Leximation, Inc. End-User License Agreement
Last updated: 21 December 2015
This Agreement covers all software developed by Leximation, Inc.; it may be superceded in your specific case by a written agreement signed with Leximation, Inc., or specific terms tied to the software you have purchased or are planning to use.
IMPORTANT: SOFTWARE PROVIDED BY LEXIMATION, BUT DEVELOPED BY A THIRD PARTY IS NOT COVERED BY THIS AGREEMENT. PLEASE REFER TO THE SOFTWARE DEVELOPER'S AGREEMENT FOR LICENSING INFORMATION.
NOTICE: PLEASE READ THIS AGREEMENT CAREFULLY. THIS IS A LEGAL AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR AN ENTITY, ALL HEREIN "PERSON") AND LEXIMATION, INC. AND ANY OF ITS SUPPLIERS AND LICENSORS (ALL HEREIN, "LMI"). BY INSTALLING, COPYING, OR OTHERWISE USING ALL OR ANY PORTION OF LMI's "SOFTWARE" (WHICH INCLUDES BUT IS NOT LIMITED TO THE COMPUTER PROGRAM(S) FOR WHICH YOU ARE BEING GRANTED LICENSES FROM LMI, ELECTRONIC CONTENT, ASSOCIATED MEDIA, PRINTED AND ELECTRONIC DOCUMENTATION, UPDATES AND UPGRADES PROVIDED TO YOU), YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN, SIGNED, NEGOTIATED AGREEMENT. IF YOU DO NOT AGREE, DO NOT INSTALL, COPY, OR OTHERWISE USE THE SOFTWARE (IF ALREADY INSTALLED, REMOVE THE SOFTWARE FROM YOUR HARD DRIVE AND PERMANENTLY ERASE ALL COPIES AND DESTROY). IF YOU ACQUIRED THIS SOFTWARE WITHOUT AN OPPORTUNITY TO REVIEW THIS LICENSE AND YOU DO NOT ACCEPT THIS AGREEMENT, YOU MAY OBTAIN A REFUND OF THE AMOUNT YOU ORIGINALLY PAID, IF ANY, IF YOU: (A) DO NOT USE THE SOFTWARE AND ERASE ALL COPIES OR LINKS FROM YOUR SYSTEM AND (B) NOTIFY LMI, ATTACHING PROOF OF PAYMENT, WITHIN THIRTY (30) DAYS OF THE PURCHASE DATE. BY INSTALLING, COPYING, OR OTHERWISE USING ANY UPDATES, UPGRADES, OR OTHER COMPONENTS OF THE SOFTWARE THAT YOU RECEIVE SEPARATELY AS PART OF THE SOFTWARE, YOU AGREE TO BE BOUND BY ANY ADDITIONAL LICENSE TERMS THAT ACCOMPANY THEM. IF YOU DO NOT AGREE, DO NOT USE THEM.
WARNING: All Software has the ability to make sweeping and possibly irreversible changes to the data being processed, and should be thoroughly tested with non-critical data before relying on it. The user must assume the entire risk of using the program. ANY LIABILITY OF THE SELLER, FOR LEXIMATION-DEVELOPED PRODUCTS, WILL BE LIMITED EXCLUSIVELY TO PRODUCT REPLACEMENT OR REFUND OF PURCHASE PRICE.
1. THANK YOU. Leximation, Inc. appreciates your patronage and hopes that these tools make your work just a bit easier. If you have any suggestions, comments, kudos, or complaints, please let us know. If you have ideas for new tools, send those along also. Our lawyer says that we have to remind you that if you send any suggestions, comments, kudos, ideas, or the like to us, that they become our property, and that you are sending them with full knowledge that you will not be paid for them in any way. Except for our gratitude, of course, but that's hard to take to the bank.
This Agreement protects both you (the customer) and Leximation (the seller/developer), so please read it carefully so you are aware of any limitations to the tool's use.
2. DEFINITIONS. The following terms are used throughout the remainder of this Agreement.
(a) "Software" refers to the computer program(s) developed by Leximation and all accompanying files that are provided with this Agreement.
(b) "LMI" means Leximation, Inc., and any of its suppliers and licensors.
