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ZOCALO TECH, INC.
EVALUATION SOFTWARE LICENSE AGREEMENT
THIS EVALUATION SOFTWARE IS LICENSED, NOT SOLD, AND AVAILABLE FOR USE ONLY UNDER THE TERMS OF THIS LICENSE AGREEMENT. PLEASE READ THIS LEGAL AGREEMENT CAREFULLY. ZOCALO TECH, INC. WILL ONLY LICENSE THE EVALUATION SOFTWARE PROVIDED WITH THIS AGREEMENT TO YOU IF YOU FIRST ACCEPT THE TERMS OF THIS AGREEMENT. REGARDLESS OF HOW YOU ACQUIRE THE EVALUATION SOFTWARE, USE OF THE EVALUATION SOFTWARE CONSTITUTES YOUR ACCEPTANCE OF THESE TERMS.
NOTICE: THE EVALUATION SOFTWARE CONTAINS CODE THAT PREVENTS ITS EXECUTION AFTER 14 DAYS. AT THE END OF THIS EVALUATION PERIOD, THE FULL CAPABILITY WILL BE INOPERATIVE. THE FRONT END SOFTWARE WILL CONTINUE TO OPERATE AND MAY BE USED AS DESIRED. FOR THE PURPOSE OF THIS DOCUMENT THE FRONT END SOFTWARE WILL BE REFERED TO AS THE “FREE SOFTWARE”
TO OBTAIN THE FULL SOFTWARE CAPABILIY BEYOND THE EVALUATION PERIOD, YOU MUST PURCHASE AN EXTENDED LICENSE AND EXECUTE A NEW LICENSE AGREEMENT THE TERMS AND CONDITIONS OF THAT LICENSE SUPERCEDES THE TERMS OF THIS EVALUATION LICENSE. ANY PROCESSING PERFORMED USING THE EVALUATION SOFTWARE MAY HAVE TO BE RE-PERFORMED TO REMAIN OPERATIONAL WITH THE PURCHASED SOFTWARE.
1. License Grant. Under this license, Zocalo Tech grants to you a personal, non-transferable, non-exclusive object code only license to use the copy of the object code version of the Evaluation Zazz software (the “Evaluation Software”) free of charge on a 14 day trial basis for internal evaluation purposes. The terms of this license apply to each copy you make. You may not use the Full Capability Evaluation Software for any commercial purpose. The Free Software may be used as desired.
2. Restrictions. Zocalo Tech and/or its suppliers own the Evaluation Software and Free Software, and is copyrighted and licensed, not sold. You may copy the Evaluation and Free Software for backup purposes only. You agree to reproduce the copyright notice and any other legend of ownership on each copy, or partial copy, of the Evaluation and Free Software. You agree that you will not attempt, and if you are a corporation, you will use your best efforts to prevent your employees and contractors from, or attempting to, reverse compile, modify, translate, or disassemble the Evaluation or Free Software in whole or in part. You also agree that you will not (i) use or copy the Evaluation or Free Software except as provided in this Agreement; (ii) modify or merge the Evaluation or Free Software; or (iii) sublicense or assign the license for the Evaluation Software.
3. Evaluation Duties. In return for this free license, you agree to provide feedback regarding your experience with the Evaluation and Free Software and report any problems discovered in the operation of the Software. You may document any such feedback and/or problems to Zocalo Tech by electronic mail or telephone. Zocalo Tech does not guarantee any response to technical inquiries, but may provide, at the sole discretion of Zocalo Tech, limited technical assistance during the term of this license agreement. You agree that any ideas, suggestions, modifications and the like provided by you will be the sole and exclusive property of Zocalo Tech with no obligations to you.
4. NO WARRANTY. YOU ACKNOWLEDGE AND AGREE THAT BECAUSE THE EVALUATION OR FREE SOFTWARE IS PROVIDED ON A LIMITED TRIAL BASIS AND/OR FREE OF CHARGE, THE SOFTWARE IS LICENSED “AS IS,” AND ZOCALO TECH DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE IS BORNE BY YOU. SHOULD THE SOFTWARE PROVE DEFECTIVE IN ANY RESPECT, YOU AND NOT ZOCALO TECH OR ITS SUPPLIERS ASSUME THE ENTIRE COST OF ANY SERVICE AND REPAIR. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS LICENSE AGREEMENT. NO USE OF THE SOFTWARE IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER. Some states or jurisdictions do not allow the exclusion of implied warranties or limitations on how long an implied warranty may last, so the above limitations may not apply to you. To the extent permissible, any implied warranties are limited to ninety (90) days. This warranty gives you specific legal rights. You may have other rights that vary from state to state or jurisdiction to jurisdiction.
4. No Liability for Consequential Damages. IN NO EVENT SHALL ZOCALO TECH BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING ANY LOST PROFITS, LOST SAVINGS, OR OTHER CONSEQUENTIAL, SPECIAL, INCIDENTAL OR INDIRECT DAMAGES OF ANY KIND ARISING OUT OF THE USE OF THE SOFTWARE, EVEN IF IT HAS BEEN ADVISED OF SUCH DAMAGES. IN NO EVENT WILL ZOCALO TECH INCUR LIABILITY FOR ANY CLAIM WHETHER IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY. THIS LIMITATION SHALL APPLY TO CLAIMS OF PERSONAL INJURY TO THE EXTENT PERMITTED BY LAW. This exclusion also applies to any of Zocalo Tech’s subcontractors, suppliers or program developers (collectively called “Suppliers”).
5. General.
You will ensure that anyone who uses the Software (accessed either locally or remotely) complies with the terms of this Agreement.
This agreement is effective for a term of 14 days on the for the Evaluation Software and 1 year for the Free Software unless earlier terminated by Zocalo Tech. Zocalo Tech may terminate this license immediately with or without cause. If Zocalo Tech does so, you must immediately destroy the Software and all copies you made of it.
Neither you nor Zocalo Tech is responsible for failure to fulfill any obligations due to causes beyond its control.
While Zocalo Tech intends to distribute a commercial release of the Evaluation Software, Zocalo Tech reserves the right at any time not to release a commercial release of the Evaluation Software or, if released, to alter prices, features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics of the commercial release. You will not export or re-export the Evaluation or Free Software without the appropriate United States and/or foreign government licenses.
United States copyright laws and international treaty provisions protect the Software. The United Nations Convention on Contracts for the International Sale of Goods is specifically disclaimed. The laws of the State of Texas, United States of America will govern this agreement, as they are applied to agreements between Texas residents entered into and to be performed entirely within Texas.
This is the entire agreement between you and Zocalo Tech, and supersedes any prior agreement, whether written or oral, relating to the subject matter of this agreement. This Agreement may be amended only by written agreement signed by both parties. No vendor, reseller or other person is authorized to modify this agreement or to make any warranty, representation or promise that is different than, or in addition to, the warranties provided in this license agreement.
Should you have any questions concerning this agreement, or if you desire to contact Zocalo Tech for any reason, please email Zocalo Tech at or call 512/981-8018.
Please provide your acceptance by clicking the Accept button under 14 day free evaluation.