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MXTOOLBOX.COM LICENSE AGREEMENT
eTools Group, Inc. grants non-exclusive, non-perpetual
license to the MXToolBox.com service ("Software") to the User
("Licensee") , upon the condition that Licensee accept all of the Terms and
Conditions of this License Agreement. Please read the Terms and
Conditions of this Agreement before you press the "Accept and Activate" button
at the top of this page. If you do not agree to the Terms and Conditions
of this page please press the "Do Not Accept" button at the top of this page
and the activation process will not proceed.
Terms and Conditions
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Use. Upon acceptance of this Agreement, Licensee has a
nonexclusive, nontransferable and non-perpetual license to use the
Software. Licensee may use the Software solely in accordance with the
Documentation or any other use restrictions contained herein. Licensee
may only use the software in accordance with the Acceptable Use Policy posted
on the MXToolBox.com website, which Licensor may revise from time to time.
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Term and Termination. Licensor or Licensee may terminate this
license agreement at any time, with or without cause. Upon
termination, Licensee will cease using the Software immediately.
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Email and Phone Communications. Licensor may from time to time
send email communications or make phone inquires to Licensee in connection with
this agreement, the Software, or other products or services Licensor may
offer. Licensee acknowledges that this is a bargained for provision and
that Licensor would not grant license to the Software without it.
Licensee further agrees that their sole remedy in opting-out of these
communications shall be termination of this license agreement.
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Use Restrictions. Licensee agrees not to modify, change,
disassemble, decompile or otherwise reverse engineer the Software.
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Ownership. The Software is owned by Licensor. The
Software is protected by copyright and other laws of the United States .
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Disclaimer of Warranty. The Software is provided without
warranty in its current "AS IS" condition only for purposes of using the
Software with Licensor. LICENSOR MAKES NO WARRANTY OF ANY KIND
WHATSOEVER, WHETHER EXPRESSED OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
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Limitation of Liability. IN NO EVENT SHALL LICENSOR BE LIABLE
UNDER ANY THEORY OF LIABILITY, WHETHER IN AN EQUITABLE, LEGAL, OR COMMON LAW
ACTION ARISING HEREUNDER FOR CONTRACT, STRICT LIABILITY, INDEMNITY, TORT
(INCLUDING NEGLIGENCE), OR OTHERWISE, FOR DAMAGES WHICH, IN THE AGGREGATE,
EXCEED THE AMOUNT PAID HEREUNDER DURING THE ONE YEAR PERIOD PRECEEDING THE
CLAIM AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.
IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT,
EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND AND HOWEVER CAUSED,
INCLUDING BUT NOT LIMITED TO BUSINESS INTERRUPTION OR LOSS OF PROFITS, BUSINESS
OPPORTUNITIES, OR GOOD WILL EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGE,
AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.
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Confidential Information. Licensee agrees to keep confidential all
technical, product, business, and other information regarding the Software (the
"Confidential Information"), including but not limited to programming
techniques and methods, research and development, computer programs,
documentation, marketing plans, and business methods. Licensee shall at
all times protect and safeguard the Confidential Information and agrees not to
disclose, give, transmit or otherwise convey any Confidential Information, in
whole or in part, to any other party. Licensee further agrees not to
attempt to ascertain the source code of any computer program by
unauthorized access or review, reverse engineering, decompilation, disassembly,
or any other technique or method. Licensee agrees that it will not use
any Confidential Information for its own purpose or for the benefit of any
third party and shall honor the copyrights of and will not copy,
duplicate, or in any manner reproduce any such copyrighted materials. The
provisions of this Section shall survive termination or expiration of this
Agreement.
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Governing Law. This Agreement shall be governed by and construed and
interpreted by the laws of the State of Texas , without regard to any conflict
of laws provisions therein. Licensee shall comply with all then-current
export and import laws and regulations of the United States and such other
governments as are applicable when distributing or using the Software.
Licensee hereby certifies that it will not directly or indirectly export,
re-export, transship, or transmit the Software, or any portion thereof, or
related information, media, or products in violation of United States laws and
regulations.
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Entire Agreement. This Agreement constitutes the entire
agreement and understanding between the parties relating to the subject matter
hereof. This Agreement may not be amended except by a written document
signed by both parties.
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Severability. Each provision of this Agreement is a separately
enforceable provision. If any provision of this Agreement is determined
to be or becomes unenforceable or illegal, such provision shall be reformed to
the minimum extent necessary in order for this Agreement to remain in effect in
accordance with its terms as modified by such reformation.
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