(c) "Registered Version" refers to a copy of the Software that has been registered with leximation.com and is associated with an individual or entity as the licensee. A Registered Version may be either (a) used by a single person who uses the Software personally on one or more computers, or (b) installed on a single workstation used non-simultaneously by multiple people, but not both. Regardless of the installation, a single licensed copy of the Software shall not be used concurrently by more than one person. To enable a Registered Version, the Software must be paid for and you must be registered with leximation.com. After registration, an authorization code is sent via email; this authorization code is valid for the life of the product.
(d) "Trial Version" refers to a copy of the Software that has been obtained for the purpose of evaluation and review at no cost to the end user. A Trial Version is assigned to an individual user and is valid for a period of 30 days (unless other arrangements are made). After the evaluation period is over, most of the functions of the Software will cease to operate unless that Software is registered. To enable a Trial Version, an authorization code is sent via email to an email address provided by the licensee. A Trial Version may not be re-installed after the evaluation period is over to gain another 30 days of free operation on the same computer.
(e) "Beta Version" refers to a copy of the Software that has been obtained for the purpose of pre-release testing to assist LMI in evaluating its usefulness and validating its stability under real-world conditions. A Beta Version shall only be used by individuals who are registered with leximation.com as part of the Beta Program. A Beta Version is assigned to individuals based on their interest in specific types of applications and willingness to provide meaningful feedback. Unless otherwise specified, an active Beta Tester will receive a full Registered Version of the Software upon its release. A Beta Version is activated by an authorization code provided by LMI and the Beta Version shall not be used by anyone except the individual to whom it was assigned. For more information about the Beta Program, contact LMI at leximation.com and obtain a Beta Test Agreement. Depending on the Beta Version of the Software, the beta tester may be requested to maintain a specified level of confidentiality; however, a beta tester is never allowed to discuss a Beta Version in any public forum (website, news group, email list, or the like). For the limitations on a specific Beta Version, refer to the information regarding that Software at www.leximation.com/tools/beta/.
(f) "Web Service" refers to Software that is in some way interacting with an application that resides on the Internet. It may be completely web-based, or it may be a locally installed application that communicates to an application on the Internet.
(g) "Code Samples" refer to application code provided free of charge with the intent of helping end users develop related applications.
3. SOFTWARE LICENSE. Subject to the terms and conditions of this Agreement, LMI grants you the following license for use of the Software developed by LMI:
(a) software code. A limited, non-exclusive license to store, load, install, execute, access and display (all collectively "Use") the Software in object code or executable code format only, on no more than the number of computers for which you purchased licenses subject to this Agreement. You may not sublicense the software without the express written permission of LMI. You agree that only LMI shall have the right to maintain, enhance, or otherwise modify the Software other than as described in the accompanying documentation for the purpose of customizing the Software for individual use.
(b) documentation. You may make a reasonable number of copies (either in hardcopy or electronic form) of the documentation included with the Software, provided that such copies shall be used only for your internal business purposes and are not republished or distributed to any third party, and provided further that you reproduce and include LMI's copyright notice, trademarks and any other proprietary markings on such copies of the documentation. They shall remain LMI's exclusive property.
(c) restrictions. LMI reserves all rights not expressly granted in this Section. This Agreement does not constitute a sale and does not authorize a sale of the Software. As between you and LMI, you do not become the owner of, and LMI retains title to, the Software. LMI retain all rights not expressly granted. You must treat the Software like any other copyrighted material. For example, but not by way of limitation, you may not copy any portion of the Software and you may not, nor may you cause or permit a third party to, alter, translate, adapt, modify, translate, reverse engineer, decompile, create derivative works of, or disassemble the Software, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation. Doing or encouraging the above or any other breach of this Agreement may constitute copyright or intellectual property infringement, which may include civil fines, criminal penalties, or both. Nothing in this Section shall be deemed to limit any legal or equitable rights available to LMI for violation of this Agreement.
