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# TERMS AND CONDITIONS FOR TRACKSTUDIO LICENSE #
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Use of TrackStudio is provided only under license from 
TrackStudio. Please read the following license carefully.

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# Introduction #
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USE OF SOFTWARE FROM TRACKSTUDIO IS 
PROVIDED ONLY UNDER THE FOLLOWING LICENSE ("LICENSE").

YOU SHOULD CAREFULLY READ THE FOLLOWING LICENSE TERMS 
AND CONDITIONS BEFORE USING THIS EVALUATION SOFTWARE. 
INDICATE YOUR ACCEPTANCE BY CLICKING THE ACCEPTANCE BOX. 
TRACKSTUDIO MAY REQUIRE ADDITIONAL SOFTWARE LICENSING TERMS 
FROM TIME TO TIME; SUCH TERMS MAY BE FOUND AT TRACKSTUDIO'S 
WEBSITE AND ARE HEREBY INCORPORATED BY REFERENCE.

YOUR USE OF THE SOFTWARE MEANS THAT YOU ACCEPT THE 
TERMS AND CONDITIONS OF THIS LICENSE. IF YOU DO NOT AGREE 
WITH THESE TERMS AND CONDITIONS, THEN TRACKSTUDIO IS UNWILLING   
TO LICENSE THE SOFTWARE TO YOU, AND YOU ARE PROHIBITED 
FROM USING THE SOFTWARE. BY INSTALLING, DOWNLOADING, 
COPYING OR OTHERWISE USING THE SOFTWARE. YOU ACKNOWLEDGE 
THAT YOU HAVE READ THESE LICENSE TERMS AND CONDITIONS, 
UNDERSTAND THEM, AND AGREE TO BE BOUND BY THEM. IF YOU 
DO NOT ACCEPT THESE TERMS AND CONDITIONS, YOU ARE NOT 
AUTHORIZED TO USE THE SOFTWARE.

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# 1. Definitions #
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a. "Development Use" means use of the Software by you to 
design, develop and/or test new applications for Production Use. 

b. "Documentation" means TrackStudio's  user manuals, operating instructions 
and installation guides generally provided with the Software to its 
end-user licensees. 

c. "Evaluation Use" means use of the Software solely for 
internal evaluation and trial for new applications intended for 
possible Production Use or Third Party Use by you.  

d. "Production Use" means using the Software in your application 
for internal business purposes only which may include third party 
customers' access to or use of such applications. Production Use 
does not include the right to reproduce the Software for sublicensing, 
resale, or distribution, including without limitation, operation on a time 
sharing or service bureau basis or distributing the Software as part 
of any ASP, VAR, OEM, distributor or reseller arrangement.

e. "Server" means a single computer processor capable of 
executing the Software.

f. "Software" means the object code versions, extracts and/or 
derivative works of the software electronically downloaded from 
TrackStudio's website upon acceptance of this License, and the 
related Documentation. 

g. "Territory" means the geographical territory into which 
you download the Software or indicate acceptance of this License.

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# 2. License Terms #
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a. Evaluation Use. Subject to the terms of this License, TrackStudio 
grants to you a personal, non-exclusive, non-transferable, license 
to use internally (and not for resale and/or subsequent licensing) 
the evaluation version of the Software solely for Evaluation Use 
This license begins upon downloading and ends thirty (90) days 
thereafter (the "Evaluation Period"). When the license expires 
you must stop using the Software. All rights not specifically 
granted to you herein are retained by TrackStudio.

b. Restrictions on Use. You may not reverse engineer, decompile, 
disassembleor otherwise attempt to determine source code or protocols
from the Software or disclose the results of software performance 
benchmarks to any third party without TrackStudio's prior consent. 
Additional restrictions, if any, with respect to third party software 
will be delivered to you along with your license key. You are forbidden
from using Evaluation Software for Development or Production Use. 
You may not lease, rent, resell or sublicense the Software to any third
party, or otherwise use it except pursuant to a separate Development 
Use, Production Use, or Third Party Use license(s) agreed to in writing 
by the parties. You may not publish or provide any results of benchmark 
tests run on the Software to a third party without prior written consent 
from TrackStudio.

c. Ownership. You may modify the Software in accordance with the 
Documentation solely to allow for interoperability with your internal 
system. Such modifications shall not be derivative works, nor 
shall you create or attempt to create any derivative works from 
the Software. Title, ownership rights and all intellectual property 
rights in and to the Software shall remain the sole and exclusive 
property of TrackStudio.

d. Production Use. You can install TrackStudio Enterprise on any number 
of computers belonging to your organization. The license is not bound 
to a particular computer or IP address and allows the organization's 
employees and customers in other cities and countries to use the system. 
You can't use TrackStudio Enterprise to provide a general-purpose hosted 
service to any third parties. Only your employees and customers may use 
the system.

e. Updates. TrackStudio will make available to Licensee the TrackStudio 
Enterprise corresponding to any updates to the TrackStudio Enterprise 
released by TrackStudio for one (1) year following the Effective Date 
of this agreement.

f. Support. TrackStudio will provide e-mail support for general 
questions about the TrackStudio Enterprise for one (1) year after 
the Effective Date. You will get answers to your questions within 
one business day. 

