END-USER LICENSE AGREEMENT
PERINOTE © ® Patent US8935254, Pat.Pend., THE “SOFTWARE PRODUCT”
Revised 1 Jan 2013
IMPORTANT: PLEASE READ THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT CAREFULLY BEFORE CONTINUING WITH USE OF THIS PROGRAM. BYCLIKING ON THE “ACCEPT” BUTTON, OR BY COPYING, RUNNING, OR OTHERWISE CONTINUING TO USE THE SOFTWARE PRODUCT, YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE AGREEMENT, PLEASE CLICK THE “CANCEL” BUTTON, UNINSTALL THE SOFTWARE PRODUCT AND DO NOT RUN, COPY, OR OTHERWISE USE THE SOFTWARE PRODUCT.
Perinote LLC's End-User License Agreement (“EULA”) is a legal agreement between you and Perinote LLC, located at 417 Prospect Street, Seattle, WA 98109, USA, for the Perinote LLC's software product which may include associated software components, media, printed materials, and “online” or electronic documentation (“SOFTWARE PRODUCT”). By keeping the SOFTWARE PRODUCT installed, copying, or otherwise using the SOFTWARE PRODUCT, you agree to be bound by the terms of this EULA. “You“ means either you acting as an individual or as an authorized representative of any organization for which you are using the SOFTWARE PRODUCT. If you are agreeing to be bound by this EULA on behalf of your employer or other entity, you represent and warrant that you have full legal authority to bind your employer or such entity to this EULA. If you do not have the requisite authority, you may not accept this EULA or use the SOFTWARE PRODUCT on behalf of your employer or other entity.
1. LICENSE GRANT
The SOFTWARE PRODUCT is licensed as follows:
(a) Installation and Use. Perinote LLC grants you the royalty free, non exclusive, non transferable right to install and use one copy of the SOFTWARE PRODUCT on your computer running a validly licensed copy of the operating system for which the SOFTWARE PRODUCT was designed.
(b) Backup Copies. You may also make copies of the SOFTWARE PRODUCT as may be necessary for backup and archival purposes.
(c) Support Services. Perinote LLC may provide you with support services related to the SOFTWARE PRODUCT (“Support Services”). Any supplemental software code provided to you as part of the Support Services shall be considered part of the SOFTWARE PRODUCT and subject to the terms and conditions of this EULA.
You may not do any of the following yourself, or through any third party, and you may not permit any third party to do any of the following: (a) copy the SOFTWARE PRODUCT, except as expressly set forth in Article 1 above; (b) modify or create derivative works based upon the SOFTWARE PRODUCT; (c) decompile, disassemble, or reverse engineer the SOFTWARE PRODUCT in whole or in part; (d) defeat, disable, or circumvent any protection mechanism related to the SOFTWARE PRODUCT; (e) sell, license, sublicense, lease, or rent to any third party, whether for profit or without charge, any portion of the SOFTWARE PRODUCT, or distribute the SOFTWARE PRODUCT on any media; (f) make the SOFTWARE PRODUCT accessible to the public or third parties, whether over networks, electronic bulletin boards, websites, or otherwise or allow any third party to use the SOFWARE PRODUCT except for purpose of your internal business; (g) remove or alter any copyright, trademark, or patent notices on any and all copies of the SOFTWARE PRODUCT ; or (h) export, re-export, download, or otherwise use the SOFTWARE PRODUCT in violation of any laws or regulations, including the export laws of the United States and any applicable laws.
Without prejudice to any other rights, Perinote LLC may terminate this EULA if you fail to comply with the terms and conditions of this EULA. In such event, you must destroy all copies of the SOFTWARE PRODUCT in your possession.
4. TITLE AND OWNERSHIP
(a) Title to the SOFTWARE PRODUCT. The SOFTWARE PRODUCT is protected by United States patent, trademark, and copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The SOFTWARE PRODUCT is licensed, not sold. Except for the rights expressly granted to you below, this EULA transfers to you no right, title, or interest in the SOFTWARE PRODUCT, or any copyright, patent, trademark, trade secret, or other intellectual property or proprietary rights in the SOFTWARE PRODUCT. All rights not expressly granted are reserved by Perinote LLC.
(b) Title to modifications. Perinote LLC retains sole and exclusive title to all portions of the SOFTWARE PRODUCT and any copies thereof, and you hereby assign to Perinote LLC all right, title, and interest in and to any modifications you make to the SOFTWARE PRODUCT, whether or not such modifications are permitted.
(c) Title to content. All title and intellectual property rights in and to the content which may be accessed through use of the SOFTWARE PRODUCT is the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. This EULA grants you no rights to use such content.
