This End-User License Agreement ("EULA") is a legal agreement between you, represented by an individual or an entity, and Novi Survey, represented by its owners, officers, subsidiaries, and/or parents, which includes NoviSurvey computer software and all associated media and printed materials, any third party software programs that are owned and licensed by parties other than Licensor and that either integrated with or made part of Novi Survey (collectively, “SOFTWARE”). This Agreement is effective on the date you sign or electronically click to accept the Agreement and thereby you agree to all the terms of this Agreement.
BY DOWNLOADING, INSTALLING, COPYING, SAVING ON YOUR COMPUTER, OR OTHERWISE USING THIS SOFTWARE, YOU ARE BECOMING A PARTY TO THIS EULA AND YOU ARE CONSENTING TO BE BOUND BY ALL THE TERMS AND CONDITIONS OF THIS EULA. IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, DO NOT INSTALL, COPY OR OTHERWISE USE THE SOFTWARE. IF YOU RECEIVED THE SOFTWARE ON DISKS OR OTHER MEDIA, PROMPTLY RETURN THE DISKS AND ACCOMPANYING ITEMS (INCLUDING WRITTEN MATERIALS OR OTHER CONTAINERS) TO NOVI SURVEY. IF YOU RECEIVED THE SOFTWARE IN ELECTRONIC FORM, PROMPTLY DELETE ALL COPIES OF THE SOFTWARE FROM YOUR COMPUTER SURVEY AND ANY OTHER MEDIA.
Novi Survey hereby grants you the following limited, non-exclusive, non-transferable, non-refundable, non-assignable license, provided that you comply with all terms and conditions of this EULA.
You are entitled to use this Software for your own internal business use, but may not sell, transfer, rent, or sub-license the Software, Documentation, or Derivative Work to any Third Party in any way. You may NOT, in any way, allow any third party or any of your customers access to any system administrative functions including but not limited to, survey creation and editing, survey management, report creation and editing, user management functions, and any other survey administrative functions. For this type of use, you need a special license, please contact Novi Survey for more information.
The software cannot be used in any way to compete with Novi Survey survey hosted solution or sold as a standalone packaged survey software.
For government installations, access is restricted to users within a single command and within a single program.
The Software may not be used on, distributed to, or installed on a greater number of computers than allowed by the license
The “Source Code” option allows you to modify the source code in any manner. However, the resulting modified code may not be sold or used in any way different than the “Base Application” license above.
You will be eligible for free minor/major version upgrades, bug fixes, or service packs for a period of one year starting on the purchase date. At the end of this period, you may still keep using the SOFTWARE for as long as you wish, provided that you comply with all terms and conditions of this EULA.
This Software is designed to prevent unlicensed or illegal use of the Software. A machine-specific license key will be provided to you to enforce the terms of your license. Any attempt to circumvent the enforcement of the license, regardless of outcome, may result in the revocation of all of your licenses, the rights to operate the Software, and the suspension of any and all technical and logistical support provided to you by us.
This license cannot be granted until you have submitted to Novi Survey all applicable license fees in full.
You may copy the Software for back-up and archival purposes only, provided however, that at all times herein, the original and each copy is kept in your possession and that your installation and use of the Software does not exceed that allowed in the "LICENSES" section above.
All title and intellectual property rights in and to the Software (including but not limited to any
images, photographs, animations, video, audio, music, text incorporated into the Software) are owned
by Novi Survey, and are protected by the United States copyright laws and international copyright treaties,
as well as other intellectual property laws and treaties. The Software is licensed, not sold. All rights
not explicitly granted under this EULA are hereby reserved.
You will not use or access the Software to build a competitive product or service, or make
a product using similar ideas, features, functions or graphics of the Software,
or make derivative works based upon the Software, except for your own internal business use.
The SOFTWARE is being made available to you in strict confidence. You agree to maintain the confidentiality of the SOFTWARE and Documentation and any and all trade secrets or other proprietary or confidential information contained in the SOFTWARE and Documentation (collectively, the "Confidential Information") to the degree exercised by you with respect to your own proprietary and confidential materials or to a reasonable degree, whichever is greater. You further agree not to disclose any Confidential Information to any third parties without our written consent and to inform any of your agents and employees who will be using or evaluating the Software of their obligations to maintain the confidentiality of the Confidential Information.
THE SOFTWARE IS PROVIDED TO LICENSEE "AS IS" AND WITHOUT WARRANTIES. LICENSOR MAKES NO WARRANTY AS TO ITS USE OR PERFORMANCE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NOVI SURVEY HEREBY DISCLAIMS ALL OTHER WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, WITH REGARD TO THE SOFTWARE, AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES. THIS LIMITED WARRANTY GIVES LICENSEE SPECIFIC LEGAL RIGHTS. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE AND ANY SUPPORT SERVICES REMAINS WITH YOU. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY NOVI SURVEY OR ITS EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY.
Novi Survey shall not be liable for any special, incidental, indirect or consequential damages arising out of the use, or inability to use the SOFTWARE. In any case, the entire liability of Novi Survey shall be limited to the amount actually paid by you for the SOFTWARE.
You hereby agree to indemnify Novi Survey and its officers, directors, employees, agents, and representatives from each and every demand, claim, loss, liability, or damage of any kind, including actual attorneys fees, whether in tort or contract, that it or any of them may incur by reason of, or arising out of, any claim which is made by any third party with respect to any breach or violation of this EULA by you or any claims based on the Applications and the SOFTWARE COMPONENT PRODUCT(S) included herein.
In the event any aspect of the Software or its use becomes, or is likely to become, the subject of a claim of infringement of a patent, copyright, trademark, trade secret or any other proprietary right, Novi Survey will, at its discretion and at its sole expense do one or more of the following:
a) promptly replace all or a portion of such infringing aspects of the Product, Deliverable, or Service with an equivalent, non-infringing product;
b) promptly modify such infringing aspect of the Product, Deliverable, or Service so that it becomes non-infringing without affecting its functionality and without significantly affecting Licensee's ability to use it; or
c) obtain for Licensee the right to continue the use of such infringing aspect of the Product, Deliverable, or Service.
You may not reverse engineer, decompile, or disassemble the SOFTWARE. You may not rent, lease, lend, or sell the SOFTWARE. You may not transfer any of the rights granted to you under this EULA to any third party.
This EULA takes effect upon your acceptance of the terms of this EULA and remains effective until terminated by either party in accordance with this EULA. You may terminate this EULA at any time by destroying all copies of the Software and Documentation in your possession and giving us prompt notice of same. This EULA will automatically terminate if you fail to comply with any term or condition of this EULA. Upon termination of this EULA, you warrant and represent that you will immediately destroy all copies of the SOFTWARE other materials provided to you hereunder, if any, that are still in your possession and provide us prompt written assurance of same.
You acknowledge that any violation of this EULA will cause us immediate and irreparable harm and that the damages which we will suffer may be difficult or impossible to measure. Therefore, upon any actual or impending violation of this agreement, we shall be entitled to the issuance of a restraining order, preliminary and permanent injunction without bond, restraining or enjoining such violation by you, your successors or assigns or any entity or person acting in concert with you. Such remedy shall be additional to and not in limitation of any other remedy which may otherwise be available to us by law.
Unless you notify us otherwise, you agree to be identified as a customer of Novi Survey and that we may refer to you by name, trade name, or trademark, if applicable, in our marketing materials or on Novi Survey web sites.