End user agreement for Trainiing Manager 3
Harrington Group Software License Agreement
Please read the terms of the following License Agreement (hereinafter the “Agreement”) carefully. Your use of the software product signifies your acceptance of the terms of the Agreement. If you do not accept the terms of this Agreement, you should promptly return the software to the place of purchase within 30 days. All returned items must be in re-saleable condition, free of defects or other signs of wear. All returned items are accepted or rejected at the discretion of the Harrington Group, Inc. (hereinafter “HGI”). Failure to comply with the terms of this license constitutes grounds for license termination. Please retain this Agreement for future reference. 1. Grant of License The software is the intellectual property of HGI and its licensors, and is protected by law, including the United States copyright laws and international treaties. HGI grants you a license under the following terms: (a) Each user must have a valid and unique user license to operate each HGI software tool. The license covers one instance of the software loaded on one computer or server for use in production. For web based products such as HQMS and caWeb, two additional instances of the software are authorized for purposes such as training and testing/staging so long as these sites are not used in production.
(b) You may not copy or reverse engineer any HGI software product. You may not modify, translate, disassemble, or decompile the software, or any copy, in whole or part. Any modification made by the Licensee to the program or database or any other part of the software system will not be covered by any applicable Annual Maintenance Agreement and will be in direct violation of this Agreement. If it is determined that Licensee has violated the terms of this Agreement, HGI reserves the right to immediately terminate the Agreement and require that you stop using and delete all copies of the software in your possession or control. No refunds will apply.
(c) You are not authorized to transfer the program license to a third party organization, or to resell this product, without prior written approval from HGI. Approval by HGI will be contingent upon the receiving party’s acceptance of the terms and conditions of this Agreement. As the original purchaser of the HGI license, you must not retain any electronic copies of the program, printed data from the program, its intellectual properties, or any machine readable, modified, or merged form.
(d) You may designate up to three (3) individuals from your organization as Technical Support contacts. The names of Technical Support contacts must be supplied to HGI in writing. These individuals will serve as the primary contacts between your organization and the HGI support staff. HGI reserves the right to limit technical support to the listed individuals at any time and without further notice. You must notify HGI in writing of any change to your three Technical Support contacts. 2. Copyright HGI owns all title to the software and its copyright, which are protected by copyright law and international treaty provisions. Therefore, users must treat the software like any other copyrighted material. You may not copy the printed materials accompanying the software product without written permission from HGI.
3. Term The license is effective until terminated. You may terminate the license at any time by notifying HGI and destroying the program together with all copies and associated user documentation. As indicated elsewhere in this Agreement, the license will also terminate if HGI determines that you have failed to comply with the requirements of the Agreement. You agree, upon such termination for any reason, to return the software, associated user documentation and any authorized copies.
4. Disclaimer of Warranties and Limitations of Remedies (a) HGI software is licensed to you As Is. You, the consumer, bear the entire risk relating to the quality and performance of the software. HGI does not warrant that the software and/or user documentation will meet your requirements or expectations, or that the operations of the software will be uninterrupted and/or error free. In no event will HGI be liable for direct, indirect, incidental, or consequential damages resulting from any defect in the software. In the event any liability is imposed on HGI, our liability to you or any third party shall not exceed the purchase price paid for the product. (b) HGI warrants our software media to be free of defects in material and workmanship for a period of 30 days from the purchase date. If HGI receives written notification within this warranty period of any such defects and such notification is determined to be correct, we will replace the software media for the original purchaser, unless the media is damaged by misuse. (c) No other warranties. To the maximum extent permitted by applicable law, HGI and its suppliers disclaim including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, with regard to the software product, and the provision of or failure to provide support services. This limited warranty gives you specific legal rights. You may have others which vary from state to state. (d) Some states do not allow the exclusion or limitation of implied warranties, so the above exclusions and limitations may not apply to you. This warranty gives you specific rights, and you may also have other rights which vary from state to state.
5. Indemnification of Licensee
HGI shall indemnify Licensee against all claims, liabilities, and costs, including reasonable attorneys' fees, reasonably incurred in the defense of any claim brought against Licensee within the Continental United States by third parties, alleging that Licensee's use of the software and documentation infringes or misappropriates any United States patent of which the HGI is aware; a copyright; or trade secret rights, provided that: such indemnity shall not apply if the alleged infringement results from use of the software in conjunction with any other software, an apparatus other than the hardware required to run the software, or unlicensed activities and so long as Licensee promptly notifies HGI in writing of any such claim and HGI is permitted to control fully the defense and any settlement of such claim as long as such settlement shall not include a financial obligation on Licensee. Licensee shall cooperate fully in the defense of such claim and may appear, at its own expense, through counsel reasonably acceptable to HGI. In addition, HGI may settle any claim on a basis requiring that HGI substitute for the software and documentation alternative substantially equivalent non-infringing programs and supporting documentation. Licensee shall not undertake any action in response to any infringement or alleged infringement of the software and documentation.
6. General In the event it is determined that any provision contained in this license is unlawful, void or unenforceable, such determination shall solely affect such unlawful, void or unenforceable provision and shall not affect the validity or enforceability of the remaining provisions of this license. This Agreement will be governed by the laws of the State of Florida.
7. U.S. Government Restricted Rights
Use of the software and any corresponding documentation, if any, is provided with restricted rights. Use, duplication or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of The Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(l) and (2) of the Commercial Computer Software--Restricted Rights at 48 CFR 52.227-19, as applicable. Manufacturer is the Harrington Group, Inc., 11501 Lake Underhill Road Orlando, Florida 32825.
8. Compliance with Laws; Export Restrictions
You must use the software in accordance with all applicable U.S. laws, regulations and statutes. You agree that neither you nor your Licensees (if any) intend to or will, directly or indirectly, export or transmit the software to any country in violation of U.S. export restrictions.
9. High Risk Activities
You acknowledge that the software is not fault tolerant and is not designed, manufactured or intended by HGI for incorporation into products intended for use or resale in on-line control equipment or in hazardous, dangerous to life or potentially life-threatening environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines or weapons systems, in which the failure of products could lead directly to death, personal injury or severe physical or environmental damage (“High Risk Activities”). You specifically represent and warrant that you will not use the software or any derivative work of the software for High Risk Activities.
10. Product Labeling
You are not authorized to use any HGI trademarks, brand names, or logos without the express written permission of HGI.
11. Entire Agreement
This Agreement constitutes the entire agreement between you and HGI and supersedes all prior communications, negotiations, understandings, agreements or representations, either written or oral, if any. This Agreement may only be amended in written form by HGI.