Store License Agreement

STORE LICENSE AGREEMENT
PLEASE READ THIS AGREEMENT EXPRESSES THE TERMS AND CONDITIONS ON WHICH YOU MAY USE THIS SOFTWARE PROGRAM AND ASSOCIATED DOCUMENTATION THAT THE AUTHOR IS FURNISHING OR MAKING AVAILABLE TO YOU WITH THIS AGREEMENT (COLLECTIVELY, THE "SOFTWARE"). READ THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT CAREFULLY BEFORE INSTALLING OR USING THE SOFTWARE. BY INSTALLING, COPYING OR OTHERWISE USING THE SOFTWARE, YOU AND YOUR COMPANY (COLLECTIVELY, "YOU") ARE ACCEPTING AND AGREEING TO THE TERMS OF THIS LICENSE AGREEMENT. IF YOU OR YOUR COMPANY ARE NOT WILLING TO BE BOUND BY THIS AGREEMENT, DO NOT INSTALL OR USE THE SOFTWARE. VARIOUS COPYRIGHTS AND OTHER INTELLECTUAL PROPERTY RIGHTS PROTECT THE SOFTWARE. THIS AGREEMENT IS A LICENSE AGREEMENT THAT GIVES YOU LIMITED RIGHTS TO USE THE SOFTWARE AND NOT AN AGREEMENT FOR SALE OR FOR TRANSFER OF TITLE. AUTHOR RESERVES ALL RIGHTS NOT EXPRESSLY GRANTED BY THIS AGREEMENT. 1. License Grant. On the terms and conditions of this Agreement, Author grants you a nonexclusive, nontransferable license to use the Software on a computer server or servers under the direct and complete control of the Internet provider hosting your web site ("your ISP") and only for purposes of operating an electronic commerce store on the Internet. 2. Property Rights and Restrictions. 2.1 Ownership. The Software and all modifications or enhancements to, or derivative works based on, the Software, whether created by Author or you, and all copyrights, patents, trade secrets, trademarks and other intellectual property rights protecting or pertaining to any aspect of the Software or any such modification, enhancement or derivative work are and shall remain the sole and exclusive property of Author and, where applicable, Author's suppliers. This Agreement does not convey title or ownership to you but instead gives you only the limited rights set forth in Section 1. 2.2 Limited Rights. Except as expressly set forth in this Agreement, you have no right to use, make, sublicense, modify, transfer or copy either the original or any copies of the Software or to permit anyone else to do so. You may use the Software only on computer equipment under the direct and complete control of your ISP, may not allow any third party to use or have access to the Software. 2.3 Proprietary Notices. You may not remove, disable, modify, add to or tamper with any program code or data, copyright, trademark or other proprietary notices and legends contained within the object (compiled) code of the Software. 2.5 Skins. Each copy of the Software includes a set of standardized templates ("Skins") that control the appearance and layout of the electronic commerce store created by the Software, which you may use in accordance with this Agreement. The rights granted under this Agreement may not, at the sole discretion of Author, extend to any other Skins that Author may develop or offer for use with the Software. 2.6 Confidentiality. The Software, in its object code form, and the Skins contain valuable trade secrets and proprietary information belonging to Author. You must keep confidential and protect from unauthorized disclosure all such object code, all Skins and all information that Author expressly designates as confidential or that you reasonably should understand to be confidential or proprietary. Without limiting the foregoing, you will (a) take reasonable security precautions with respect to the information described in this Section 2.6 that are at least as great as the precautions you take to protect your own confidential information; (b) disclose the information described in this section only to your employees or consultants on a need-to-know basis; and (c) require your employees or consultants to execute appropriate written agreements sufficient to enable you to comply with your confidentiality obligations under this Section 2.6. 2.7 Remedies. You acknowledge that money damages may not be an adequate remedy for any breach or violation of any requirement set forth in this Section 2 and that any such breach or violation may leave Author without an adequate remedy at law. As a result, in addition to any other remedies available at law, in equity or under this Agreement, Author shall be entitled to obtain injunctive relief from a court of competent jurisdiction to restrain any such breach or violation. 3. No Warranty. AUTHOR IS PROVIDING THE SOFTWARE, SKINS, AND THE DOCUMENTATION "AS IS." AUTHOR DISCLAIMS ALL WARRANTIES, CONDITIONS OR REPRESENTATIONS (WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO THE SOFTWARE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS OR SUITABILITY FOR ANY PARTICULAR PURPOSE (WHETHER OR NOT AUTHOR KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE) AND ANY WARRANTIES RESPECTING CONDITIONS OF TITLE OR NONINFRINGEMENT, WHETHER ALLEGED TO ARISE BY OPERATION OF LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE OR BY COURSE OF DEALING. AUTHOR ALSO EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OR REPRESENTATION TO ANY PERSON OTHER THAN YOU. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING DISCLAIMER, AUTHOR DOES NOT WARRANT THAT THE SOFTWARE WILL FUNCTION WITHOUT INTERRUPTION OR BE ERROR FREE, THAT AUTHOR WILL CORRECT ALL DEFICIENCIES, ERRORS, DEFECTS OR NONCONFORMITIES OR THAT THE SOFTWARE WILL MEET YOUR SPECIFIC REQUIREMENTS. You should contact your ISP if you have any questions, encounter any problems or require any assistance in connection with the installation and use of the Software. 4. Damages Limitation. AUTHOR'S CUMULATIVE LIABILITY FOR ALL CLAIMS OF ANY NATURE RELATED TO THE SOFTWARE OR OTHERWISE ARISING FROM THIS AGREEMENT, INCLUDING ANY CAUSE OF ACTION IN CONTRACT, TORT OR STRICT LIABILITY, SHALL NOT EXCEED THE TOTAL AMOUNT OF ALL SOFTWARE LICENSE FEES, EXCLUDING SUPPORT FEES, THAT AUTHOR MAY RECEIVE IN CONNECTION WITH YOUR USE OF THE SOFTWARE. NEITHER AUTHOR NOR ANY OF ITS SUPPLIERS SHALL BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OR FOR ANY LOSS OF PROFITS EVEN IF AUTHOR OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. 5. Term. Except as provided in this Section 5, this Agreement will remain in effect as long as (a) you comply with this Agreement in all respects. Author may terminate all rights granted under this Agreement immediately upon written notice to you if your breach any provision in, or fail to comply with any of your obligations under, this Agreement. Upon any expiration or termination of this Agreement, you will cease all further use of the Software immediately and, if Author requests, either return all copies of the Software in your possession to Author or certify to Author that you have destroyed all such copies promptly after Author's request. 5. Miscellaneous. The laws of the State of Arizona will govern this Agreement and its interpretation, and you consent to the jurisdiction and venue of the Arizona Superior Court in Maricopa County, Arizona or the United States District Court for the District of Arizona as the exclusive forum for all disputes concerning this Agreement or the Software. The prevailing party in any action arising from this Agreement may recover its reasonable attorneys' fees and costs from the losing party. The invalidity or unenforceability of any provision in this Agreement shall not affect the validity or enforceability of the rest of this Agreement. Either party's failure to enforce any right granted by this Agreement will not constitute a waiver of that party's right to enforce any other right or to take action in response to any other breach.

