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Data Processing Software – Terms of Use

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PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE INSTALLING OR DOWNLOADING THE SIMSVIEW™ OR EMVIEW™ SOFTWARE. BY CLICKING “I AGREE” ON THE BUTTON BELOW, YOU SIGNIFY YOUR AGREEMENT TO THESE TERMS OF USE, WHICH CONSTITUTE A BINDING LEGAL AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS OF USE, CLICK “CANCEL” AND DO NOT DOWNLOAD OR INSTALL SIMSVIEW™ OR EMVIEW™ SOFTWARE.

IF YOU WISH TO PRINT OUT A COPY OF THESE TERMS, THEY CAN BE ACCESSED AT THE www.eag.com WEBSITE OR IN THE ELECTRONIC MANUAL ACCOMPANYING THE SIMSVIEW™ OR EMVIEW™ SOFTWARE.

WE RESERVE THE RIGHT, AT OUR DISCRETION, TO CHANGE, MODIFY, ADD, OR REMOVE PORTIONS OF THESE TERMS AT ANY TIME. PLEASE CHECK THESE TERMS ON THE www.eag.com WEBSITE PERIODICALLY FOR CHANGES. YOUR CONTINUED USE OF THE SIMSVIEW™ OR EMVIEW™ SOFTWARE FOLLOWING THE POSTING OF CHANGES TO THESE TERMS WILL MEAN YOU ACCEPT THOSE CHANGES

