EZ Retail POS 2.0.1

EULA - End User License Agreement

End User License Agreement

This End User License Agreement (EULA) is a legal agreement between you and CG Design (CG Design) governing your license of software products from CG Design.

BY CLICKING I AGREE, INSTALLING, COPYING, OR OTHERWISE USING ANY PART OF THE SOFTWARE (AS DEFINED BELOW), YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA. IF YOU DO NOT AGREE WITH THE TERMS OF THIS EULA, DO NOT INSTALL OR USE THE SOFTWARE.

1. SOFTWARE AND DOCUMENTATION. Software means the computer programs accompanying or provided under this EULA, together with the associated media and corresponding Documentation. Documentation means the end user manual and other documentation (including print and online), if any, provided to you with the Software.

2. LICENSE GRANT. The Software is licensed and not sold. Provided you have paid all applicable fees, registered the Software with CG Design, and otherwise complied with all terms and conditions of this EULA, CG Design grants you a personal, non-exclusive, non-transferable, limited license to use the Software in object code form only on the number of computers and for the maximum number of users agreed upon by CG Design.

a. One user may use the Software under the terms and conditions set forth herein. If the Software is installed or accessed on or through a network, you must purchase additional licenses for each user that uses or otherwise accesses the Software through the network.

b. The Software is licensed for internal use. You may use the Software solely in accordance with the original intent and purpose of the Software. Any other use is expressly prohibited.

3. COPIES. You may make copies of the Software provided that any such copy: (i) is created as an essential step in the utilization of the Software as licensed under this EULA, or (ii) is only used for archival purposes to back-up the Software. All trademark, copyright and proprietary rights notices must be faithfully reproduced and included by you on such copies. You may not make any other copies of the Software.

4. OTHER RESTRICTIONS. CG Design reserves all rights not expressly granted to you herein. Without limiting the generality of the foregoing, you shall not, without the prior written approval of CG Design: (i) disassemble, de-compile, reverse engineer, or otherwise attempt to reconstruct or discover the source of this Software, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation, or (ii) modify or create derivative works based upon the Software, or (iii) commercially distribute, sublicense, resell or otherwise transfer this Software, or (iv) rent, lease, lend, or use the Software for commercial timesharing or bureau use, or (v) allow a third party to copy, access or use the Software; or (vi) disclose the results of any benchmark test of the Software to a third party. You must agree to keep records of your use of the Software and to permit CG Design to audit such records during normal business hours upon reasonable notice.

5. OWNERSHIP. All title and intellectual property in and to the Software (including all copies of the Software made by you) are owned by CG Design and its licensor(s), if any. The Software is protected by copyright law and international treaty provisions.

6. EVALUATION LICENSE. This Section applies to you if the Software is designated as a Demo or Evaluation version or otherwise licensed to you for evaluation or demonstration purposes. You are permitted to use the Software for evaluation or demonstration purposes only. The Software may contain an automatic disabling mechanism. Your right to use the Software is limited in accordance with the terms under which you received the Software. If no period of use is specified, then your right to use the Software shall terminate thirty (30) days from receipt of the Software, at which time you must return or destroy the Software.

7. UPDATES AND UPGRADES. Updates or upgrades are available only through a warranty maintenance agreement with CG Design or as specified in writing by CG Design for the applicable software title. If CG Design designates the Software as an upgrade product, you may only use the Software if you are also currently a licensed user of the base product to which the upgrade applies. Unless the CG Design documentation for an upgrade specifically provides, you shall not separate upgrade products from base products nor transfer them separately. CG Design reserves the sole and exclusive right to set its policies and pricing practices relative to updates, upgrades and enhancements. All other terms of this EULA apply with equal force to any upgrades.

