MAESTRO SOFTWARE DEMONSTRATION SOFTWARE LICENSE AGREEMENT
MAEstro Software ("Company") is willing to license the enclosed software (the "Software") to you only on the condition that you accept all of the terms and conditions of this Agreement. Please read these terms and conditions carefully before using the Software, as use of the Software will indicate your agreement to these terms and conditions. If you do not agree to these terms, then Company is unwilling to license the Software to you, in which event you refrain from using the Software.
LICENSE
You may use the Software for evaluation and trial use purposes only. You may copy the Software only for backup purposes, provided that you reproduce all copyright and other proprietary notices that are on the original copy of the Software provided to you. You may transfer the Software and all rights under this Agreement to another party together with a copy of this Agreement if the other party agrees to accept the terms of this Agreement. If you transfer the Software, you must at the same time either transfer all copies whether in printed or machine-readable form to the same party or destroy any copies not transferred.
While Company intends to distribute a commercial release of the Software, Company reserves the right at any time not to release a commercial release of the Software or, if released, to alter prices, features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics of the commercial release.
RESTRICTIONS
You may not use, copy, modify, or transfer the Software, or any copy, in whole or in part, except as expressly provided for in this Agreement. You may not disassemble or decompile the Software. Any attempt to transfer any of the rights, duties, or obligations hereunder except as expressly provided for in this Agreement is void. You may not rent, lease, loan, resell for profit, distribute, or network the Software.
WARRANTY
Company expressly disclaims all warranties, including the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. No oral or written information or advice given by Company, its employees, distributors, dealers, or agents shall increase the scope of the above warranties or create any new warranties.
GOVERNMENT LICENSEE
If you are acquiring the Software on behalf of any unit or agency of the United States Government, this provision applies. The Government acknowledges Company's representation that the Software and its documentation were developed at private expense and no part of them is in the public domain. The Government acknowledges Company's representation that the Software is "Restricted Computer Software" as that term is defined in Clause 52.227-19 of the Federal Acquisition Regulations (FAR) and is "Commercial Computer Software" as that term is defined in Subpart 227.401 of the Department of Defense Federal Acquisition Regulation Supplement (DFARS). The Government agrees that:
(1) if the Software is supplied to the Department of Defense (DoD), the Software is classified as "Commercial Computer Software" and the Government is acquiring only "restricted rights" in the Software and its documentation as that term is defined in Clause 252.227-7013(c)(1) of the DFARS, and
(2) if the Software is supplied to any unit or agency of the United States Government other than DoD, the Government's rights in the Software and its documentation will be as defined in Clause 52.227-19(c)(2) of the FAR.
RESTRICTED RIGHTS LEGEND
Use, duplication, or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software -- Restricted Rights clause at 48 CFR 52.227-19, as applicable. MAEstro Software, 3453 Baywood Terrace, Suite 105, Fremont, CA 94536-7419.
EXPORT LAW ASSURANCES
You acknowledge and agree that the Software is subject to restrictions and controls imposed by the United States Export Administration Act (the "Act") and the regulations thereunder. You agree and certify that neither the Software nor any direct product thereof is being or will be acquired, shipped, transferred, or reexported, directly or indirectly, into any country prohibited by the Act and the regulations thereunder or will be used for any purpose prohibited by the same.
GENERAL
This Agreement will be governed by the laws of the State of California, except for that body of law dealing with conflicts of law. If any provision of this Agreement is held to be unenforceable, that provision will be removed and the remaining provisions will remain in full force. This Agreement is the complete and exclusive statement of the agreement between us which supersedes any proposal or prior agreement, oral or written, and any other communications between us in relation to the subject matter of this Agreement.
If you have any questions concerning this Agreement, you may contact
Company by writing to:
MAEstro Software
3453 Baywood Terrace, Suite
105
Fremont, CA
94536-7419
You acknowledge that you have read this Agreement, understand it, and agree to be bound by its terms and conditions.
The Software and the accompanying user documentation are protected by United States Copyright law and international treaty. Unauthorized reproduction or distribution is subject to civil and criminal penalties.