(d) transfers. You may not transfer, resell, sublicense, rent, lease, or lend the Software or allow all or any portion of the Software to be copied onto another user's computer except as may be expressly permitted herein. During the term of this Agreement, you may, however, transfer all your rights to Use the Software to another person or legal entity, provided that: (i) you also transfer this Agreement and the Software, including all copies, Updates and prior versions, to such person or entity; (ii) you retain no copies, including backups and copies stored on a computer; (iii) the receiving party accepts the terms and conditions of this Agreement and any other terms and conditions upon which you legally purchased a license to the Software, and (iv) notify LMI so the Software may be re-registered to the new licensee.
(e) back-up copy. You may make one (1) copy of the Software installation files for archival purposes only, provided you reproduce and include LMI's copyright notice, trademarks and any other proprietary markings on such copy of the Software.
(h) compliance. To ensure compliance with the terms of this Agreement, LMI or its authorized representative shall have the right to inspect and audit all the computers and networks on which you install and/or Use the Software. If such inspections or audits disclose that you have installed, Used or permitted Use of the Software on computer(s) and/or networks in any manner that is inconsistent with this Agreement, LMI may terminate this license immediately, your rights to Use the Software will end, you shall stop using the Software and remove the Software from your computer/stop access thereto, and you will pay LMI all costs of the audit. Nothing in this Section shall be deemed to limit any legal or equitable rights available to LMI for violation of this Agreement.
4. ADHERENCE TO THIRD-PARTY EULAS. DO NOT use the automation products provided by Leximation in a manner that would violate the Adobe FrameMaker EULA. You shall indemnify and hold Leximation harmless from any such use. You must read and understand the Adobe licensing agreement, and use the tools in accordance with that agreement. If you have any questions about your intended use, please have your legal counsel review the FrameMaker EULA (all products, FM10, FM9, FM8) before purchasing the tool from Leximation. If your intended use violates the EULA for the FrameMaker Desktop license, perhaps you should consider purchasing the FrameMaker Server product. Violators shall not receive any refund from Leximation and may be subject to prosecution to the fullest extent of the law.
5. UPGRADES. Upgrades to the Software from an earlier version are provided on a license exchange basis. You agree by installation and use of a Registered Version of an upgrade to voluntarily terminate your earlier License and cease use of said earlier version of the Software. You may keep copies of the installation software for an earlier version in case you need to reinstall that earlier version due to possible incompatibilities. Under no circumstances are you allowed to transfer an earlier version of the Software to another person or entity.
6. MAINTENANCE AND SUPPORT. Unless otherwise stated, all Software developed by LMI comes with unlimited email support with regard to installation and general use; provided, however, that such support may be discontinued, curtailed, or charged for at any time. To request assistance, use the "Contact" link on any page at leximation.com or use the email address provided in the Software documentation. If you need additional assistance, LMI provides the AskScott service (www.leximation.com/askscott/). AskScott offers phone and email technical support Monday through Friday from 9:00 AM to 5:00 PM (U.S.A. Pacific Time), exclusive of those holidays observed by LMI. Support requests received outside the hours listed above will be processed the next business day. The price per hour for the AskScott feature may increase at any time, but the increase shall not apply to any pre-purchased time. LMI may, at its discretion, cease the AskScott service. In the unlikely event this should happen, any fees paid therefor in advance shall be subject to a pro-rata refund, if requested by you within thirty (30) days of LMI's cessation of such services.
7. LICENSE FEES AND PAYMENT. The license fee for a Registered Version of the Software must be paid in advance before you will receive the authorization code to enable the Software. If the Software is a Web Service it may require recurring or periodic payments. If payments are not kept current, licenses may be terminated for such breach, and interest charged, at a rate of prime plus 4% per annum. All amounts stated in this Agreement are in U.S. dollars. The licenses shall resume immediately upon receipt of payment and a reasonable reactivation fee. The fees listed in this agreement do not include taxes; you shall be responsible for all taxes and tariffs related to this agreement, other than the taxes on LMI's income, such as sales, use, excise, personal property, value-added or other federal, state or local taxes, duties, or any similar assessments based on the license granted or on the use of the software. You shall hold LMI harmless from all claims and liability arising from your failure to report or pay any such taxes, duties and/or assessements. You shall reimburse LMI for its actual, reasonable travel or other out-of-pocket costs incurred on your behalf, and for expenses for collection, if any.