8. LIMITED WARRANTY. If (a) the Software does not substantially conform to its specifications in the Documentation, the physical media accompanying the Software is defective, or if you are dissatisfied with the Software for any reason, and (b) if the Software (including all accompanying media, Documentation, packaging and materials) is returned by you to CG Design within thirty (10) days of first receipt, then your license fee for the Software will be refunded to you. Upon return, this EULA shall terminate and you must immediately cease all use of the Software and remove and erase all copies of any Software from all computers and storage media and devices within your possession or control. At CG Design' request, you will certify in writing to CG Design that you have complied with this Section. In the event that the Software is licensed to you for evaluation or demonstration purposes, there shall be no refund because such licenses are free. In the event you purchase a license to the Software during or after an evaluation license for such Software, then CG Design shall have no obligation to refund any license fees paid by you for the license to the Software (i.e., the 30 day evaluation period is your thirty day limited warranty period). THIS LIMITED WARRANTY SHALL NOT APPLY TO SOFTWARE UPDATES AND UPGRADES; ALL UPDATES AND UPGRADES ARE LICENSED AS IS, WITHOUT WARRANTY OF ANY KIND.

9. NO OTHER WARRANTIES. EXCEPT AS EXPRESSLY WARRANTED ABOVE IN SECTION 8, THE SOFTWARE IS PROVIDED AS IS, WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ANY EXPRESS WARRANTY MADE OUTSIDE OF THIS EULA IS EXCLUDED AND SUPERSEDED. CG DESIGN DOES NOT WARRANT THAT THE SOFTWARE WILL SATISFY YOUR REQUIREMENTS OR THAT IT IS WITHOUT DEFECT OR ERROR OR THAT THE OPERATION THEREOF WILL BE UNINTERRUPTED OR ERROR FREE. Some jurisdictions do not allow certain disclaimers and limitation of warranties, so some of these may not apply to you.

10. NON-CG DESIGN PRODUCTS. CG DESIGN DOES NOT WARRANT NON-CG DESIGN PRODUCTS. ANY SUCH PRODUCTS ARE PROVIDED ON AN AS-IS BASIS. ANY WARRANTY SERVICE FOR NON-CG DESIGN PRODUCTS WILL BE PROVIDED BY THE PRODUCT MANUFACTURER IN ACCORDANCE WITH ANY APPLICABLE MANUFACTURER'S WARRANTY.

11. LIMITATION OF LIABILITY. THE AGGREGATE LIABILITY OF CG DESIGN ARISING FROM OR RELATING TO THIS EULA OR USE OF THE SOFTWARE (REGARDLESS OF THE FORM OF ACTION OR CLAIM, WHETHER CONTRACT, WARRANTY, TORT AND/OR OTHERWISE) SHALL NOT EXCEED THE AMOUNT OF ALL LICENSE FEES PAID BY YOU FOR THE SOFTWARE LICENSE(S) GRANTED HEREUNDER. CG DESIGN SHALL NOT IN ANY CASE BE LIABLE FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL LOSS OR DAMAGE OF ANY KIND, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, REVENUE, BUSINESS, OR DATA, REGARDLESS OF THE FORM OF ACTION AND EVEN IF CG DESIGN HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. Some jurisdictions do not allow certain exclusions or limitations of liability, so some of these may not apply to you.

12. SOLE REMEDY AND ALLOCATION OF RISK. YOUR SOLE AND EXCLUSIVE REMEDY AND CG DESIGN' SOLE AND EXCLUSIVE LIABILITY ARE SET FORTH IN THIS EULA. This EULA defines a mutually agreed-upon allocation of risk.

13. NOTICE. THE SOFTWARE IS NOT INTENDED OR LICENSED FOR USE IN ANY HAZARDOUS OR HIGH RISK ACTIVITY.

14. NO SUPPORT. Except as expressly required by applicable law and/or CG Design's current support and maintenance policies, nothing in this EULA entitles you to any support, maintenance or new versions of the Software. You may contact CG Design to determine the availability of support, maintenance and new versions of the Software, and the fees, terms and conditions that would apply.

