End-User Software License Agreement
End-User Software License Agreement
End-User Software License Agreement
IMPORTANT! The software you seek to install or previously have installed from RBV
DESIGN & BUILD SERVICES (the “Software”) is licensed only on the condition that you agree
to the terms and conditions set forth below. PLEASE READ THE TERMS OF THIS
SOFTWARE LICENSE AGREEMENT CAREFULLY.
The Software that you are about to access is an estimating tool developed by RBV DESIGN
& BUILD SERVICES (“Vendor”). This End-User Software License Agreement (this
“Agreement”) sets forth the terms under which you, as an individual or entity authorized by
Vendor (or, for entities, any employee or agent you authorize to use the Software) (“you”), may
use the Software.
Access to and use of the Software is by permission of Vendor only, and only for applicants who
accept this Agreement.
Vendor may grant or withhold approval in its sole discretion.
Based on the foregoing and for other good and valuable consideration, you and Vendor agree
as follows:
1. NATURE OF AGREEMENT. This Agreement is a legal contract made between you and
Vendor. This Agreement contains the terms and conditions with which you must comply in order
to access and use the Software.
2. LICENSE GRANT.
Network License. If a Network license was purchased, you are granted a nonexclusive,
nonassignable, nonsublicensable license, for your internal use only, for installation or storing the
Software on multiple computers connected by a local internal network to a license server. The
Software may then be run on these computers provided enough concurrent user licenses are
acquired and dedicated for each separate computer that will run the Software concurrently.
Beta and Evaluation Version License. Some of the Software may be licensed on a beta or
evaluation basis, which is not intended for commercial or professional use. Your rights to use
beta or evaluation software are limited to the time period specified by Vendor. BETA AND
EVALUATION SOFTWARE IS LICENSED “AS-IS”.
Academic License. Academic Licenses may be used strictly for non-commercial teaching,
lesson planning, and research purposes only. Academic licenses are identified as such on the
Sales Order confirmation.
Virtualization Software. If you use virtualization software, including client hyper-v, to create
one or more virtual computers on a single computer hardware system, each virtual computer, and
the physical computer, is considered a separate computer for purposes of this Agreement. Unless
a network license is purchased (see above) this License allows you to use only one copy of the
Software on one computer concurrently, whether that computer is physical or virtual.
Geographic Restriction. The Software may only be used in the country identified when the
software license was purchased as the country where the software will be used.
License Key. During the term of this Agreement, Vendor periodically may issue a license key
(file, activation key, internet-based account, or other similar method) to enable the Software to
execute on the computer or server designated by you.
Condition of Payment. The license granted herein is conditioned upon payment in full for the
Software in advance of your use of the Software.
3. OWNERSHIP OF SOFTWARE. Vendor retains all rights to the Software and the
Documentation not specifically granted in this Agreement. Vendor owns the Software and the
Documentation and all copyright and other intellectual property rights therein, and this
Agreement does not transfer to you any title to or any proprietary or intellectual property rights
in or to the Software, any updates or derivative works thereto, or the Documentation, or any
copyrights, patent rights, or trademarks embodied or used in connection therewith, except for the
rights expressly granted in this Agreement. The Software and the Documentation are protected
by United States laws and international treaty provisions.
YOU MAY NOT USE, COPY, OR MODIFY THE SOFTWARE, IN WHOLE OR IN PART,
EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS AGREEMENT.
4. RESTRICTIONS. To the maximum extent permitted by law, you shall not (a) modify,
reverse engineer, decompile, disassemble, or attempt to derive the source code of the Software;
(b) rent, lease, loan, sell, sublicense, distribute, transmit, network, or otherwise transfer the
Software access to any third party; (c) make any copy of or otherwise reproduce or display the
Software (or any of the browser screens comprising the Software user interface) except for those
copies necessarily made by the personal computer and Internet browser that are running the
Software; (d) use hardware or software to multiplex or pool connections, or otherwise allow
multiple users or multiple computers or devices to access or use the Software indirectly through
the licensed computer; (e) disclose your license key provided by Vendor; or (f) disclose your
User ID or Password to any third party. You agree to take all reasonable steps to safeguard your
User ID and Password for the Software so as to ensure that no unauthorized person will have
access to it, and that no persons authorized to have access will make any unauthorized use. You
shall promptly report to Vendor any unauthorized use of the Software of which you become
aware and shall take such further steps as may reasonably be requested by Vendor to prevent
unauthorized use thereof.
5. YOUR OBLIGATIONS. You shall be solely responsible for the following: (a) providing all
hardware, software, and communications capabilities required for use of the Software, as
specified by Vendor; (b) generating, providing, and loading your data into the Software,
including, without limitation, historical data to permit you to use the Software; and (c) providing
and maintaining, at all times during the term of this Agreement, the Internet access necessary for
your use of the Software.
