PrinterOn Express Edition 30 Day Trial Agreement
This PrinterOn Express Edition 30 Day Trial Agreement ("Agreement") is between PrinterOn Inc. ("PON") (an Ontario Corporation) and the user (“Company”) of the PON Software who accepts the terms of this Agreement, (collectively, the "Parties").
Company agrees that by clicking to accept this Agreement, Company agrees to be bound by its terms and conditions.
This Agreement expresses the terms and conditions on which Company may use for trial/evaluation purposes a 30 Day Trial version of PON's Express Edition software ("Software") that PON is making available to Company subject to Company’s acceptance of the terms and conditions stated herein.
Please read and review the terms and conditions in this Agreement carefully before installing or using the Software.
By downloading, installing, running or otherwise using the Software, Company is accepting and agreeing to the terms of this Agreement and that Company has read and understands this Agreement. If Company is not willing to be bound by this Agreement, do not download, install or use the Software.
Various copyrights and other intellectual property rights apply to the Software. This Agreement is an evaluation agreement that gives Company limited rights to use the software, and not an agreement for sale or for transfer of title. PON retains all rights not expressly granted by this Agreement.
PON desires to provide the Software to Company for its evaluation purposes for the 30-day evaluation period from the date that Company downloads the Software (the "Evaluation Period"). The Company desires to perform an internal evaluation of the Software for potential use in connection with Company’s business (the "Evaluation").
- GRANT. Subject to the terms and conditions of this Agreement, PON hereby grants Company a royalty free, non-exclusive, non-transferable, personal, revocable license to use the Software solely to perform the Evaluation. This Agreement does not include any rights to maintenance or updates.
- LIMITED RIGHTS. Company may install the Software on any number of computers. Company acknowledges that the Software contains trade secrets and, in order to protect such trade secrets, Company agrees not to disassemble, decompile or reverse engineer the Software.
- TERM AND TERMINATION. This Agreement, and all rights granted to Company hereunder, shall terminate (i) automatically without notice upon the expiration of the Evaluation Period, (ii) upon Company's breach of any provision of this Agreement; or (iii) immediately upon PON providing written notice to Company.
- TITLE. Title to the Software and all proprietary rights therein shall be and remain the sole and exclusive property of PON.
- NO WARRANTY. The software is being supplied on an "as is" basis without warranty of any kind. PON makes no warranties regarding the software, express or implied, including but not limited to any implied warranties of merchantability or fitness for a particular purpose.
- LIMITATION OF LIABILITY. For all events and circumstances, PON and its affiliates’ aggregate and cumulative liability arising out of or relating to this Agreement, including without limitation on account of performance or non-performance of obligations, regardless of the form of the cause of action, whether in contract, tort (including without limitation negligence), statute or otherwise will be limited to the direct damages and will not exceed the amount that Company paid to PON under this Agreement.
- EXCLUSION OF DAMAGES. Notwithstanding anything to the contrary contained in this Agreement, in no event will PON or its affiliates be liable to the Company, or any other party for damages of any kind arising from this agreement or the use of the software, whether resulting from tort (including negligence), breach of contract or other form of action, including but not limited to direct, indirect, special, incidental and consequential damages (including lost profits) of any kind, even if advised of the possibility of such damage.
- GOVERNING LAW CONSENT TO JURISDICTION. The validity, interpretation and enforcement of this Agreement will be governed by and construed in accordance with the laws of the Province of Ontario, Canada without giving effect to the conflicts of laws provisions thereof or the United Nations Convention on Contracts for the International Sale of Goods. All disputes arising out of or relating to this Agreement will be submitted to the exclusive jurisdiction of the courts located in Kitchener, Ontario Canada.
- COMPLETE AGREEMENT. This Agreement constitutes the exclusive terms and conditions with respect to the subject manner of this Agreement, notwithstanding any different or additional terms that may be contained in the form of purchase order or other document used by Company to place orders or otherwise effect transactions. This Agreement represents the final, complete and exclusive statement of the agreement between the Parties with respect to the subject matter of this Agreement.
- SURVIVAL. Any provision of this Agreement that may reasonably be expected to survive its termination will survive the termination of this Agreement.