TERMS OF USE

General. All software, documentation and any content accessed through the software you are about to download or install, including any future updates or enhancements thereto (collectively, “SIMSview™”, “EMview™” or the “Software”) are protected by United States and international laws, including copyright laws and treaties. EAG Laboratories, EAG, Inc., its affiliates, and licensors (collectively, “EAG” or “we”, “us” or “our”) own all right, title and interest to the SIMSview™ or EMview™ Software. Except for the specific rights licensed to you hereunder, EAG reserves all of its rights to the Software.
Title Not Transferred. These terms do not transfer title to the Software to you. EAG and its licensors retain full and complete title to the Software, and all intellectual property rights therein. The rights granted herein are limited to the right to use certain of EAG and its licensors’ rights and do not include any other patents or other intellectual property rights. As between you and EAG, you own the medium on which you record the Software (e.g., you own the hard drive on your computer). “EAG, Inc.” “EAG Laboratories” and “EAG” names and related logo, and the SIMSview™ or EMview™ product name associated with the Software are trademarks or service marks of EAG, and no right or license is granted here to use them.
License and Restrictions. EAG hereby grants you, free of charge, a non-exclusive license to install and use one copy of the Software on a single computer (or one copy on each computer you use) for internal non-commercial (i.e. non-revenue generating) business use within the United States and its territories, possessions, and protectorates, and (subject to the further restrictions set forth below) in countries outside the United States other than countries as to which the United States maintains an embargo (collectively, “Embargoed Countries”). Any transfer to or use in an Embargoed Country or a national or resident thereof, or any person or entity on the U.S. Department of Treasury’s List of Specially Designated Nationals or the U.S. Department of Commerce’s Table of Denial Orders (collectively, “Designated Nationals”) is expressly prohibited. You may not (and you agree not to permit another person to): (i) redistribute, sell or otherwise copy the Software; (ii) modify, translate or create derivative works based on the Software; (iii) attempt to decompile, reverse engineer, disassemble or otherwise reduce the Software to a human-readable form, except to the extent applicable laws specifically prohibit such restriction; (iv) build a competitive product or service, (v) build a product using similar ideas, features, functions or graphics of the Software, or (vi) copy any ideas, features, functions or graphics embodied in the Software, (vi) remove any identification, copyright or other proprietary notices; or (viii) create software that incorporates the Software. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE CONTENT OR SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION OUTSIDE OF YOUR ORGANIZATION IS EXPRESSLY PROHIBITED. You acknowledge that the Software is not intended for use in connection with any high risk or strict liability activity and EAG makes no warranty and shall have no liability in connection with the use of the Software in any such situations.
No Warranty of Any Kind. THE SOFTWARE (INCLUDING, WITHOUT LIMITATION, ANY CONTENT) IS PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED, OR STATUTORY. ALTHOUGH EAG MAY FROM TIME TO TIME PROVIDE UPDATES AND ENHANCEMENTS TO THE SOFTWARE IT MAKES NO REPRESENTATION OR WARRANTY THAT IT WILL EVER DO SO OR THAT IT WILL PROVIDE SUPPORT FOR THE SOFTWARE OR ITS USAGE AT ANY TIME.TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, EAG DISCLAIMS ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE. WE DO NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS, THAT YOUR ACCESS OR OPERATION OF THE SOFTWARE OR ANY CONTENT ACCESSIBLE THROUGH THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE EAG WEBSITE OR THE OTHER SITES OF EAG (OR ANY SERVERS THAT MAKE SUCH MATERIALS AVAILABLE) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SOFTWARE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE, OR THAT THE USE OF THE SOFTWARE WILL NOT ADVERSELY AFFECT YOUR OR ANY OTHER PERSON’S USE OF THE COMPUTER(S) ON WHICH THE SOFTWARE IS DOWNLOADED OR INSTALLED OR THE NETWORK OF WHICH SUCH COMPUTER(S) ARE A PART.NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY EAG OR AN AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY OF ANY KIND. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF EXPRESS OR IMPLIED WARRANTIES, SO CERTAIN OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS WHICH VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.
Representations and Warranties. Each party represents and warrants that it has the legal power and authority to enter into this agreement. You represent and warrant that you have not falsely identified yourself nor provided any false information to gain access to the Software, and that your contact information is correct.
Indemnification. You hereby agree to indemnify, defend, and hold us and our affiliates and our officers, directors, owners, agents, information providers, affiliates, licensors, and licensees (collectively, the “Indemnified Parties”) harmless from and against any and all liabilities and costs (including reasonable attorneys’ fees) incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of this agreement. You shall use your best efforts to cooperate with us in the defense of any claim. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.
Limitation on Liability. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL WE BE LIABLE FOR ANY PERSONAL INJURY OR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, OR BUSINESS INTERRUPTION UNDER ANY LEGAL THEORY (TORT, CONTRACT OR OTHERWISE), THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE SOFTWARE OR MATERIALS OR FUNCTIONS AVAILABLE THROUGH THE SOFTWARE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SOFTWARE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SOFTWARE. WITHOUT LIMITING THE FOREGOING, IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT [INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE], OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU TO EAG, IF ANY, FOR ACCESSING THE SOFTWARE OR $50, WHICHEVER IS LESS.The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.
Jurisdiction. Unless otherwise expressly specified, the Software is presented solely for the purpose of post-processing data taken from secondary ion mass spectrometry instruments in the United States and its territories, possessions, and protectorates, and in countries outside the United States that are not Embargoed Countries. EAG makes no representation that the Software is appropriate or available for use in any particular location. Those who choose to use the Software do so on their own initiative and are responsible for compliance with all United States and foreign import and export laws as well as all local laws, if and to the extent local laws are applicable.
Termination. These terms of use are effective until terminated by either party. You may terminate these terms of use at any time by discontinuing use of the Software, erasing the Software from all computer memories and storage devices within your possession or control, and destroying all materials obtained from the Software and all related documentation and all copies and installations thereof, whether made under these terms or otherwise. We reserve the right, in our sole discretion, to terminate your (or any group of users’) access to any or all of the Software and the related services or any portion thereof at any time, without notice. Upon termination, you must cease use of the Software, erase the Software from all computer memories and storage devices within your possession or control, and destroy all materials obtained in connection with the Software and all related documentation and all copies and installations thereof, whether made under these terms or otherwise.
Export Law Assurances. You agree not to use or otherwise export or re-export the Software except as authorized by United States law and the laws of the jurisdiction in which the Software was obtained. Without limiting the foregoing, you agree not to transfer or otherwise export or re-export the Software to any Embargoed Country, or to or by a national or resident thereof, or to any Designated Nationals. The lists of Embargoed Countries and Designated Nationals are subject to change without notice. By installing the Software, you represent and warrant that you are not located in, under control of, or a national or resident of any such country or on any such list.
Website Usage Agreement. Please read the Website Usage Agreement for www.eag.com (currently at https://www.eag.com/legal/), which is incorporated herein by this reference, before using this web site. By using this web site, you signify your agreement to the Website Usage Agreement. If you do not agree to the Website Usage Agreement, please do not use this web site. We reserve the right, at our discretion, to change, modify, add, or remove portions of the Website Usage Agreement at any time. Please check these terms periodically for changes. Your continued use of this site following the posting of changes to the Website Usage Agreement will mean you accept those changes.
Assignment. You may not assign this agreement without the prior written approval of EAG. EAG may assign this agreement without your consent to a parent, subsidiary or other affiliate of EAG, or in connection with any merger or acquisition to which EAG is a party. Any attempted assignment in violation of this section will be void.
Entire Agreement. These terms shall be governed by and construed in accordance with the laws of the State of California, without giving effect to any principles of conflicts of law. You agree that any action at law or in equity arising out of or relating to these terms shall be filed only in the state or federal courts located in Santa Clara County, California, and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. If any provision of this agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) will be construed, as nearly as possible, to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect. This is the entire agreement between us relating to the subject matter herein and shall not be modified except in writing, signed by both parties. No provisions of any purchase order, preprinted form or document will add to or vary the terms and conditions of this agreement. No joint venture, partnership, employment, or agency relationship exists between you and EAG as a result of this agreement or use of the Software. The failure of EAG to enforce any right or provision in this agreement will not constitute a waiver of such right or provision unless acknowledged and agreed to by EAG in writing.

Questions or Additional Information

If you have questions regarding these terms of use or the agreement created hereby or wish to obtain additional information regarding the Software please complete the form below to have an EAG expert contact you.