Trial License Agreement
1. GRANT OF LICENSE
During the Term, Stratodesk Corporation (“Company”) hereby grants to Customer a revocable, non-exclusive, non-transferable, limited license solely for Customer, respectively Customer’s current employees to evaluate the Products subject to the terms and conditions specified herein. Customer shall not: (a) use the Products for commercial or live production purposes; (b) distribute or permit any third party to access or use the Products; or (c) decompile, modify, disassemble, reverse engineer or circumvent the time limitation mechanisms (if equipped with) or other restrictions in the Software. “Products” means the object-code version of the computer programs (“Software”) and any related documentation provided by Company to Customer.
Company and its licencors retain all title to and ownership rights in the Products and Confidential Information including, without limitation, all trademarks, service marks, patents, copyrights, trade secrets and other proprietary rights. Except as expressly provided for herein, no other rights to the Products are provided or granted hereunder.
“Confidential Information” means the Products and any other material or information of Company, in whatever form, that is provided or disclosed to Customer. Customer agrees to take all precautions necessary to safeguard the confidentiality of the Confidential Information. Customer shall not alter any notice placed on the Confidential Information. Customer shall not disclose the Confidential Information or any portion thereof to any third party. Customer acknowledges that any unauthorized use or disclosure of Confidential Information may cause irreparable harm to Company.
4. TERM AND TERMINATION
Unless specified otherwise, the “Term” shall be from the date of download until Customer is finished with evaluating the software or after one year, whatever comes first. This Agreement and license shall expire upon expiration of the Term. Upon expiration or termination of this Agreement, Customer immediately shall destroy or return to Company all Confidential Information. The provisions of Sections 2, 3, 4, 5 and 6 shall survive the expiration or termination of this Agreement.
5. WARRANTY DISCLAIMER; LIMITATION OF LIABILITY
THE PRODUCTS AND CONFIDENTIAL INFOR- MATION ARE PROVIDED “AS IS”. COMPANY EXPRESSLY DISCLAIMS ANY WARRANTIES OF ANY KIND, WHETHER STATUTORY, EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. NEITHER COMPANY NOR ITS LICENSORS SHALL BE LIABLE FOR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITA- TION, CONSEQUENTIAL, INDIRECT, SPECIAL, OR INCIDENTAL, OR DAMAGES FOR LOST PROFITS.
The laws of the State of California shall govern this Agreement. Any suit or proceeding relating to this Agreement shall be brought only in San Francisco, California. This Agreement constitutes the entire agreement between the parties as to the subject matter hereof and supersedes all prior and contemporaneous agreements. This Agreement may not be assigned or modified without the express written consent of Company. Further information on Product is available by viewing www.stratodesk.com or by contacting Company.