8. SUPPORT AND COOPERATION. You shall be responsible for obtaining and maintaining any equipment or ancillary services needed to use and/or deploy the Software, including, without limitation, integration of the Software on your website, databasing/rules, hosting, and compatibility with any hardware or software, including but not limited to servers, browsers, operating system, and the like (collectively, the "Equipment"). As between you and LMI, you shall be responsible for ensuring that the Equipment complies with all configurations and specifications set forth in LMI's published policies then in effect. LMI may mention its relationship with you and show the implementation on your site and your logo in its marketing materials.
9. CONFIDENTIALITY. All right, title and interest, including all patent, copyright, trade secret and other intellectual property rights, in and to the Software is owned by LMI or its suppliers, and is protected by United States laws and international treaty provisions. You agree that the Software contains confidential information, including trade secrets, know-how and other information, that is the exclusive property of LMI. During the period this Agreement is in effect and at all times after its termination, you and your employees and agents shall maintain the confidentiality of this information and shall not sell, license, sublicense, publish, display, distribute, disclose or otherwise make available this information to any third party nor use such information except as authorized by this Agreement. You shall not remove or change any trademark, copyright or other intellectual property notices contained in the Software or documentation, and shall not use any trademark, trade name or logo of LMI without its prior written consent. You agree that this confidential information has competitive value and that irreparable damage will result if it is disclosed in breach of this Agreement, and that legal proceedings, including injunctive relief, are appropriate in the event of a breach or threatened breach of this Section.
10. REPRESENTATIONS AND WARRANTIES. You warrant and represent that you have the actual authority to enter into this Agreement on behalf of and to bind yourself and your company thereby. You acknowledge that you have not entered into this Agreement in reliance upon any warranty or representation other than those set forth herein. You assume all risk and are solely responsible and shall indemnify LMI against any and all liability resulting from Use of the Software.
This Agreement and your right to Use the Software will terminate automatically if you violate or fail to comply with any part of this Agreement. Information in this Agreement is subject to change without notice and does not represent a commitment on the part of LMI, its suppliers or licensors. Any sections of this Agreement that by their nature would survive termination of this Agreement shall survive termination (howsoever caused), such as limitations of liability, payment, and indemnity provisions, but this shall not imply or create any continued right to Use the Software after termination of the Agreement.
Any notice under this Agreement will be in writing and will be deemed to have been duly served the day after it is sent, if sent by next day commercial courier delivery (e.g., UPS). Any breach or termination notices shall be sent to LMI, 122 'H' Street, San Rafael, CA 94901.
No agency, partnership, or joint venture is created hereby. The provisions of this Agreement are severable; if a court of competent jurisdiction determines as a part of a final non-appealable judgment that any provision of this Agreement is invalid, illegal, or otherwise unenforceable, the provision will be limited to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect.
Except for payment obligations, neither party shall be responsible for any failure or delay in its performance due to circumstances beyond its reasonable control. Upon breach, the non-breaching party shall notify the breaching party in writing, which shall have thirty (30) days (ten days in the case of nonpayment) to cure. If the breach is not cured, any licenses granted hereunder will immediately cease. All payments made or due before that date are non-refundable. In the case of your bankruptcy, inability to pay bills when they come due, or filing to be protected from creditors, any licenses granted hereunder shall be deemed to have terminated the day before said filing.
Both Parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, advertisements, proposals, communications, and other understandings related to the subject matter of this Agreement, including any terms in your company's purchase order or similar document even if signed by the parties after the date hereof. No change or modification of this license will be valid unless it is in writing and is signed by LMI in ink. This Agreement shall not prejudice the statutory rights of any party dealing as a consumer. The English version of this Agreement shall be the version used when interpreting or construing this Agreement; particularly, if you acquired this Software in Canada, you agree to the following: The parties to this Agreement have expressly required that the Agreement be drawn up in the English language/Les parties aux presentes ont expressement exige que la presente convention soient redigees en langue anglaise. This Agreement will continue in effect so long as its terms are adhered to.
This Agreement and the performance of the parties are governed by the internal substantive laws of the State of California (and not by the 1980 United Nations Convention on Contracts for the International Sale of Goods, as amended). The parties consent to the personal and exclusive jurisdiction of, and venue in, the state and federal courts in San Francisco, California and agree that process may be served by mail upon them. In any action or proceeding to enforce rights under this Agreement, the prevailing party shall be entitled to recover reasonable fees and costs (including attorneys' fees).
