END USER LICENSE AGREEMENT
This License Agreement ("Agreement") is between ClaimAid Consulting Corporation, an Indiana corporation having a principal place of business at 8141 Zionsville Road, Indianapolis, Indiana 46268 ("Licensor") and you (an individual) granting permission to use the ClaimAid application software, associated media, and documentation (the "ClaimAid App").
BY CLICKING HERE, OR BY INSTALLING, COPYING OR OTHERWISE USING THE CLAIMAID APP, YOU ACCEPT AND AGREE TO THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT DOWNLOAD, INSTALL, OR USE THE CLAIMAID APP. THIS AGREEMENT REPRESENTS THE ENTIRE AGREEMENT BETWEEN YOU AND LICENSOR RELATED TO YOUR PERMISSION TO USE THE CLAIMAID APP AND IT SUPERSEDES ANY PRIOR PROPOSAL, REPRESENTATION OR UNDERSTANDING BETWEEN YOU AND THE LICENSOR RELATED TO THE CLAIMAID APP.
1. License Grant. Subject to your acceptance of this Agreement, Licensor hereby grants to you, and you hereby accept, a nonexclusive and royalty free license to possess and use the ClaimAid App in machine-readable, object code form only, and the accompanying documentation, only as authorized in this Agreement. You may not distribute, either physically or electronically, any copy of the ClaimAid App to any third party and you may not assign, sublicense, transfer, pledge, lease, rent, or share your rights under this Agreement. You may not reverse assemble, reverse engineer, reverse compile, modify, or otherwise translate the ClaimAid App in whole or in part. You shall not investigate, research or pursue any course of effort to acquire knowledge about the logic or structure of the ClaimAid App. You may not use any other software or hardware to circumvent security measures that are included in the ClaimAid App to control access to or otherwise protect content in the ClaimAid App.
2. Restrictions. You may not remove any proprietary, copyright, or trade secret notices or labels on or in the ClaimAid App. Except as authorized under this Agreement, no copies of the ClaimAid App or any portions thereof may be made by you or any person under your authority or control.
3. Title. Title to the ClaimAid App and to all intellectual property rights therein, including without limitation, patent, trademark, copyright and trade secret rights in the ClaimAid App is and shall remain in Licensor.
4. Support and Maintenance. This Agreement does not include any license or right to any enhancements, updates, new versions or new releases or any other maintenance services to the ClaimAid App. This Agreement does not include any support services and does not include any training.
5. Term. This Agreement is effective upon your agreement to the terms included herein and your download or installation of the ClaimAid App and shall continue until terminated. You may terminate this Agreement at any time by returning the ClaimAid App and all copies and portions thereof to Licensor. Licensor may terminate this License Agreement upon the breach by you of any term hereof. Upon such termination by Licensor, you shall return to Licensor the ClaimAid App and all copies and portions thereof.
6. Fee. Any fee to be paid by you for this license shall be paid in accordance with the agreed to terms of payment.
7. Disclaimer of Warranty. THE CLAIMAID APP IS PROVIDED TO YOU "AS IS" WITHOUT ANY WARRANTY. LICENSOR DOES NOT WARRANT TO YOU THE PERFORMANCE OF THE CLAIMAID APP OR RESULTS YOU MAY OBTAIN BY USING THE CLAIMAID APP. LICENSOR DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE CLAIMAID APP WILL MEET YOUR REQUIREMENTS OR WILL OPERATE IN THE COMBINATIONS WHICH MAY BE SELECTED FOR YOUR USE, OR THAT OPERATION OF THE CLAIMAID APP WILL BE UNINTERRUPTED OR THAT DATA STORED IN THE CLAIMAID APP WILL NOT BE LOST IF FOR ANY REASON OPERATION OF THE CLAIMAID APP IS INTERRUPTED. LICENSOR DOES NOT WARRANT THAT YOUR USE OF THE CLAIMAID APP WILL PREVENT LOSE OF YOUR INSURANCE COVERAGE. THE CLAIMAID APP IS PROVIDED FOR INFORMATION PURPOSES ONLY. YOU ASSUME THE ENTIRE RISK ASSOCIATED WITH THE USE OF THE CLAMAID APP. LICENSOR MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AS TO TITLE OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. LICENSOR SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PURPOSE, OR NON-INFRINGEMENT.
8. Limitation of Liability. LICENSOR SHALL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY LOSS OR DAMAGES RESULTING FROM ANY CLAIMS, DEMANDS, OR ACTIONS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR USE OF THE CLAMAID APP. LIABILITY OF LICENSOR FOR A DEFECTIVE COPY OF THE CLAIMAID APP. SHALL BE LIMITED EXCLUSIVELY TO REPLACEMENT OF YOUR COPY OF THE CLAIMAID APP WITH ANOTHER COPY. IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES OR LOST PROFITS, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9. Confidentiality. You understand and agree that the source code, object code and other information related to the ClaimAid App is confidential information of the Licensor. You further agree that if such confidential information becomes known to you or any of your agents in connection with the license granted by this Agreement, you shall maintain the secrecy of, and shall refrain from using, disclosing or otherwise exploiting for any purpose not authorized in writing by Licensor, such confidential information. In addition to any other rights or remedies which may be available to Licensor, Licensor (without being required to post any bond or other security) shall be entitled to appropriate injunctive relief against you or agents in the event of any breach of this Section. You acknowledge and agree that any unauthorized use or disclosure will cause irreparable injury to Licensor and that money damages will not provide adequate remedy for such unauthorized use or disclosure.
10. Indemnification. You shall defend, indemnify and hold harmless Licensor, its directors, officers, employees and agents from and against any claims, actions, suits, losses, damages, fines, liabilities, judgments, costs and expenses (including reasonable attorney fees and expenses) arising out of or relating to any breach by you or your agent of any term of this Agreement or any use of the ClaimAid App by you or your agent. You acknowledge that you have read and understand the terms of this Agreement and that you intend to be bound by this Agreement and its terms.
11. Governing Law. This Agreement shall be construed and governed in accordance with the laws of the State of Indiana.
12. Severability. Should any term of this Agreement be declared void or unenforceable by any court of competent jurisdiction, such declaration shall have no effect on the remaining terms hereof.
13. No Waiver. The failure of you or licensor to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches.
14. Applicable Laws. You shall abide by all applicable laws of the United States; including but not limited to the U.S. copyright law and U.S. export control laws related in any way to the possession or use of the ClaimAid App.