CRM DYNAMICS LIMITED SOFTWARE LICENCE AGREEMENT
IMPORTANT - READ BEFORE COPYING, INSTALLING OR USING. Do not use or load this software and any associated materials (collectively, the "Software") until you have carefully read the following terms and conditions. By loading or using the Software, you agree to the terms of this Agreement. If you do not wish to so agree, do not install or use the Software.
This Software is licensed for use only in conjunction with compliant products. Subject to the terms of this Agreement, CRM DYNAMICS LIMITED grants to you a nonexclusive, nontransferable, worldwide, fully paid-up license under CRM DYNAMICS LIMITED's copyrights to: a) use, modify and copy Software internally for your own development and maintenance purposes; and b) modify, copy and distribute Software, including derivative works of the Software, to your end-users, but only under a license agreement with terms at least as restrictive as those contained in CRM DYNAMICS LIMITED's Final, Single User License Agreement and c) modify, copy and distribute the end-user documentation which may accompany the Software, but only in association with the Software. If you are not the final manufacturer or vendor of a computer system or software program incorporating the Software, then you may transfer a copy of the Software, including derivative works of the Software (and related end-user documentation) to your recipient for use in accordance with the terms of this Agreement, provided such recipient agrees to be fully bound by the terms hereof. You shall not otherwise assign, sublicense, lease, or in any other way transfer or disclose Software to any third party. You shall not reverse- compile, disassemble or otherwise reverse-engineer the Software. Except as expressly stated in this Agreement, no license or right is granted to you directly or by implication, inducement, estoppel or otherwise. CRM DYNAMICS LIMITED shall have the right to inspect or have an independent auditor inspect your relevant records to verify your compliance with the terms and conditions of this Agreement.
If you wish to have a third party consultant or subcontractor ("Contractor") perform work on your behalf which involves access to or use of Software, you shall obtain a written confidentiality agreement from the Contractor which contains terms and obligations with respect to access to or use of Software no less restrictive than those set forth in this Agreement and excluding any distribution rights, and use for any other purpose. Otherwise, you shall not disclose the terms or existence of this Agreement or use CRM DYNAMICS LIMITED's name in any publications, advertisements, or other announcements without CRM DYNAMICS LIMITED's prior written consent. You do not have any rights to use any CRM DYNAMICS LIMITED trademarks or logos.
OWNERSHIP OF SOFTWARE AND COPYRIGHTS.
Title to all copies of the Software remains with CRM DYNAMICS LIMITED or its suppliers. The Software is copyrighted and protected by English laws, and international treaty provisions. You may not remove any copyright notices from the Software. CRM DYNAMICS LIMITED may make changes to the Software, or to items referenced therein, at any time and without notice, but is not obligated to support or update the Software. Except as otherwise expressly provided, CRM DYNAMICS LIMITED grants no express or implied right under CRM DYNAMICS LIMITED patents, copyrights, trademarks, or other intellectual property rights. You may transfer the Software only if the recipient agrees to be fully bound by these terms and if you retain no copies of the
LIMITED MEDIA WARRANTY.
If the Software has been delivered by CRM DYNAMICS LIMITED on physical media, CRM DYNAMICS LIMITED warrants the media to be free from material physical defects for a period of ninety (90) days after delivery by CRM DYNAMICS LIMITED. If such a defect is found, return the media to CRM DYNAMICS LIMITED for replacement or alternate delivery of the Software as CRM DYNAMICS LIMITED may select. EXCLUSION OF OTHER WARRANTIES. EXCEPT AS PROVIDED ABOVE, THE SOFTWARE IS PROVIDED "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND, INCLUDING WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. CRM DYNAMICS LIMITED does not warrant or assume responsibility for the accuracy or completeness of any information, text, graphics, links or other items contained within the Software.
LIMITATION OF LIABILITY.
IN NO EVENT SHALL CRM DYNAMICS LIMITED OR ITS SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, BUSINESS INTERRUPTION OR LOST INFORMATION) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF CRM DYNAMICS LIMITED HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS PROHIBIT EXCLUSION OR LIMITATION OF LIABILITY FOR IMPLIED WARRANTIES OR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION. TERMINATION OF THIS AGREEMENT. CRM DYNAMICS LIMITED may terminate this Agreement at any time if you violate its terms. Upon termination, you will immediately destroy the Software or return all copies of the Software to CRM DYNAMICS LIMITED.
Claims arising under this Agreement shall be governed by the English, excluding its principles of conflict of laws and the United Nations Convention on Contracts for the Sale of Goods. You may not export the Software in violation of applicable export laws and regulations. CRM DYNAMICS LIMITED is not obligated under any other agreements unless they are in writing and signed by an authorized representative of CRM DYNAMICS LIMITED.