SEW-EURODRIVE PT Pilot^®

READ THIS SOFTWARE LICENSE AGREEMENT ("LICENSE") CAREFULLY BEFORE PRESSING THE "REGISTER" BUTTON. BY PRESSING "REGISTER", YOU AND YOUR EMPLOYER AND ANY ENTITY WITH WHICH YOU MAY BE AFFILIATED (COLLECTIVELY, "You" or "Your") ARE AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT PRESS "REGISTER" AND DO NOT USE PT PILOT ON THE WEB.

• General. The SEW-Eurodrive, Inc. ("SEW") CD's and web site programs and other supporting information (collectively the "Software") are owned and provided by SEW from its offices in Lyman, South Carolina. Web sites and CD's of SEW's affiliates are owned and provided by them and all references herein to web sites and CD's include all web sites and CD's of SEW and its affiliates. The materials on are provided by SEW as a service to its customers and may be used for lawful purposes only.
  
  The software and documentation accompanying this License whether on disk, in read-only memory, on any other media or in any other form (collectively the "Software") are licensed, not sold, to You by SEW for use only under the terms of this License, and SEW reserves all rights not expressly granted to You. The rights granted herein are limited to SEW's intellectual property rights in the Software and do not include any other patents or intellectual property rights. You own the media on which the Software is recorded but SEW and/or SEW's licensor(s) retain ownership of the Software itself.
  
  
• Permitted License Uses and Restrictions. A. Except as and only to the extent expressly permitted in this License or by applicable law, You may not copy, decompile, reverse engineer, disassemble, modify, or otherwise attempt to discover the source code, underlying ideas, or algorithms of the Software or any subsequent version thereof or any part thereof, or create derivative works of the Software or any part thereof.
  
  B. Nothing in this Agreement grants You, Your distributors, and/or any person(s) acting with or for You any rights, license, or interest with respect to the source code of the Software.
  
  C. Nothing in this Agreement grants You, Your distributors, and/or any person(s) acting with or for You the right to receive any upgrades, modifications or other enhancements to Software at any time.
  
  D. Nothing in this Agreement grants You, Your distributors, and/or any person(s) acting with or for You the right to rent, lease, lend, redistribute or sublicense the Software.
  
  
• Ownership/Proprietary Rights. A. Your rights in and to the Software are solely as set forth in Sections 2 and 3, and do not include any rights of ownership. You agree that SEW (or its suppliers) owns all rights, title, and interest (including, but not limited to, ideas, know-how, copyright, patent, trade secret and other intellectual property rights) to the Software, including any and all modifications, enhancements, derivative works, and other alterations by any person or entity.
  
  B. The structure, organization and code embodied in the Software are the valuable and confidential trade secrets of SEW and are protected by applicable laws. You agree to take all reasonable measures to protect SEW's intellectual property rights and to abide by all applicable laws.
  
  C. You agree not to remove, alter, or destroy any proprietary, trademark, or copyright markings or notices placed upon or contained within the Software or any related materials.
  
  D. SEW reserves the right to modify or discontinue the Software at any time without prior notice to or consent by You.
  
  
• Disclaimer of Warranties. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SOFTWARE IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. THE SOFTWARE IS PROVIDED "AS IS", WITH ALL DEFECTS AND WITHOUT WARRANTY OF ANY KIND, AND SEW AND SEW'S LICENSORS (COLLECTIVELY REFERRED TO AS "SEW" FOR THE PURPOSES OF SECTIONS 5 AND 6) HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SOFTWARE, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. SEW DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SOFTWARE, THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SOFTWARE WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY SEW OR AN SEW AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SHOULD THE SOFTWARE PROVE DEFECTIVE YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION.
  
  
• Limitation of Liability. IN NO EVENT SHALL SEW BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SOFTWARE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF SEW HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event shall SEW's total liability to You for all damages exceed the amount of the cost of this License. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.
  
  
• Indemnification. You agree that You shall, at Your own expense, defend, or at Your option settle, any action instituted against SEW or its officers, directors, employees, representatives, agents, suppliers, distributors or resellers, and pay any award or damages finally assessed against SEW or its officers, directors, employees, representatives, agents, suppliers, distributors or resellers or agreed to be paid by You in settlement resulting from such action, insofar as the same is based upon a claim that any of Your products, software or services or the use of any of Your products software or services either alone or in combination with any part of the Software (i) infringes or misappropriates any copyright, trade secret, patent, or any other proprietary right; (ii) violates any applicable law, statute, or regulation; (iii) violates any applicable third party privacy, publicity, intellectual property, or other proprietary right; or (iv) causes damages claimed by third parties, provided that SEW gives You: (i) prompt notice in writing of such action, (ii) the right to solely control and direct the investigation, preparation, defense, and settlement of the action (provided that any settlement must be approved by SEW); and (iii) reasonable assistance and information. SEW retains the right to participate in any defense undertaken by You at SEW's own cost.
  
  
• Protection from Unauthorized Use. Within thirty (30) days following SEW's written request, and no more frequently than twice in any twelve (12) month period, You shall provide SEW with a written statement certifying that You are not using copies of the Software in violation of Sections 2 and 3.
  
  
• Termination. This License is effective until terminated. Your rights under this License will terminate automatically without notice from SEW if You fail to comply with any term(s) of this License. Upon the termination of this License, You shall cease all use of the Software and destroy all copies, in use or archived, full or partial, of the Software.
  
  
• Export Law Assurances. You may not use or otherwise export or re-export the Software except as authorized by United States law and the laws of the jurisdiction in which the Software was obtained. In particular, but without limitation, the Software may not be exported or re-exported (a) into (or to a national or resident of) any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person's List or Entity List. By using the Software, You represent and warrant that You are not located in, under control of, or a national or resident of any such country or on any such list.
  
  
• Governing Law and Jurisdiction. This Agreement will be governed by and construed in accordance with the laws of the State of South Carolina, irrespective of its choice of law principles. All disputes arising out of this Agreement shall exclusively be brought in the South Carolina state courts in and for the County of Greenville or the United States District Court for the District of South Carolina. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
  
  
• Assignability. This Agreement is personal to You and shall not be assignable by You, by operation of law or otherwise, without the prior written consent of SEW (at SEW's sole discretion). SEW may assign or transfer this Agreement or any of its rights or obligations hereunder at any time. Subject to the foregoing, this Agreement shall be binding upon and shall inure to the benefit of the parties, their respective successors, and permitted assigns.
  
  
• Complete Agreement; Governing Language. This License constitutes the entire agreement between the parties with respect to the use of the Software licensed hereunder and supersedes all prior or contemporaneous understandings regarding such subject matter. No amendment to or modification of this License will be binding unless in writing and signed by SEW. If any provision of this Agreement is found to be invalid or unenforceable, such provision shall be severed from the Agreement and the remainder of this Agreement shall be interpreted so as best to reasonably effect the intent of the parties hereto. Any translation of this License is done for local requirements and in the event of a dispute between the English and any non-English versions, the English version of this License shall govern.