STORE LICENSE AGREEMENT

PLEASE READ

THIS AGREEMENT EXPRESSES THE TERMS AND CONDITIONS ON WHICH YOU MAY USE THIS SOFTWARE PROGRAM AND ASSOCIATED DOCUMENTATION THAT THE AUTHOR IS FURNISHING OR MAKING AVAILABLE TO YOU WITH THIS AGREEMENT (COLLECTIVELY, THE "SOFTWARE").

READ THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT CAREFULLY BEFORE INSTALLING OR USING THE SOFTWARE.

BY INSTALLING, COPYING OR OTHERWISE USING THE SOFTWARE, YOU AND YOUR COMPANY (COLLECTIVELY, "YOU") ARE ACCEPTING AND AGREEING TO THE TERMS OF THIS LICENSE AGREEMENT. IF YOU OR YOUR COMPANY ARE NOT WILLING TO BE BOUND BY THIS AGREEMENT, DO NOT INSTALL OR USE THE SOFTWARE.

VARIOUS COPYRIGHTS AND OTHER INTELLECTUAL PROPERTY RIGHTS PROTECT THE SOFTWARE. THIS AGREEMENT IS A LICENSE AGREEMENT THAT GIVES YOU LIMITED RIGHTS TO USE THE SOFTWARE AND NOT AN AGREEMENT FOR SALE OR FOR TRANSFER OF TITLE. AUTHOR RESERVES ALL RIGHTS NOT EXPRESSLY GRANTED BY THIS AGREEMENT.

1. License Grant.

On the terms and conditions of this Agreement, Author grants you a nonexclusive, nontransferable license to use the Software on a computer server or servers under the direct and complete control of the Internet provider hosting your web site ("your ISP") and only for purposes of operating an electronic commerce store on the Internet.

2. Property Rights and Restrictions.

2.1 Ownership. The Software and all modifications or enhancements to, or derivative works based on, the Software, whether created by Author or you, and all copyrights, patents, trade secrets, trademarks and other intellectual property rights protecting or pertaining to any aspect of the Software or any such modification, enhancement or derivative work are and shall remain the sole and exclusive property of Author and, where applicable, Author's suppliers. This Agreement does not convey title or ownership to you but instead gives you only the limited rights set forth in Section 1.

2.2 Limited Rights. Except as expressly set forth in this Agreement, you have no right to use, make, sublicense, modify, transfer or copy either the original or any copies of the Software or to permit anyone else to do so. You may use the Software only on computer equipment under the direct and complete control of your ISP, may not allow any third party to use or have access to the Software.