NOTICE TO INTEGRATORS/THOSE WHO DO NOT INTEND TO BE END USERS: IF YOU USE OR INSTALL THE SOFTWARE ACTING ON BEHALF OF ANOTHER, YOU AGREE (i) TO DELIVER THE TANGIBLE MEDIA (IF ANY) CONTAINING THE SOFTWARE AND THIS AGREEMENT TO THE USER PRIOR TO PROVIDING THEM WITH USE OF THE SOFTWARE; AND (ii) THAT YOU WILL NOT RETAIN ANY USE OF THE SOFTWARE. OTHERWISE, YOU WILL ALSO BE DEEMED TO BE THE USER OF THE SOFTWARE, AND BOUND BY THE TERMS OF THIS AGREEMENT.
12. LIMITATION OF LIABILITIES
THIS SOFTWARE IS PROVIDED "AS IS". LMI DOES NOT WARRANT THAT ITS USE WILL BE UNINTERRUPTED OR ERROR FREE. ANY AND ALL REPRESENTATIONS, GUARANTEES, AND/OR EXPRESS OR IMPLIED WARRANTIES WITH RESPECT THERETO, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, FITNESS FOR A PARTICULAR PURPOSE, AND THOSE ARISING FROM COURSE OF DEALING OR PERFORMANCE, ARE EXPRESSLY DISCLAIMED. LMI DOES NOT CLAIM OR WARRANT THAT THE CONTENT OR OPERATION OF THE SOFTWARE WILL BE WITHOUT DEFECT OR ERROR OR WILL SATISFY THE REQUIREMENTS OF YOUR COMPUTER SYSTEM. LMI AND ITS SUPPLIERS DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE SOFTWARE, AND DISCLAIM ANY AND ALL EFFECTS SAID SOFTWARE MAY HAVE ON YOUR SOFTWARE/HARDWARE IF INTEGRATED THEREIN OR USED THEREON. DEPENDING UPON WHERE YOU ARE LOCATED, YOU MAY HAVE OTHER RIGHTS, WHICH VARY FROM JURISDICTION TO JURISDICTION. NO ADVERTISING DESCRIPTION OR REPRESENTATION, WHETHER MADE BY A DEALER, DISTRIBUTOR, LICENSOR, AGENT OR EMPLOYEE, SHALL BE BINDING UPON LMI OR SHALL CHANGE THE TERMS OF THIS AGREEMENT. THIS SOFTWARE MAY CONTAIN SIGNIFICANT OR INSIGNIFICANT ERRORS, INCLUDING PROGRAM ERRORS THAT MAY CAUSE AN OPERATIONAL INTERRUPTION OF YOUR COMPUTER SYSTEM OR THE SOFTWARE. YOU ASSUME RESPONSIBILITY FOR DETERMINING THE SUITABILITY OF THE SOFTWARE FOR ANY NEEDS AND AS COMBINED WITH OTHER SOFTWARE OR DEVELOPMENT, AND FOR RESULTS OBTAINED. LMI MAKES NO CLAIMS AND SPECIFICALLY DISCLAIMS ANY CLAIMS OR WARRANTIES WITH RESPECT TO PRIVACY, DATA LOSS, CONTENT CORRUPTION, OR PACKET LOSS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, LMI SPECIFICALLY DISCLAIMS ANY WARRANTY REGARDING ANY BENEFIT YOU MIGHT OBTAIN THEREFROM, AND THE OPERATION, APPEARANCE, OR INTERACTION OF THE SOFTWARE, DELIVERABLES OR SERVICES WITH ANY OTHER SOFTWARE, EXCEPT AS SPECIFIED IN THE DOCUMENTATION ACCOMPANYING THE SOFTWARE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LMI SHALL IN NO EVENT BE LIABLE HEREUNDER FOR DAMAGES WHICH ARE RELATED TO MATTERS BEYOND ITS REASONABLE CONTROL; NOR WILL LMI OR ITS SUPPLIERS AND LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, ECONOMIC, COVER, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, WHETHER FORESEEABLE OR NOT, INCLUDING BUT NOT LIMITED TO: THOSE ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, USER DOCUMENTATION, OR RELATED TECHNICAL SUPPORT; BUSINESS INTERRUPTION; DAMAGES OR COSTS RELATING TO THE LOSS OF: PROFITS OR REVENUES, BUSINESS OR BUSINESS OPPORTUNITIES, GOODWILL, DATA (INCLUDING LOSS OF USE OR OF DATA, LOSS OR INACCURACY OR CORRUPTION OF DATA), TIME OR COMPUTER PROGRAMS; OR FOR PRODUCTS LIABILITY; OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF THE FAILURE OF ANY EXCLUSIVE REMEDY. NOTWITHSTANDING THE FOREGOING, IN NO EVENT WILL LMI'S AND ITS SUPPLIERS' AND LICENSORS' LIABILITY EXCEED THE AMOUNT PAID BY YOU FOR THE PORTION OF THE SOFTWARE WHICH DIRECTLY GAVE RISE TO THE DAMAGES, REGARDLESS OF THE FORM OF THE CLAIM (INCLUDING, WITHOUT LIMITATION, ANY CONTRACT, PRODUCT LIABILITY, OR