By clicking "I Agree" or using the Software, User agrees to be bound by the terms of this Agreement. If User does not agree to the terms of this Agreement, User may not use the Software.

LICENSE

Licensor grants User a limited, non-exclusive, non-transferable, revocable license to use the Software solely for User's personal or internal business purposes.

RESTRICTIONS

User may not (a) copy, modify, or create derivative works of the Software; (b) reverse engineer, decompile, or disassemble the Software; (c) sell, rent, lease, sublicense, or otherwise transfer the Software to any third party; (d) remove or modify any proprietary notices or labels on the Software; (e) use the Software for any illegal or unauthorized purpose; or (f) use the Software to infringe upon any intellectual property rights of any third party.

OWNERSHIP

The Software and all intellectual property rights in the Software are and shall remain the exclusive property of Licensor.

WARRANTY DISCLAIMER

THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL MEET USER'S REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE.

LIMITATION OF LIABILITY

IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE SOFTWARE, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TERM AND TERMINATION

This Agreement shall remain in effect until terminated by either party. Licensor may terminate this Agreement immediately if User breaches any provision of this Agreement. Upon termination, User shall immediately cease all use of the Software and destroy all copies of the Software in User's possession.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of [Name of State], without regard to its conflict of laws principles.

ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous oral or written agreements or understandings.

WAIVER AND SEVERABILITY

The failure of Licensor to enforce any provision of this Agreement shall not be deemed a waiver of such provision or of the right to enforce such provision. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

User acknowledges that User has read this Agreement, understands it, and agrees to be bound by its terms and conditions.