SOFTWARE LICENSE
 
READ THE TERMS AND CONDITIONS OF THIS LICENSE CAREFULLY BEFORE USING THE COMPUTER SOFTWARE, AND THE ACCOMPANYING USER DOCUMENTATION ("SOFTWARE"). THE SOFTWARE IS COPYRIGHTED AND LICENSED (NOT SOLD). BY USING THE SOFTWARE, YOU ARE ACCEPTING AND AGREEING TO THE TERMS OF THIS LICENSE. THIS LICENSE REPRESENTS THE ENTIRE AGREEMENT CONCERNING THE SOFTWARE BETWEEN YOU AND SURFACE SYSTEMS, INC., AND IT SUPERSEDES ANY PRIOR PROPOSAL, REPRESENTATION, OR UNDERSTANDING BETWEEN THE PARTIES. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT INSTALL OR USE THE SOFTWARE; YOU MAY, HOWEVER, RETURN IT FOR A FULL REFUND, LESS A RESTOCKING FEE.
  1. GRANT OF LICENSE. This Surface Systems, Inc. ("SSI®") License Agreement ("License") grants to you, and you accept, a non-exclusive license to use the program diskettes, or other media, and the specified program and version of SSI SCAN® software, including without limitation one or more of the following, SCAN for Windows™, SCAN Web™, SCAN Sentry™, SSI Weather Source™, SP-RPU, ESP-RPU, SCAN Detector™ software products, and any software products developed by SSI’s suppliers that are embedded and provided with SSI SCAN software; all of which may include user documentation provided in "on-line", electronic or printed media form ("SOFTWARE"). The SOFTWARE may not be used at any time on more than the number of computers or by more than the number of users, than the number of licenses you purchased. This License does not convey to you an interest in or to the SOFTWARE, but only a limited right of use revocable in accordance with the terms of this License.

  2. COPYRIGHT. The SOFTWARE (including SSI developed applets, images, photographs, video and text incorporated into the SOFTWARE) and printed materials accompanying the SOFTWARE are protected by United States copyright laws and international copyright treaties. SSI maintains right, title and interest in and to the SOFTWARE and all enhancements and modifications to the SOFTWARE except for the specific rights and privileges granted to you by SSI in this License. You must not copy the SOFTWARE except that you may either (a) make one copy of each licensed copy of SOFTWARE solely for backup or archival purposes, or (b) transfer each licensed copy of the SOFTWARE to a hard disk provided you keep the original solely for backup or archival purposes. You may not copy the printed materials accompanying the SOFTWARE, nor print copies of any user documentation provided in "on-line" or electronic form.

  3. OTHER RESTRICTIONS. You may not give away, rent, lease or sell the SOFTWARE, or assign or otherwise transfer your rights under this License. You may not alter, modify, make additions, deletions or changes to the SOFTWARE. You may not reverse engineer, decompile, disassemble or attempt to derive source code from the SOFTWARE. You agree to maintain all copyright notices on any full and partial copies of the SOFTWARE. You must not use the SOFTWARE in any manner that may infringe any copyrights, proprietary or trade secret interests SSI or its suppliers has in the SOFTWARE.

  4. ADDITIONAL SCAN Web RESTRICTIONS. "Authorized Users" shall mean the number of agency, department, organization or company employees for which the licenses to use the SCAN Web SOFTWARE were purchased. Each Authorized User shall be a specific individual and not a group or class of individuals. Only Authorized Users are permitted to access or use the SCAN Web SOFTWARE. The general pubic, any third parties or entities including corporations affiliated with, controlled by or under common control with your agency, department, organization or company, or any other political entity within the same or another state may not be given access or permitted to use the SCAN Web SOFTWARE. No service bureau work, multiple-user license (other than the Authorized Users), or time-sharing arrangement is permitted, except as expressly authorized by the SSI. You acknowledge and agree that the SCAN Web software as delivered to you was designed to function only on an intranet, and was not designed or licensed, and does not have the required protection to be connected directly to the public Internet. You agree you are solely responsible for any malicious attacks, viruses, malfunctions or performance degradation that may result from hosting the SCAN Web software on the public Internet. Any use of SSI's SCAN Web software to display data on the public Internet without password protection or to the general public, is a violation of this License. You agree you are solely responsible for obtaining the necessary operating system and database software licenses from Microsoft for use of the SCAN Web on the public Internet.