5. NO WARRANTIES
PERINOTE LLC EXPRESSLY DISCLAIMS ANY WARRANTY FOR THE SOFTWARE PRODUCT. THE SOFTWARE PRODUCT IS PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. PERINOTE LLC DOES NOT WARRANT OR ASSUME RESPONSIBILITY FOR THE ACCURACY OR COMPLETENESS OF ANY INFORMATION, TEXT, GRAPHICS, LINKS OR OTHER ITEMS CONTAINED WITHIN THE SOFTWARE PRODUCT. PERINOTE LLC MAKES NO WARRANTIES RESPECTING ANY HARM THAT MAY BE CAUSED BY THE TRANSMISSION OF A COMPUTER VIRUS, WORM, TIME BOMB, LOGIC BOMB, OR OTHER SUCH COMPUTER PROGRAM. PERINOTE LLC FURTHER EXPRESSLY DISCLAIMS ANY WARRANTY OR REPRESENTATION TO AUTHORIZED USERS OR TO ANY THIRD PARTY.
The SOFTWARE PRODUCT may be provided with third party software or otherwise in association with third party software. Use of any such party software will be governed by the applicable license agreement with such third party. PERINOTE LLC IS NOT RESPONSIBLE AND WILL HAVE NO LIABILITY OF ANY KIND FOR YOUR USE OF SUCH THIRD PARTY SOFTWARE AND MAKES NO WARRANTY OF ANY KIND WITH RESPECT TO SUCH THIRD PARTY SOFTWARE.
6. LIMITATION OF LIABILITY
IN NO EVENT SHALL PERINOTE LLC BE LIABLE FOR ANY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, BUSINESS INTERRUPTION, OR LOST INFORMATION) RISING OUT OF “AUTHORIZED USERS” USE OF OR INABILITY TO USE THE SOFTWARE PRODUCT, EVEN IF PERINOTE LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PERINOTE LLC BE LIABLE FOR LOSS OF DATA OR FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL (INCLUDING LOST PROFIT), OR OTHER DAMAGES BASED IN CONTRACT, TORT OR OTHERWISE. PERINOTE LLC SHALL HAVE NO LIABILITY WITH RESPECT TO THE CONTENT OF THE SOFTWARE PRODUCT OR ANY PART THEREOF, INCLUDING BUT NOT LIMITED TO ERRORS OR OMISSIONS CONTAINED THEREIN, LIBEL, INFRINGEMENTS OF RIGHTS OF PUBLICITY, PRIVACY, TRADEMARK RIGHTS, BUSINESS INTERRUPTION, PERSONAL INJURY, LOSS OF PRIVACY, MORAL RIGHTS, OR THE DISCLOSURE OF CONFIDENTIAL INFORMATION.
You agree to defend, indemnify and hold harmless Perinote LLC, its directors, officers, employees, and agents from and against any and all claims, actions, suits, or proceedings, as well as any and all losses, liabilities, damages, costs, and expenses (including reasonable attorneys fees) arising out of or accruing from: (a) any non compliance by you with this EULA; or (b) your use of the SOFTWARE PRODUCT that infringes on any intellectual property of any person, or defame any person, or violates their right of publicity or privacy
8. APPLICABLE LAWS AND SEVERABILITY
(a) Laws and Jurisdiction. This EULA will be governed by the laws of the United States and by the laws of the State of Washington, without regard to their provisions on conflicts of laws. This EULA will not be governed by the United Nations Convention on Contracts for the Sale of Goods, the application of which is expressly excluded. You irrevocably submit to the jurisdiction of the state and federal courts sitting in Seattle, WA, USA, and any action or proceeding arising out of this EULA will be heard and determined in such court. Notwithstanding the preceding, you agree that Perinote LLC shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
(b) Severability. If for any reason a court of competent jurisdiction finds any provision or portion thereof, to be unenforceable, such provision will be interpreted in order to give effect to such provision to the maximum extent permitted by law, and the remainder of this EULA will continue in full force and effect.
In order to continually innovate and improve the SOFTWARE PRODUCT, Perinote LLC may collect data from your use of the SOFTWARE PRODUCT including but not limited to log files of recorded actions and data useful for identifying and fixing defects in the SOFTWARE PRODUCT. Before any of this information is collected, Perinote LLC will notify you and seek your consent. If you withhold consent, the information will not be collected. Any information collected by Perinote LLC for the purpose of identifying and fixing defects shall be kept confidential and kept for as minimal of time as needed and destroyed immediately thereafter. Perinote LLC may also collect data through Google, per the agreement you made with Google before downloading anything from the Android Play Store.
10. COMPLETE AGREEMENT
This EULA represents the entire agreement concerning the SOFTWARE PRODUCT between you and Perinote LLC and it supersedes any prior proposal, representation, or understanding between the parties. No amendment or modification to this EULA will be binding unless in writing and signed by Perinote LLC.
11. CHANGES TO THE EULA
As Perinote LLC distributes new versions of the SOFTWARE PRODUCT a new EULA may be made available.
BY CLIKING ON THE “ACCEPT” BUTTON, OR BY KEEPING THE SOFTWARE PRODUCT INSTALLED, COPYING, RUNNING, OR OTHERWISE CONTINUING TO USE THE SOFTWARE PRODUCT, YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE AGREEMENT, PLEASE CLICK THE “CANCEL” BUTTON, UNINSTALL THE SOFTWARE PRODUCT, AND DO NOT RUN, COPY, OR OTHERWISE USE THE SOFTWARE PRODUCT.