End User License American Institutes of Research
IN CONSIDERATION FOR A LICENSE TO DOWNLOAD AND USE THE AM SOFTWARE AND RELATED DOCUMENTATION AND THIRD PARTY COMPONENTS (THE "SOFTWARE") AS SET FORTH BELOW, YOU ARE REQUIRED TO AGREE TO THESE TERMS AND CONDITIONS (THE "TERMS") THAT GOVERN ACCESS TO AND THE USE OF THE SOFTWARE. REFERENCES TO "YOU" MEAN ANY INDIVIDUAL AND ANY ENTITY INSTALLING OR USING THE SOFTWARE
YOU WILL BE LEGALLY BOUND TO THESE TERMS BY THE FIRST TO OCCUR OF CLICKING "I ACCEPT" AT THE END, OR BY OTHERWISE INSTALLING, COPYING OR USING ANY PART OF THE SOFTWARE. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU CANNOT ACCESS OR USE THE SOFTWARE.
LICENSE GRANT. AIR grants You a revocable, non-exclusive, and nontransferable license to download and use an unlimited number of copies of the Software on computers residing on your premises for your personal use, if you are an individual, or for your internal business purposes if you are an entity, conditioned on your continued compliance with these Terms. You expressly acknowledge and agree that AIR and its third party licensors do not transfer any ownership or intellectual property interest in and to any part of the Software to you or anyone else. You grant to AIR the right to use in connection with its business the information you provide to us in connection with your access and use of the Software. AIR and its licensors reserve all rights not expressly granted to you in these Terms. All copies of the Software are licensed not sold.
SOFTWARE FROM THIRD PARTIES. The Software may include redistributable components that are the property of Microsoft, DataFlux Corporation, and other third party licensors (the "Redistributable Components"). The Redistributable Components are the copyrighted property of the respective third party licensors and may install with the portions of the Software owned by AIR or separately, and are subject to these Terms. The third party licensors provide their components free of charge and without any warranty. The Redistributable Components cannot be further redistributed by You and can only be used in connection with the AIR Software. You agree to install immediately any updated version of the Software including of any Redistributable Component) that is made available to you in order to avoid or address a claim of infringement of intellectual property rights.
INDEMNIFICATION. AIR has agreed contractually with the third party licensors that You will not be authorized to use the Redistributable Components in any manner except as part of the Software as stated in this Agreement. If You or, in the case of a company, your employees and agents breach this agreement and it causes AIR to be subject to a claim by the third party licensors, You agree to indemnify AIR and hold it harmless with respect to any expenses required to be incurred to defend and resolve the claim and any damages or settlement payments that need to be made to resolve the claim. You will cooperate with AIR in the defense of the claim.
RESTRICTIONS. You may not modify, translate, reverse engineer or reverse assemble, decompile, create derivative work(s) of, derive source code, redistribute, disassemble, publish, sublicense, transfer, lend, rent, lease, or grant a security interest in the Software or any part thereof. You may not use the Software to operate a service bureau for others. AIR and its licensors shall have the right at any time to change or discontinue any aspect or feature of the Software.
PROPRIETARY RIGHTS. The Software is protected by United States and international laws regarding intellectual property, and is the sole property of AIR, except for the Redistributable Components licensed to AIR which are the sole property of AIR's licensors. Unauthorized use of the Software may violate intellectual property laws as well as other laws, regulations, and statutes. "AIR", "AM", and "American Institutes of Research" are the property of AIR, and any use of such marks without the express written permission of the AIR is strictly prohibited.
RESPONSIBILITY FOR USE. Use of the Software is solely at your own risk and is subject to all applicable local, state, national, and international laws and regulations. AIR and its licensors do not guarantee the security, reliability or accuracy of any information created, processed, transmitted or stored by means of the Software and assume no responsibility for the deletion of or failure to store or secure any information manipulated by You by means of the Software. AIR disclaims any liability for computer code provided with the Software that originates with third party licensors.