2.3 Proprietary Notices. You may not remove, disable, modify, add to or tamper with any program code or data, copyright, trademark or other proprietary notices and legends contained within the object (compiled) code of the Software.

2.5 Skins. Each copy of the Software includes a set of standardized templates ("Skins") that control the appearance and layout of the electronic commerce store created by the Software, which you may use in accordance with this Agreement. The rights granted under this Agreement may not, at the sole discretion of Author, extend to any other Skins that Author may develop or offer for use with the Software.

2.6 Confidentiality. The Software, in its object code form, and the Skins contain valuable trade secrets and proprietary information belonging to Author. You must keep confidential and protect from unauthorized disclosure all such object code, all Skins and all information that Author expressly designates as confidential or that you reasonably should understand to be confidential or proprietary. Without limiting the foregoing, you will (a) take reasonable security precautions with respect to the information described in this Section 2.6 that are at least as great as the precautions you take to protect your own confidential information; (b) disclose the information described in this section only to your employees or consultants on a need-to-know basis; and (c) require your employees or consultants to execute appropriate written agreements sufficient to enable you to comply with your confidentiality obligations under this Section 2.6.

2.7 Remedies. You acknowledge that money damages may not be an adequate remedy for any breach or violation of any requirement set forth in this Section 2 and that any such breach or violation may leave Author without an adequate remedy at law. As a result, in addition to any other remedies available at law, in equity or under this Agreement, Author shall be entitled to obtain injunctive relief from a court of competent jurisdiction to restrain any such breach or violation.

3. No Warranty.

AUTHOR IS PROVIDING THE SOFTWARE, SKINS, AND THE DOCUMENTATION "AS IS." AUTHOR DISCLAIMS ALL WARRANTIES, CONDITIONS OR REPRESENTATIONS (WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO THE SOFTWARE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS OR SUITABILITY FOR ANY PARTICULAR PURPOSE (WHETHER OR NOT AUTHOR KNOWS, HAS REASON TO KNOW, HAS BEEN ADVISED OR IS OTHERWISE IN FACT AWARE OF ANY SUCH PURPOSE) AND ANY WARRANTIES RESPECTING CONDITIONS OF TITLE OR NONINFRINGEMENT, WHETHER ALLEGED TO ARISE BY OPERATION OF LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE OR BY COURSE OF DEALING. AUTHOR ALSO EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OR REPRESENTATION TO ANY PERSON OTHER THAN YOU. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING DISCLAIMER, AUTHOR DOES NOT WARRANT THAT THE SOFTWARE WILL FUNCTION WITHOUT INTERRUPTION OR BE ERROR FREE, THAT AUTHOR WILL CORRECT ALL DEFICIENCIES, ERRORS, DEFECTS OR NONCONFORMITIES OR THAT THE SOFTWARE WILL MEET YOUR SPECIFIC REQUIREMENTS. You should contact your ISP if you have any questions, encounter any problems or require any assistance in connection with the installation and use of the Software.

4. Damages Limitation.

AUTHOR'S CUMULATIVE LIABILITY FOR ALL CLAIMS OF ANY NATURE RELATED TO THE SOFTWARE OR OTHERWISE ARISING FROM THIS AGREEMENT, INCLUDING ANY CAUSE OF ACTION IN CONTRACT, TORT OR STRICT LIABILITY, SHALL NOT EXCEED THE TOTAL AMOUNT OF ALL SOFTWARE LICENSE FEES, EXCLUDING SUPPORT FEES, THAT AUTHOR MAY RECEIVE IN CONNECTION WITH YOUR USE OF THE SOFTWARE. NEITHER AUTHOR NOR ANY OF ITS SUPPLIERS SHALL BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OR FOR ANY LOSS OF PROFITS EVEN IF AUTHOR OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.

5. Term.

Except as provided in this Section 5, this Agreement will remain in effect as long as (a) you comply with this Agreement in all respects. Author may terminate all rights granted under this Agreement immediately upon written notice to you if your breach any provision in, or fail to comply with any of your obligations under, this Agreement. Upon any expiration or termination of this Agreement, you will cease all further use of the Software immediately and, if Author requests, either return all copies of the Software in your possession to Author or certify to Author that you have destroyed all such copies promptly after Author's request.

5. Miscellaneous.

The laws of the State of Arizona will govern this Agreement and its interpretation, and you consent to the jurisdiction and venue of the Arizona Superior Court in Maricopa County, Arizona or the United States District Court for the District of Arizona as the exclusive forum for all disputes concerning this Agreement or the Software. The prevailing party in any action arising from this Agreement may recover its reasonable attorneys' fees and costs from the losing party. The invalidity or unenforceability of any provision in this Agreement shall not affect the validity or enforceability of the rest of this Agreement. Either party's failure to enforce any right granted by this Agreement will not constitute a waiver of that party's right to enforce any other right or to take action in response to any other breach.