SOFTWARE EVALUATION AGREEMENT
Copyright (c) 2001-2008 Ruslan R. Fazliev <rrf@rrf.ru>
All rights reserved.
THIS AGREEMENT EXPRESSES THE TERMS AND CONDITIONS ON WHICH YOU
MAY USE EVALUATION VERSION OF X-CART SOFTWARE AND ASSOCIATED
DOCUMENTATION THAT RUSLAN R. FAZLIEV (hereinafter referred
to as "THE AUTHOR") IS FURNISHING OR MAKING AVAILABLE TO YOU
WITH THIS AGREEMENT (COLLECTIVELY, THE "SOFTWARE"). PLEASE
REVIEW THE FOLLOWING TERMS AND CONDITIONS OF THIS EVALUATION
AGREEMENT CAREFULLY BEFORE INSTALLING OR USING THE SOFTWARE.
BY INSTALLING, COPYING OR OTHERWISE USING THE SOFTWARE, YOU AND
YOUR COMPANY (COLLECTIVELY, <EVALUATOR") ARE ACCEPTING AND
AGREEING TO THE TERMS OF THIS EVALUATION AGREEMENT. IF YOU
ARE NOT WILLING TO BE BOUND BY THIS AGREEMENT, DO NOTINSTALL OR
USE THE SOFTWARE.
VARIOUS COPYRIGHTS AND OTHER INTELLECTUAL PROPERTY RIGHTS
PROTECT THE SOFTWARE. THIS AGREEMENT IS AN EVALUATION AGREEMENT
THAT GIVES YOU LIMITED RIGHTS TO USE THE SOFTWARE AND NOT AN
AGREEMENT FOR SALE OR FOR TRANSFER OF TITLE. THE AUTHOR RETAINS
ALL RIGHTS NOT EXPRESSLY GRANTED BY THIS AGREEMENT.
Author desires to provide the Software, to Evaluator for its
evaluation purposes for the 30 days evaluation period from the
date that Evaluator downloads the Software (the "Evaluation
Period"). Evaluator desires to perform an internal evaluation of
the Software for potential use in connection with Evaluator's
business (the "Evaluation").
1. GRANT. Subject to the terms and conditions of this
Agreement, Author hereby grants Evaluator 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.
2. LIMITATION ON RIGHTS. Licensee has no right to transfer,
sublicense or otherwise distribute the Software to any third
party or to use the Software except to perform the Evaluation.
Licensee may not (a) modify the code of the Software nor permit
any third party to do so; (b) copy the Software, except for a
reasonable number of backup copies; or (c) use the Software in a
production or development basis or in any manner to provide
service bureau, commercial time-sharing, rental or other
computer services to third parties. Licensee acknowledges that
the Software contains trade secrets and, in order to protect
such trade secrets, Licensee agrees not to disassemble,
decompile or reverse engineer the Software.
3. TERM AND TERMINATION. This Agreement, and all rights granted
to Evaluator hereunder, shall terminate (i) automatically
without notice upon the expiration of the Evaluation Period, or
upon Evaluator's breach of any provision of this Agreement; or
(ii) immediately upon Author providing written notice to
Evaluator. Upon any termination or expiration of this Agreement,
and provided that Licensee has not purchased a license to the
Software, Evaluator shall destroy all copies of the Software. If
Evaluator has not purchased a license to the Software as of the
expiration of the Evaluation Period, the Software shall cease to
function, and Evaluator may lose access to data made with, or
stored on, the Software.
4. TITLE. Title to the Software and all proprietary rights
therein shall be and remain the sole and exclusive property of
Author.
5. NON-DISCLOSURE OF CONFIDENTIAL INFORMATION. Evaluator
understands and agrees that the Software contains confidential
and trade secret information of Author and its licensors and
suppliers ("Confidential Information"), and may be the subject
of one or more patents and/or patent applications, now or in the
future. Evaluator agrees to maintain the Confidential
Information in strict confidence. Evaluator shall ensure that no
unauthorized persons shall have access to the Software.
Evaluator further agrees that the terms of this paragraph shall
continue in full force and effect irrespective of the expiration
or termination of this Agreement. Confidential Information shall
not include that information which (i) becomes part of the
public domain through no breach by Evaluator; (ii) is
independently developed by Evaluator; or (iii) is rightfully
disclosed by a third party to Evaluator.
6. NO WARRANTY. THE SOFTWARE IS BEING SUPPLIED ON AN "AS IS"
BASIS WITHOUT WARRANTY OF ANY KIND. AUTHOR MAKES NO WARRANTIES
REGARDING THE SOFTWARE, EXPRESS OR IMPLIED, INCLUDING BUT NOT
LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS
FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.
7. EXCLUSION OF DAMAGES. IN NO EVENT WILL AUTHOR BE LIABLE TO
EVALUATOR 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.
The Initial Developer of the Original Code is Ruslan R. Fazliev
Portions created by Ruslan R. Fazliev are Copyright (C) 2001-2005
Ruslan R. Fazliev. All Rights Reserved.