NO WARRANTY. WHILE AIR HAS MADE REASONABLE EFFORTS TO ENSURE THAT THE SOFTWARE OPERATES PROPERLY AND THAT THE INFORMATION CONTAINED THEREIN IS ACCURATE, THE SOFTWARE MAY INCLUDE ERRORS, OMISSIONS, OR OTHER INACCURACIES. YOU ASSUME THE ENTIRE RISK OF MAKING USE AND/OR RELYING ON THE SOFTWARE. AIR AND ITS THIRD PARTY LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES TO YOU ABOUT THE SUITABILITY, SECURITY, AVAILABILITY, COMPLETENESS, RELIABILITY, LEGALITY, OR RESULTS OF THE SOFTWARE. THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, LACK OF VIRUSES, TITLE, AND NON-INFRINGEMENT. ALL WARRANTIES UNDER THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT (UCITA) ARE DISCLAIMED TO THE FULLEST EXTENT OF THE LAW.
LIMITATION OF LIABILITY. IN NO EVENT SHALL AIR AND ITS THIRD PARTY LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF ANY PART OF THE SOFTWARE OR WITH THE INABILITY TO USE THE SOFTWARE, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, INCLUDING LOSS OF OPPORTUNITY, BUSINESS INTERRUPTION, FAILURE TO MEET ANY DUTY, LOSS OF DATA OR LOSS OF PROFIT,EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT THE TOTAL LIABILITY TO YOU OF AIR FOR ANY REASON WHATSOEVER RELATED TO YOUR DOWNLOAD OF, USE AND THE AVAILABILITY OR UNAVAILABILITY OF THE SOFTWARE WILL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO AIR FOR THE SOFTWARE OR $500 IN THE AGGREGATE, WHICHEVER IS LESS, EVEN IF THIS REMEDY FAILSOF ITS ESSENTIAL PURPOSE.
GOVERNING LAW. This User Agreement has been made in and will be construed and enforced in accordance with the internal laws of the District of Columbia, without regard to conflicts of laws provisions and any international conventions for the sale of goods. The rights and remedies of AIR and its licensors under the Terms are cumulative of all other available rights and remedies.
ARBITRATION. PLEASE NOTE THAT THIS AGREEMENT REQUIRES YOU TO SUBMIT TO EXCLUSIVE, BINDING ARBITRATION ANY CLAIMS YOU MAY HAVE AGAINST AIR RELATING TO THE SOFTWARE OR THESE TERMS. You and us agree that in the event of any claims relating to your use or inability to use the Software, or to these Terms, we will submit the matter to binding arbitration pursuant to the rules for commercial arbitration of the American Arbitration Association (AAA), before one arbitrator mutually agreed to by us or selected by the AAA. We agree that the arbitrator must be a person with experience in the field of computer law and electronic transactions. We will share the costs of the arbitrator and the AAA and each party will pay its own counsel. The arbitration will be held in Washington, D.C. unless we both agree otherwise. A decision of the arbitrator will be enforceable by a court of competent jurisdiction. Either party can go to court for emergency, temporary injunctive relief pending arbitration. This arbitration provision does not apply to matters between you and any third party licensors.
TERMINATION. AIR reserves the right at any time and for any reason to cease making the Software or any part thereof available, and to notify you that your license to use the Software or a specific component of it will terminate as of a specified date. AIR is not obligated to provide any maintenance or support to the Software you have downloaded. Upon termination of your license, you must return or destroy all copies of it as requested by AIR and its licensors. The limitations of warranty and liability, proprietary rights, and governing law provisions survive termination.
VARIOUS. Failure to insist on strict performance of the Terms will not operate as a waiver of any subsequent default or failure of performance or of that same right or provision at any other time. No joint venture, partnership, employment, or agency relationship exists between you and AIR as result of the Terms or your use of the Software. These Terms are the total agreement between AIR and its licensors and you regarding the download and use of the Software and any part thereof. You are responsible for complying with any applicable export restrictions and requirements if you intend to install and/or use the Software outside of the United States. Government users are subject to the commercial licensed rights and restrictions of this agreement
I HAVE READ AND UNDERSTOOD THE FOREGOING AGREEMENT AND AGREE TO BE BOUND BY ALL OF ITS TERMS AND CONDITIONS
I ACCEPT THIS AGREEMENT
I REJECT THIS AGREEMENT