  5. TERM OF LICENSE. This License is effective upon your use of the SOFTWARE or upon your signing this License below, whichever date is earlier, and shall continue until terminated. SSI may terminate this License upon the breach by you of any term hereof, including (i) if you use more copies of the SOFTWARE than for which you purchased licenses; or, (ii) if you or you have someone other than SSI alter, modify, make additions, deletions or changes to the SOFTWARE; or (iii ) if you make or permit others to make unauthorized copies of the SOFTWARE; or (iv) if you permit anyone other than Authorized Users to use the SCAN Web SOFTWARE; or, (v) if you fail to comply with any other provision of this License. If this License is terminated, you must stop using the SOFTWARE immediately and return all copies of the SOFTWARE to SSI.

  6. LIMITED WARRANTY. SSI warrants the SOFTWARE will conform in all material respects to the accompanying printed materials supplied with the SOFTWARE for a period ending one hundred and twenty (120) days from the effective date of this License. No on-site warranty service is included in this Limited Warranty. This Limited Warranty is void if you breach this Software License or if failure of the SOFTWARE has resulted from failure to observe the documentation or resulted from modifications or changes to the SOFTWARE by a party other than SSI, or accident, abuse or misapplication. Any replacement SOFTWARE will be warranted for the remainder of the original warranty period.

  7. CUSTOMER REMEDIES. As your exclusive remedy for any material defect in the SOFTWARE for which SSI is responsible and SSI’s sole obligation under this Limited Warranty will be to correct, in a reasonable time period, the problem or bug in the SOFTWARE where the SOFTWARE does not perform substantially in accordance with the accompanying printed materials supplied with the SOFTWARE or, at the option of SSI, to replace the SOFTWARE. The cumulative liability of SSI to you for all claims relating to the SOFTWARE and this Agreement shall not exceed the total amount of the licensee fees paid to SSI hereunder.

  8. NO OTHER WARRANTIES. EXCEPT FOR THE EXPRESSED WARRANTIES SET FORTH HEREIN SSI AND ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES, PROMISES OR REPRESENTATIONS, EXPRESSED OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, WITH RESPECT TO THE SOFTWARE OR EQUIPMENT, COMPONENTS, ANY LOST DATA OR DOCUMENTATION, SOFTWARE PRODUCED DATA, ANY SERVICES OR TECHNICAL ASSISTANCE OR ANY OTHER ITEM DELIVERED BY SSI.

  9. NO LIABILITY FOR DAMAGES. SSI AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR AND YOU ASSUME RESPONSIBILITY FOR ALL PERSONAL INJURY AND PROPERTY DAMAGE RESULTING FROM THE USE OF THE SOFTWARE. IN NO EVENT SHALL SSI, ITS OFFICERS, AGENTS, EMPLOYEES OR SUPPLIERS BE LIABLE TO ANY PERSON OR ENTITY FOR THE LOSS OF PROFITS OR FOR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THE SOFTWARE OR THE PERFORMANCE OF THE SOFTWARE, EVEN IF SSI OR ITS OFFICERS, AGENTS, EMPLOYEES, OR SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE LIABILITY OF SSI AND ITS SUPPLIERS EXCEED THE LICENSE FEE PAID FOR THE SOFTWARE GIVING RISE TO THE CLAIM.

  10. U.S. GOVERNMENT RESTRICTED RIGHTS Distribution and use of the SOFTWARE and derivative works thereof to and by the United States Government will be subject to the RESTRICTED RIGHTS as set forth in subpargraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFAR 252.227-7013. Any SOFTWARE described or referenced in this License is commercial computer software programs developed at private expense. Use, duplication or disclosure by the Government is subject to restrictions as set forth in FAR 52.227-19 (c)(2) where applicable or the applicable provisions of the DoD FAR supplement 252.227-7013 subdivision (a)(15) or (a)(17).

  11. THIRD PARTY SOFTWARE. SSI may provide you with software developed by third party entities, organizations or companies (i.e. Microsoft Windows NT, Microsoft SQL Server, etc) ("Third Party Software") . Such Third Party Software may be necessary for the SOFTWARE to function or operate. Your use of this Third Party Software will be governed by your acceptance of the Third Party Software developer’s software license and not by this License. SSI will provide you with the Third Party Software developer’s software license when such Third Party Software is provided to you by SSI.

  12. GENERAL. This License shall be construed in accordance with, and its performance governed by, the laws of the State of Missouri. No modification of this License shall be binding unless it is in writing and is signed by both parties.

By using the SOFTWARE and/or by signing and returning this License, you, the Licensee, acknowledge your agreement to and acceptance of all terms, conditions and covenants stated in this License.