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# 3. Limitation of Liability #
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TRACKSTUDIO AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, 
INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL DAMAGES, OR LOST PROFITS 
UNDER ANY THEORY OF LIABILITY WHETHER IN TORT, CONTRACT, STRICT LIABILITY 
OR OTHERWISE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 
SOME STATES DO NOT PERMIT DISCLAIMERS OF CERTAIN WARRANTIES OR 
LIMITATIONS ON CERTAIN TYPES OF LIABILITY UNDER CERTAIN CIRCUMSTANCES; 
CONSEQUENTLY, SOME OF THE FOREGOING DISCLAIMERS AND LIMITATIONS 
MAY NOT BE APPLICABLE TO YOU, IN WHOLE OR IN PART. TRACKSTUDIO'S AGGREGATE 
LIABILITY SHALL NOT EXCEED THE PRICE PAID, IF ANY, DURING THE LAST 
TWELVE (12) MONTHS OF THIS LICENSE.

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# 4. Warranty Disclaimer #
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TRACKSTUDIO LICENSES THE SOFTWARE TO YOU ON AN "AS IS" BASIS, WITHOUT 
WARRANTY OF ANY KIND. TrackStudio HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES 
OR CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT 
LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY 
AND FITNESS FOR A PARTICULAR PURPOSE. YOU ARE SOLELY RESPONSIBLE 
FOR DETERMINING THE APPROPRIATENESS OF USING THE SOFTWARE AND 
ASSUME ALL RISKS ASSOCIATED WITH THE USE OF IT, INCLUDING BUT 
NOT LIMITED TO THE RISKS OF PROGRAM ERRORS, DAMAGE TO OR LOSS 
OF DATA, PROGRAMS OR EQUIPMENT, AND UNAVAILABILITY OR INTERRUPTION 
OF OPERATIONS. SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION 
OR LIMITATION OF IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS OR 
EXCLUSIONS MAY NOT APPLY TO YOU. 

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# 5. Term and Termination #
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a. Acceptance of License; Termination.  This License takes effect 
upon the earlier of (i) your electronic indication of your selection 
of the ACCEPTANCE button, (ii) your downloading of the Software, 
or (iii) your use of the Software. This License may be terminated by 
you by destroying or returning to TrackStudio all copies and partial copies 
of the Software and Documentation under your control.

b. Effect of Termination. Within thirty (30) days after the date of 
termination or discontinuance of this License for any reason whatsoever, 
you shall destroy the Software and all copies, in whole or in part, 
all Documentation relating thereto, and any other TrackStudio confidential 
information in your possession that is in tangible form.

c. Verification. Upon request by TrackStudio and within five (5) days of 
such request, you shall certify that you have performed such Software 
and Documentation destruction, as applicable.

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# 6. Miscellaneous #
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a. Force Majeure.  Neither party shall be liable for any delay or 
failure in performance due to causes beyond its reasonable control.

b. Export Compliance. You may not download or otherwise export or 
re-export the Software or any underlying information or technology 
except in full compliance with all United States and other applicable 
laws and regulations. In particular, but without limitation, none of 
the Software or underlying information or technology may be downloaded 
or otherwise exported or re-exported (a) into (or to a national or 
resident of) Cuba, Iran, Iraq, Libya, North Korea, Syria, or Sudan, 
or (b) to anyone on the US Treasury Department's list of Specially 
Designated Nationals or the US Commerce Department's Table of 
Denial Orders. By licensing the Software, you are agreeing to the 
foregoing and you are representing and warranting that you are not 
located in, under control of, or a national or resident of any such 
country or on any such list.

c. Indemnification. You shall indemnify, defend (at TrackStudio's option), and 
hold harmless TrackStudio and its supplier from any and all claims or actions 
filed against TrackStudio (or its suppliers) for your i) misuse of the Software; 
and ii) failure to comply with any requirement of this License.

d. Changes. TrackStudio reserves the right at any time not to release or 
to discontinue release of any Software and to alter prices, features, 
specifications, capabilities, functions, licensing terms, release 
dates, general availability or other characteristics of the Software.

e. Assignment. You may not assign this License.

f. Severability. If any part of this License is held to be 
unenforceable, in whole or in part, such holding will not affect the 
validity of the other parts of the License. The parties shall 
substitute for the unenforceable provision(s) enforceable provisions 
which most closely approximate the economic and intended effect of 
the unenforceable provision(s).

g. Waiver. The waiver of a breach of any provision of this License 
will not operate or be interpreted as a waiver of any other or 
subsequent breach.

h. Notices. All notices permitted or required under this License 
shall be in writing and shall be delivered in person, by FAX, 
overnight courier service or mailed by first class, registered or 
certified mail, postage prepaid, to the address of the party specified 
as accepting these terms and conditions upon completion of the 
registration sheet and ACCEPTANCE of this License by clicking on 
the ACCEPTANCE button.

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# 7. Entire Agreement #
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Except as specifically provided for herein, any amendment 
or modification to the License must be in writing signed by 
both parties. This License constitutes the entire agreement 
and supersedes all prior or contemporaneous oral or written 
agreements regarding the subject matter hereof. No terms, 
provisions or conditions of any purchase order, acknowledgment 
or other business form that you may use in connection with the 
licensing of the Software will have any effect on the rights, 
duties or obligations of the parties hereunder, or otherwise 
modify this License, regardless of any failure of TrackStudio to object 
to such terms, provisions or conditions.
