PAM WAYFINDING, INC. END-USER LICENCE AGREEMENT
Date: 10th September 2020
This End-User Licence Agreement (“EULA”) is a legal agreement between you, the end-user (“You” and “Your”) and PAM Wayfinding, Inc. (“PAM”, “We”, “Us” and “Our”) in relation to Your use of the wayfinding solution known as PAM (“Licensed Software”) and any other information or content that PAM Wayfinding, Inc. has made available to you through or in connection with the Licensed Software (“Content”).
BY ACCESSING AND USING THE LICENSED SOFTWARE AND CONTENT, YOU ACKNOWLEDGE THAT YOU HAVE READ AND AGREE TO BE BOUND BY THE TERMS OF THIS EULA. IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, DO NOT USE OR ACCESS THE LICENSED SOFTWARE OR CONTENT.
Any rights not expressly granted to You under this EULA are retained by Us, our affiliates or licensors. Use of the Licensed Software or Content for any purpose other than as expressly permitted in this EULA is prohibited, and may result in severe civil and criminal penalties.
1. GRANT OF LICENCE. Subject to your compliance with the terms of this EULA, We grant to You a non-exclusive, non-transferable licence to use the Licensed Software and to access all Content made available to you through or in connection with the Licensed Software for your own internal, non-commercial purposes.
2. INTELLECTUAL PROPERTY RIGHTS. We retain all right, title and interest in and to the Licensed Software (including all intellectual property rights therein) and any copies of the Licensed Software are owned by Us. We may use third party software or services in providing the Licensed Software and all such right, title and interest (including all intellectual property rights) in and to that software or those services is owned by those third parties. All rights not expressly granted to you under this EULA are reserved by Us, our affiliates or licensors. In particular, this EULA does not grant you any rights in connection with any of our trademarks or service marks, or those of our affiliates and licensors.
3. TERMINATION. Without prejudice to any other rights, We may terminate this EULA if You fail to comply with any terms and conditions of this EULA. Upon termination Your rights under this EULA will cease, including rights of access to the Licensed Software, and you must destroy all copies of the Licensed Software.
4. RESTRICTIONS ON USE. You will not:
(a) use any robot, spider, site search or retrieval application to retrieve or index any portion of the Licensed Software or Content, or export, extract, or otherwise scrape Content made available through the Licensed Software for use outside of the Licensed Software;
(b) sell, resell, license, rent, lease, lend, or otherwise transfer for value, the use of Licensed Software or Content or installation of the Licensed Software;
(c) reproduce, disclose, decompile, disassemble, reverse engineer or modify the Licensed Software, or be involved in using any of Our confidential information about the Licensed Software or Content, or any other proprietary rights of PAM, its affiliates or licensors in the development or commercialization of any product or service which competes with the Licensed Software (or any aspect thereof);
(d) remove, alter or obscure any proprietary notice or warning notice or link (including any notice of copyright or trademark) of PAM, its affiliates or licensors;
(e) interfere in any manner with the Licensed Software or Content or the use of the Licensed Software or Content by any other user, including by uploading any virus, worm, Trojan horse, Easter egg, time bomb, spyware, or other computer code, file or program that is potentially harmful or invasive, or may or is intended to damage or hijack the operation of, or to monitor the use of any hardware, software or equipment;
(f) breach any applicable laws in the jurisdiction in which You access the Licensed Software in connection with the use of the Licensed Software and Content, including using the Licensed Software or Content to defame, abuse, harass or threaten any other person; or
(g) permit, encourage or take any action to facilitate any person to do any of the foregoing.
5. YOUR CONDUCT WHILE USING THE LICENSED SOFTWARE. You acknowledge and agree that you are solely responsible for your own conduct and safety while using the Licensed Software and Content, and for any injury, liability or damage arising out of or in connection with such use. In particular, you agree that you will at all times exercise the level of care, diligence and skill that a reasonable person would exercise in following the directions, or interpreting the information, made available to You through your use of the Licensed Software and Content to respond to variables including weather conditions, construction works, hazards and other events which may result in differences between real world conditions and the planned routes generated through your use of the Licensed Software and Content.
5. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY. THE LICENSED SOFTWARE IS PROVIDED “AS IS” AND WE DO NOT REPRESENT YOUR USE OF THE LICENSED SOFTWARE WILL MEET YOUR REQUIREMENTS, BE SECURE, TIMELY, AVAILABLE, UNINTERRUPTED, BUG-FREE OR ERROR-FREE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE AND OUR AFFILIATES AND LICENSORS DISCLAIM ALL WARRANTIES IN CONNECTION WITH THE LICENSED SOFTWARE AND CONTENT, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. TO THE MAXIMUM EXTENT PERMITTED BY LAW NEITHER US NOR OUR AFFILIATES OR LICENSORS WILL BE LIABLE FOR ANY DAMAGE OR LOSS ARISING OUT OF YOUR USE OF THE LICENSED SOFTWARE OR CONTENT INCLUDING FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, DATA OR PROFITS, OR BUSINESS INTERRUPTION), WHETHER FROM BREACH OF AGREEMENT, STATUTE OR TORT (INCLUDING NEGLIGENCE) AND WHETHER OR NOT A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
9. MISCELLANEOUS. This EULA, and any disputes arising out of or in connection with this EULA, shall be governed by and construed in accordance with the laws of the State of California, United States of America without regard to any conflict of laws rules. Each party unconditionally submits to the non-exclusive jurisdiction of the courts located in the Northern District of California, United States of America to adjudicate any disputes arising out of or in connection with this Agreement. In the event that this EULA conflicts with any law under which any provision may be held invalid by a court with jurisdiction over the parties, such provision will be interpreted to reflect the original intentions of the parties in accordance with applicable law, and the remainder of this EULA will remain valid and intact. The failure of either party to assert any right under this EULA shall not be considered a waiver of any that party’s right and that right will remain in full force and effect. You agree that without regard to any statue or contrary law that any claim or cause arising out of the use of this Software must be filed within one (1) year after such claim or cause arose or the claim shall be forever barred.
Should you have any questions concerning this EULA, or if you desire to contact PAM Wayfinding, Inc. for any reason, please contact Us at: firstname.lastname@example.org attention “Customer Support Manager”.