Software End User License Agreement
This Software End User License Agreement ("Agreement") is made effective as of the date of September 10, 2023, ("Effective Date"), between you ("User") and Bagley Tools Inc Company ("Licensor"), collectively referred to as the "Parties".
1. License
Subject to the terms and conditions of this Agreement, Licensor grants User a revocable, limited, non-exclusive, non-transferable license, without the right to sublicense, to install the Traderstools software (the "Software") on User's computer system and to use the Software by this Agreement. User acknowledges that all rights not expressly granted under this Agreement are reserved by Licensor.
2. Third-party Content and Software
The Software may include third-party software components and technologies. Such third-party software may incorporate certain open-source software and code, subject to their respective licensing terms. The user is responsible for reviewing and complying with each applicable license. In case of any conflict between the terms of this Agreement and applicable third-party open-source licenses, the third-party licenses shall govern.
3. Distribution
User shall not copy, share, distribute, re-sell, offer for re-sale, transfer, or sublicense the use of the Software, any Related Materials, or the license granted herein, in whole or in part, unless otherwise authorized by Licensor in writing.
4. User Agreement
4.1 Use Restrictions: The user shall use the Software in compliance with all applicable laws and not for any unlawful purpose. User shall not assign, sublicense, sell, share, loan, rent, lease, borrow, network, or transfer the use of this Software, or allow others to do so.
4.2 Copyright Restriction: User acknowledges that all intellectual property rights arising from the Software and Related Materials are the exclusive property of Licensor and/or its licensors. User shall not take any action to jeopardize, limit, or interfere with Licensor's intellectual property rights.
4.3 Limitation of Liability & Indemnification: User agrees to indemnify, hold harmless, and defend the Licensor against any claims resulting from User's use of the Software. The licensor's liability is limited to the amount paid by the User for the Software.
4.4 Disclaimer and Warranties: The Software is provided "as is." Licensor makes no warranties, expressed or implied, and disclaims all implied warranties. Licensor does not guarantee uninterrupted or error-free operation of the Software.
4.5 Governing Law: This Agreement is governed by the laws of the Province of British Columbia, Canada. Jurisdiction and venue for any disputes are in the courts of Kamloops, British Columbia.
4.6 Term and Termination: This Agreement is effective upon Software installation and continues until terminated by either party. Termination by the User is effective immediately. Indemnification and limitations of liability survive termination.
4.7 Equitable Relief: The Software is provided "as is." Licensor makes no warranties, expressed or implied, and disclaims all implied warranties. Licensor does not guarantee uninterrupted or error-free operation of the Software.
4.8 No Waiver: No waiver of any provision of this Agreement is effective unless in writing and signed by the Licensor. Failure to enforce any provision does not waive Licensor's rights.
5. Saved Password Security
The Software includes encryption technology for protecting User's information. The user is responsible for password security and agrees to create and safeguard an emergency kit for password recovery.
6. Consent to Use of Data
User agrees that Licensor may collect and use information transmitted through the Software for improving the Software and providing notices. Licensor's Privacy Policy applies.
7. Advertisements
The Software may display advertisements. The licensor is not responsible for third-party content, and third-party terms apply to recommended software.
8. Third-Party Software Applications and Extensions
The Software may display advertisements. The licensor is not responsible for third-party content, and third-party terms apply to recommended software.
9. Changes to Terms
The Licensor may change this Agreement's terms at its discretion. The user's continued use of the Software after such changes constitutes acceptance of the updated terms.