TORT CLAIM (INCLUDING NEGLIGENCE), STATUTORY OR OTHERWISE). YOU ACKNOWLEDGE THAT THE AMOUNTS PAYABLE FOR THE LICENSE HEREUNDER ARE BASED IN PART ON THE LIMITATIONS CONTAINED HEREIN, AND FURTHER THAT THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO EACH CLIENT, BUT IN SUCH JURISDICTIONS, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. Nothing contained in this Agreement limits LMI's liability in the event of death or personal injury resulting from LMI's gross negligence or for the tort of deceit (fraud). LMI is acting on behalf of its suppliers for the purpose of disclaiming, excluding and/or limiting obligations, warranties and liability as provided in this Agreement, but in no other respects and for no other purpose. For further information, please contact LMI's Customer Support Department.
13. NOTICE TO THE U.S. GOVERNMENT: The Software (including all documentation) is/are "Commercial Item(s)," as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation," as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §§227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished rights reserved under the copyright laws of the United States. The manufacturer/distributor is Leximation, Inc., 122 'H' Street, San Rafael, CA 94901. You agree that when licensing the Software for the U.S. Government, or any contractor therefor, you will license consistent with the policies set forth in 48 C.F.R. §12.212 (for civilian agencies) and 48 C.F.R. §§227-7202-1 and 227-7202-4 (for the Department of Defense). For U.S. Government end users, LMI agrees to comply with all applicable equal opportunity laws including, if appropriate, the provisions of Executive Order 11246, as amended, Section 402 of the Vietnam Era Veterans Readjustment Assistance Act of 1974 (38 USC 4212), and Section 503 of the Rehabilitation Act of 1973, as amended, and the regulations at 41 CFR Parts 60-1 through 60-60, 60-250, and 60-741. The affirmative action clause and regulations contained in the preceding sentence shall be incorporated by reference in this Agreement. You may not export or reexport the Software or any underlying information or technology except in full compliance with all United States and other applicable laws and regulations. Specifically, you agree that the Software will not be shipped, ported, transferred, exported, downloaded, or accessed into or by any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions, or regulations (collectively, the "Export Laws"). In addition, if the Software is identified as an export-controlled item under the Export Laws, you represent and warrant that it is not incorporated in, or otherwise located within, an embargoed nation (including, but not limited to, Iran, Iraq, Syria, Sudan, Libya, Cuba, North Korea, and Serbia) and that you are not otherwise prohibited under the Export Laws from receiving the Software. All rights to install, access and/or use the Software are granted on condition that such rights are forfeited if you fail to comply with the terms of this Agreement.
The Parties have read this Agreement, and had the opportunity to consult with their legal advisors. It will be fairly interpreted according to its terms, without strict construction against either party. Any headings shall be of no legal consequence. You will comply with all applicable federal, state, local and foreign laws and regulations with respect to all Use of the Software or any other exercise of your rights under this Agreement.