7. CONFIDENTIALITY. You agree that you shall not disclose to any third party the Software
or any portion thereof, any technical, product, or business information, or any information that
Vendor identifies as confidential (collectively, “Confidential Information”) related to the
Software without the prior written consent of Vendor. You shall maintain the confidentiality of
all Confidential Information and shall not use it for any purpose other than the performance of
this Agreement.
Notwithstanding the foregoing, Confidential Information does not include information that
you can demonstrate was (a) publicly available at the time of disclosure, or later became publicly
available through no act or omission by you; (b) in your possession before disclosure by Vendor;
or (c) disclosed to you by a third party not in violation of any obligations of confidentiality to
Vendor or to any third party.
The collection of this Data may be necessary to you and your users with relevant Software or
Technical Support. Without access to this Data, we may not be able to verify your compliance
with this Agreement, among other things.
By entering into this agreement or using the Software or Technical Support, you and your
users agree to the collection, processing, copying, backup and storage of this Data in and from
the United States or other countries or jurisdictions outside of your or your users’ own as part of
the Software or Support.
9. LIMITATION OF LIABILITY. You are not entitled to receive damages from Vendor for
any cause relating to this Agreement, to your use of the Software, to any services provided by
Vendor under this Agreement, or to any services provided by any third party in connection with
your use of the Software. In addition, in no event shall you be entitled to obtain any injunctive
relief or enjoin, restrain, or otherwise interfere with Vendor or with the distribution, operation,
development, or performance of the Software or any related products.
10. LIMITED WARRANTY AND DISCLAIMER. Vendor warrants that, as of the date on
which the Software is purchased and for sixty (60) days thereafter (“Warranty Period”), the
Software will provide the general features and functions described in the Documentation in
effect on the date of purchase. Vendor's entire liability and your exclusive remedy during the
Warranty Period (“Limited Warranty”) will be, with the exception of any statutory warranty or
remedy that cannot be excluded or limited under law, at Vendor's option, (i) to attempt to correct
or work around errors, if any, or (ii) to refund the license fees, if any, paid by you and terminate
this Agreement or the license specific to such Software. Such refund is subject to the
discontinuance of the use of the Software, deactivation of the license key per instructions
provided by Vendor, destroying all printed copies and deleting all electronic copies of any
documentation that you have downloaded, printed, or created relating to the Software, and
ensuring that no copies of any of the Software screens, data, or other content remain archived or
otherwise stored on your computers, during the Warranty Period, and providing declaration of
same to Vendor. THE LIMITED WARRANTY SET FORTH IN THIS SECTION GIVES YOU
SPECIFIC LEGAL RIGHTS. YOU MAY HAVE ADDITIONAL LEGAL RIGHTS UNDER
LAW WHICH VARY FROM JURISDICTION TO JURISDICTION. VENDOR DOES NOT
SEEK TO LIMIT YOUR WARRANTY RIGHTS TO ANY EXTENT NOT PERMITTED BY
LAW.
In no event shall Vendor or its suppliers be liable for any damages whatsoever (including,
without limitation, damages for loss of business profits, business interruption, loss of business
information, or other pecuniary loss) arising out of the use of or inability to use this Software,
even if Vendor has been advised of the possibility of such damages. Because some states do not
allow the exclusion or limitation of liability for consequential damages, the above limitation may
not apply to Licensee.
12. GOVERNING LAW. This Agreement shall in all respects be governed by and be
construed in accordance with the laws of the State of California, without regard to its conflict of
laws provisions.
13. FORCE MAJEURE. If the performance of Vendor under this Agreement is prevented,
hindered, or otherwise made impractical by reason of flood, strike, war, acts of government, or
any other casualty or cause beyond the control of Vendor, then Vendor shall be excused from its
performance to the extent and so long as it is prevented, hindered, or delayed by such event(s).
14. SEVERABILITY. If any one or more of the provisions contained in this Agreement shall,
for any reason, be held to be invalid, illegal, or unenforceable in any respect, then to the
maximum extent permitted by law, such invalidity, illegality, or unenforceability shall not affect
any other provision of this Agreement.
15. NO ASSIGNMENT. You may not assign this Agreement or any of the rights granted by
Vendor hereunder, in whole or in part, without the prior written consent of Vendor, and any
attempt to do so shall be void. This Agreement is binding on and shall inure to the benefit of the
parties and their respective successors and permitted assigns.
16. ATTORNEYS FEES. In the event of legal action brought by either party, the prevailing
party shall be entitled to reimbursement of actual legal fees and related expenses.
17. MODIFICATION. This Agreement may be modified or amended at the sole discretion of
Vendor.
18. EXPORT CONTROL. You agree to obey and comply with any and all applicable United
States laws, rules, and regulations governing the export of software.