15. TAXES. In the event that any withholding, sales or use taxes or other taxes or government fees, assessments or charges are payable because of this EULA, or any license of the Software, or because of any payment by you, then you shall pay such taxes, fees, assessments and charges in addition to all other payments.

16. GOVERNING LAW AND ATTORNEYS' FEES. This EULA shall be governed by the laws of the state of Pennsylvania and the United States of America without giving effect to conflict or choice of law principles, and any litigation between the parties arising under this EULA shall be conducted exclusively in Pennsylvania state courts or the federal district courts within the state of Pennsylvania. The parties agree to exclude application of the United Nations Convention on Contracts for the International Sale of Goods to this EULA. If you acquired the Software in a country outside the United States then that country's local laws may apply. In any action or suit to enforce any right or remedy under this EULA or to interpret any provision of this EULA, the prevailing party will be entitled to recover its costs, including reasonable attorneys' fees.

17. SEVERABILITY. If any provision in this EULA is invalid or unenforceable or contrary to applicable law, such provision shall be construed, limited, or altered, as necessary, to eliminate the invalidity or unenforceability or the conflict with applicable law, and all other provisions of this EULA shall remain in effect.

18. TERM AND TERMINATION. This EULA is effective until terminated. You may terminate this EULA by uninstalling and returning the Software to CG Design along with all Documentation and original media. The licenses granted herein shall automatically terminate without notice if you fail to comply with any material provision of this EULA. In such event, you must immediately uninstall and return the Software, including all Documentation and original media, to CG Design. This shall not limit or affect any remedy available to CG Design for your breach of this EULA.

19. U.S. GOVERNMENT END USERS. The Software is provided with Restricted Rights. Use, duplication, or disclosure by the United States Government is subject to restrictions applicable to commercial computer software as set forth in the Federal Acquisition Regulations (FAR) 52.227-14 (Jun 1987) Alternate III (June 1987), FAR 52.227-19 (June 1987), or DFARS 252.227-7013 (b)(3) (Nov 1995) or applicable successor provisions.

20. EXPORT LAWS. Regardless of any disclosure made by you to CG Design regarding an ultimate destination of the Software, you shall not export, re-export or disclose (directly or indirectly) any Software, or any portion thereof, to any country in violation of U.S. export laws or regulations or any other law, regulation or government order. It is your responsibility to comply with the United States government requirements as they may be amended from time to time.

21. CONSTRUCTION. No rule of strict construction shall apply against or in favor of either party in the construction and interpretation of this EULA.

22. ASSIGNMENT. You may not assign, sublicense or transfer this EULA, the Software, or any rights or obligations hereunder without prior written consent of CG Design. Any such attempted assignment, sublicense, or transfer will be null and void. CG Design may terminate this EULA in the event of any such attempted assignment, sublicense, or transfer.

23. ENTIRE AGREEMENT. This EULA sets forth the entire understanding and agreement between the parties relating to its subject matter and may be amended only in a writing signed by both parties. ANY TERMS AND CONDITIONS OF ANY PURCHASE ORDER OR OTHER DOCUMENT SUBMITTED BY YOU IN CONNECTION WITH THE SOFTWARE THAT IS IN ADDITION TO, DIFFERENT FROM OR INCONSISTENT WITH THE TERMS AND CONDITIONS OF THIS EULA ARE NOT BINDING ON CG DESIGN AND ARE INEFFECTIVE. NO VENDOR, DISTRIBUTOR, DEALER, RETAILER, SALES PERSON OR OTHER PERSON IS AUTHORIZED BY CG DESIGN TO MODIFY THIS EULA OR TO MAKE ANY WARRANTY, REPRESENTATION OR PROMISE WHICH IS DIFFERENT THAN, OR IN ADDITION TO, THE WARRANTIES, REPRESENTATIONS OR PROMISES EXPRESSLY SET FORTH IN THIS EULA.