ninety (90) days from the Purchase Date. Some states do not allow limitations on how long an implied warranty lasts, so the above limitation may not apply to you. To the maximum extent permitted by applicable law, jxProject and its suppliers disclaim all other warranties and conditions with regard to or arising out of the Software Product, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement and/or accuracy of information. The Limited Warranty is void if failure of the Software Product has resulted from accident, abuse, misapplication, use of the Software Product other than as described in the documentation issued by jxProject, use of the Software Product in combination with other Software Products that are not described as compatible in the documentation issued by jxProject, or your breach of the terms of this EULA. This warranty gives you specific legal rights, and you may also have other rights which vary from State to State. No individual (except a duly authorized officer of jxProject) and no reseller or retailer has any authority to amend or add to any of the above representations and disclaimers.
Privacy: The Sponsored Version is supported by advertising and will periodically upload information about the presentation of the advertisements, as well as information about the environment in which the application is running. It will also download new advertisements for display in the advertising window. No uploading or downloading of information will occur unless the user approves of the action. Information gathered may be provided to third parties. See www.jxproject.com for more details about the upload/download processes.
The technologies used for uploading and downloading information in the Sponsored Version were developed by the jxProject Company. The upload/download process can only occur when the jxProject application is running. There is NO third party or other independent software installed or utilized. The upload/download technologies are wholly contained within the jxProject application, if the application is removed, the upload/download software will also have been removed.
Your Remedy. Your exclusive remedy for any breach of the Limited Warranty is for you to give us notice of the breach by returning to jxProject (at the address shown below) a copy of your purchase receipt for your copy of the Software Product and a description of the alleged breach, and then, at jxProject's option, jxProject shall either: (a) return the price you paid (if any) for the Software Product (at which time your rights under this EULA are deemed to have terminated); or (b) repair or replace the Software Product. The Limited Warranty period for any replacement Software Product will be extended for the remainder of the original warranty period or thirty (30) days after the replacement Software Product is delivered to you, whichever is longer. If your license is for an Sponsored Version, your exclusive remedy for any breach of this EULA, including a breach of the Limited Warranty, shall be to terminate your rights under this EULA. Your remedies described in this paragraph are your exclusive remedies, and shall not be deemed to fail of their essential purpose so long as jxProject is willing to repair or replace the Software Product or return the price you paid for the Software Product.
Limitation of Liability. To the maximum extent permitted by applicable law, in no event shall jxProject or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use the Software Product, even if jxProject has been advised of the possibility of such damages. In any case, jxProject's entire liability under any provision of this EULA shall be limited to the greater of the amount actually paid by you for the Software Product or US$5.00. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
Statement Concerning U.S. Government Users. The Software Product is commercial computer software developed exclusively at private expense, and in all respects is proprietary data belonging to jxProject or its suppliers. The Software Product is comprised of “commercial computer software” and “commercial computer software documentation” as such terms are used in 48 C.F.R § 12.212. Consistent with 48 C.F.R. § 12.212 and 48 C.F.R. § 227.7202-1 through § 227.7202-4, all U.S. Government licensees acquire the Software Product with only those rights set forth in this EULA.
Site Licenses. The owner of the computer that you are installing the Software Product upon may have entered into a broad license agreement with jxProject governing the use of certain jxProject products including this Software Product. To the extent that the owner of the computer has entered into such an agreement that specifically states that it governs the use of the Software Product on computers owned by the owner, then any conflict between that agreement and this EULA shall be resolved in favor of the terms of that agreement, but otherwise this EULA shall simultaneously govern your license to the Software Product.
Third Party Works. To the extent that any third party's intellectual property is incorporated within the Software Product, you agree that such third party is a third-party beneficiary of the terms of this EULA to the extent of the third party's license to jxProject.
Samples. The Software Product may be provided with certain "Sample Files" intended to demonstrate use of the Software Product or provide a base starting point for use of the Software Product. Sample Files includes forms, templates, jxProject project files, or similar items. If Sample Files are provided, they are considered part of the Software Product for purposes of this EULA. However, you may use and create derivative works from Sample Files, provided that you do so in conjunction with your use of the Software Product, and that you maintain any copyright notices that may be incorporated within the Sample Files.
General. This EULA constitutes the entire agreement between you and jxProject concerning the Software Product. No terms of any purchase order, acceptance, purported amendment, or any document or communication other than an agreement expressly agreed upon in writing by a duly authorized officer of jxProject shall replace, modify, amend or override this EULA. If any provision of this EULA 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 of such provision under other circumstances, or of the remaining provisions hereof under all circumstances. No waiver by jxProject of any breach of any term or provision of this EULA shall be construed to be a waiver of any preceding or succeeding breach of the same or any other term or provision hereof. Our various rights and remedies hereunder shall be construed to be cumulative and no one of them is exclusive of any other or of any right or remedy allowed by law or in equity. This EULA shall be governed by and construed in accordance with the laws of the State of California, USA (without regard to its choice of law principles), except to the extent the local law of your local jurisdiction requires use of your local jurisdiction's law, and shall benefit jxProject, its successors and assigns. Any claim or dispute between you and jxProject or against any agent, employee, successor or assignee of jxProject, whether related to this Agreement or otherwise, and any claim or dispute related to this Agreement or the relationship or duties contemplated under this Agreement, including the validity of this arbitration clause, shall be resolved by binding arbitration by the National Arbitration Forum under its Code of Procedure then in effect. Any award of the arbitrator(s) may be entered as a judgment in any court of competent jurisdiction. Except as may be required by law, neither a party nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties. Information concerning such arbitration may be obtained, and claims may be filed, at any office of the National Arbitration Forum or at P.O. Box 50191, Minneapolis, MN 55405. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this EULA. Should you have any questions concerning this EULA, or if you desire to contact jxProject for any reason, please contact: Customer Service, jxProject Company, E-mail: support@jxProject.com
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