BOWDITCH SOFTWARE END USER LICENSE AGREEMENT (EULA) AND LIMITED WARRANTY
THIS LICENSE AGREEMENT (“Agreement”) is made between Bowditch Navigation, Inc., (“Company”) and each person and/or entity (and their respective employees, shareholders, insurers and agents) (collectively, "User") who uses, copies or downloads the software, data, services, or related systems accompanying this Agreement ("Software").
1. License Grant. Company grants User a non-exclusive, non-transferable limited license to use one copy of the Software. "Software" includes all software upgrades, data and associated materials provided by Company to User now or in the future in connection with the Software.
2. Ownership; Restrictions. The source code, design, and structure of the Software are trade secrets. You will not disassemble, decompile, or reverse engineer it, in whole or in part, except to the extent expressly permitted by law, or distribute it. You will not use the Software for illegal purposes. You will comply with all export laws. The Software is licensed, not sold.
3. U.S. Government Restricted Rights; Export Requirements. The Software and documentation have been developed entirely at private expense and are provided as "Commercial Computer Software," any use of which by or on behalf of the U.S. Government is subject to further restrictions. User may not export or re-export the Software.
4. Termination. Company may terminate User's license upon notice for failure to comply with any of these License Terms. Unless terminated as provided above, this Agreement shall continue perpetually. Sections 2-8 (inclusive) shall survive any termination of this Agreement.
5. Limited Warranty. Company warrants to User that for a period of one (1) year from the date of the purchase or otherwise while User is current in remitting annual software maintenance fees that the Software will execute its programming instructions. Company does not warrant that the operation of the Software will be uninterrupted or error free. In the event that the Software fails to execute its programming instructions during the warranty period, User's remedy shall be a pro-rated refund of the remaining term or repair. This warranty shall not extend to any problems that result from: (i) User's failure to install all updates; (ii) any changes to the Software not performed by Company; (iii) errors that are not reproducible in standalone form or errors by User or User's system software or other software, hardware or products not licensed hereunder. User must notify Company in writing of any warranty claim not later than thirty (30) days after the expiration of the warranty period. Company makes no other warranty with respect to the Software.
6. Liability Disclaimer. Company’s total liability to you from all causes of action and under all theories of liability will be limited to $50.00. In no event and under no theory of liability will Company be liable to you for any special, incidental, exemplary, or consequential damages arising out of or in connection with this agreement or the software whether or not Company has been advised of the possibility of such damages. The foregoing limitations will survive even if any limited remedy specified is found to have failed of its essential purpose. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you to its full extent.
7. Release. User acknowledges and agrees that the software is intended for use solely as an aid to assist experienced pilots with marine navigation, and is not a substitute for visual inspections and/or other navigational procedures and precautions. User assumes responsibility for all risks of bodily injury, death or damage to property arising out of or relating to the operation of any vessel under user’s control. User also agrees to indemnify, defend, and hold Company harmless from and against all loss, damage, liability, or expense (including attorneys' fees and other costs of suit) arising out of or relating to the operation of any vessel under user’s control, including but not limited to any cause of action alleging tortious conduct, strict liability, violation of law or other cause.
8. Miscellaneous. Neither this Agreement nor any rights, licenses or obligations hereunder, may be assigned or transferred (by operation of law or otherwise) by User without Company’s prior written approval. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements and communications. All waivers and modifications must be in a writing signed by both parties. This Agreement shall be governed by and construed under the laws of the State of Texas and the United States without regard to conflicts of laws provisions. This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. If any part of this Agreement is found void and unenforceable, it will not affect the validity of the balance of the Agreement, which shall remain valid and enforceable according to its terms.