Evaluation License Agreement

By accepting this agreement you are agreeing to the following terms.

  1. Under this Software License Agreement (the "Agreement"), eSystemTech Inc. (the "Vendor") grants to the user (the "Licensee") a non-exclusive and non-transferable license (the "License") to use the single software this license is being applied to (the "Software").
  2. "Software" includes the executable computer programs and any related printed, electronic and online documentation and any other files that may accompany the product. Graphics, audio, media, and resources that may be included inside or with the program are also under this license unless indicated otherwise.
  3. Title, copyright, intellectual property rights and distribution rights of the Software remain exclusively with the Vendor. Intellectual property rights include the look and feel of the Software. This Agreement constitutes a license for use only and is not in any way a transfer of ownership rights to the Software.
  4. The Software may be loaded onto more than one computer for the exclusive use of the Licensee.
  5. The rights and obligations of this Agreement are personal rights granted to the Licensee only. The Licensee may not transfer or assign any of the rights or obligations granted under this Agreement to any other person or legal entity. The Licensee may not give third parties access to their account on the Vendor's site. The Licensee may not share activation codes that may accompany the Software with third parties.
  6. The Software may not be modified, reverse-engineered, or de-compiled in any manner through current or future available technologies.
  7. This license grants the licensee the use of the Software for evaluation purposes exclusively.
  8. Artifacts created wholly or in part by this software may only be distributed to other parties for the purpose of evaluating the Software and not for the evaluation of the artifacts themselves.
  9. Failure to comply with any of the terms under the License section will be considered a material breach of this Agreement.

    License Fee
  10. No fee is required for evaluation of the Software.

    Limitation of Liability
  11. The Software is provided by the Vendor and accepted by the Licensee "as is". No liability of the Vendor is granted. The Vendor will not be liable for any general, special, incidental or consequential damages including, but not limited to, loss of production, loss of profits, loss of revenue, loss of data, or any other business or economic disadvantage suffered by the Licensee arising out of the use or failure to use the Software.
  12. The Vendor makes no warranty expressed or implied regarding the fitness of the Software for a particular purpose or that the Software will be suitable or appropriate for the specific requirements of the Licensee.
  13. The Vendor does not warrant that use of the Software will be uninterrupted or error-free. The Licensee accepts that software in general is prone to bugs and flaws within an acceptable level as determined in the industry.

    Warrants and Representations
  14. The Vendor warrants and represents that it is the copyright holder of the Software. The Vendor warrants and represents that granting the license to use this Software is not in violation of any other agreement, copyright or applicable statute.

    Acceptance
  15. All terms, conditions and obligations of this Agreement will be deemed to be accepted by the Licensee ("Acceptance") upon acceptance of this agreement.

    Term
  16. The term of this Agreement will begin on Acceptance and is perpetual.

    Termination
  17. This Agreement will be terminated and the License forfeited where the Licensee has failed to comply with any of the terms of this Agreement or is in breach of this Agreement. On termination of this Agreement for any reason, the Licensee will promptly destroy the Software as provided by the vendor.

    Governing Law
  18. The Parties to this Agreement submit to the jurisdiction of the courts of the Province of Ontario (Canada) for the enforcement of this Agreement or any arbitration award or decision arising from this Agreement. This Agreement will be enforced or construed according to the laws of the Province of Ontario (Canada).

    Miscellaneous
  19. This Agreement can only be modified in writing signed by both the Vendor and the Licensee.
  20. This Agreement does not create or imply any relationship in agency or partnership between the Vendor and the Licensee.
  21. Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine gender include the feminine gender and vice versa. Words in the neuter gender include the masculine gender and the feminine gender and vice versa.
  22. If any term, covenant, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, it is the parties' intent that such provision be reduced in scope by the court only to the extent deemed necessary by that court to render the provision reasonable and enforceable and the remainder of the provisions of this Agreement will in no way be affected, impaired or invalidated as a result.
  23. This Agreement contains the entire agreement between the parties. All understandings have been included in this Agreement. Representations which may have been made by any party to this Agreement may in some way be inconsistent with this final written Agreement. All such statements are declared to be of no value in this Agreement. Only the written terms of this Agreement will bind the parties.
  24. This Agreement and the terms and conditions contained in this Agreement apply to and are binding upon the Vendor's successors and assigns.