IMPORTANT: READ THESE TERMS CAREFULLY BEFORE DOWNLOADING THE Comments TinyMCE Plugin SOFTWARE (THE “PRODUCT”). BY DOWNLOADING OR USING THE PRODUCT, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS LICENSE AGREEMENT, THAT YOU UNDERSTAND IT, AND THAT YOU AGREE TO BE BOUND BY ITS TERMS (THE “LICENSE” OR “AGREEMENT”). IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT, YOU ARE NOT PERMITTED AND NOT AUTHORIZED TO DOWNLOAD OR USE THIS PRODUCT.
1. Grant of License for Registered Users
LoopIndex grants you a limited, non-exclusive, non-transferable license to use the LoopIndex Comments TinyMCE Plugin, including any documentation files accompanying the Product (“Documentation”), provided that: (i) all copyright notices are maintained on the Product; and (ii) you agree to be bound by the terms of this License Agreement, and (iii) the Product is used for the limited purpose contemplated in the provision of this License Agreement. The Product and Documentation shall be used only by you or your organization.
You have no ownership rights in the Product. Rather, you have a license to use the Product as long as this License Agreement remains in full force and effect. Ownership of the Product, Documentation and all intellectual property rights therein shall remain at all times with LoopIndex. Any other use of the Product by any person, business, corporation, government organization or any other entity is strictly forbidden and is a violation of this License Agreement.
3. License Models
The Software may be used according to one and only one, of the following models (“License Models”):
All models are referring to one of the following:
1 Internal application or 1 SaaS Application or 1 OEM Application
Up to 100 active users. This license includes 1 support requests per month.
Up to 500 active users. This license includes 3 support requests per month.
Up to 1000 active users. This license includes 5 support requests per month.
Up to [as defined in the purchase order] Monthly Active Users. This license includes unlimited support requests per month.
For purposes of this section, Monthly Active Users (MAU) are defined as users who have used or logged in to your application which contains this Product within the past 30 days.
LoopIndex shall provide support a period of 365 days following the purchase date. Support shall be limited to electronic messaging access. LoopIndex shall keep You informed, either per LoopIndex readiness or by following your request, including changes to it, about the rules and procedures that You must perform to enjoy support under the terms of this Agreement. Support topics shall be limited to the following (each a “Support Request”):
- Problem solving
- Bug reporting
- Documentation clarification
The number of Support Requests that LoopIndex is entitled to accept from You is limited to 2 per month if You have chosen the Basic license model, or 5 per month if You have chosen the Professional license model. LoopIndex may refuse Support Requests that exceed these limits.
LoopIndex is not in any way obliged to perform bug fixing or custom development activities as a result of a Support Request.
The Product and Documentation contain material that is protected by copyright law, nationally and internationally. It is also protected by United States Copyright Law, trade secret law, and by international treaty provisions. All rights not granted to you herein are expressly reserved by LoopIndex. Under no circumstance shall this copyright notice or list of conditions be modified or removed from the code distribution.
All licenses pertaining to the Product and Documentation must be granted explicitly in writing by LoopIndex. Accordingly, without such license or as set forth explicitly under this License Agreement you may not transfer, disclose, lease, rent, assign, sublicense, modify or create derivative works based on the Product or any part thereof.
The Licensee is not permitted to distribute the product in any fashion which would promote, encourage, or allow reuse or redistribution of the product. This does not apply to the documentation or to sample code that is provided with the product.
7. No Warranty
EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SOFTWARE AND ANY AND ALL PRODUCTS AND/OR SERVICES PROVIDED BY LOOPINDEX IN CONNECTION WITH THE SOFTWARE ARE PROVIDED ON AN “AS IS” BASIS WITHOUT REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND. LOOPINDEX HEREBY DISCLAIMS ALL OTHER REPRESENTATIONS, WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
8. LIMITATION OF LIABILITY
IN NO EVENT WILL LOOPINDEX BE LIABLE (A) FOR ANY INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF LOOPINDEX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, (B) FOR, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE, LOST PROFITS, BUSINESS INTERRUPTION WHETHER OR NOT FORESEEABLE OR ALLEGED TO BE BASED ON BREACH OF WARRANTY, CONTRACT, NEGLIGENCE OR STRICT LIABILITY, LOSS OF DATA, OR ANY PERFORMANCE UNDER THE AGREEMENT, ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE EVEN IF SUCH END-USER OR ANY OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN. THE MAXIMUM REMEDY AVAILABLE TO EITHER PARTY IS ANY AMOUNT PAID FOR THE LICENSE TO LOOPINDEX HEREUNDER. LOOPINDEX MAKES NO WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH REGARD TO ANY THIRD PARTY PRODUCTS, THIRD PARTY CONTENT OR ANY SOFTWARE, EQUIPMENT, OR HARDWARE OBTAINED FROM THIRD PARTIES.
9. ENFORCEABILITY OF THIS AGREEMENT
IF ANY PROVISION OF THE AGREEMENT IS UNLAWFUL, VOID, OR FOR ANY REASON UNENFORCEABLE, THEN THAT PROVISION WILL BE DEEMED SEVERABLE FROM THE AGREEMENT AND WILL NOT AFFECT THE VALIDITY AND ENFORCEABILITY OF ANY REMAINING PROVISIONS.
This License Agreement is effective until it is terminated. Unless otherwise explicitly set forth in writing within another agreement, you may terminate this License Agreement at any time by destroying or returning to LoopIndex all copies of the Product and Documentation in your possession or under your control. LoopIndex may terminate this License Agreement for any reason, including, but not limited to, if LoopIndex finds that you have violated any of the terms of this License Agreement. Upon notification of termination, you agree to destroy or return to LoopIndex all copies of the Product and Documentation and to certify in writing that all known copies, including backup copies, have been destroyed. All provisions relating to confidentiality, proprietary rights, non-disclosure, limitation of liability and indemnification (specifically paragraphs 3 through 11) shall survive the termination of this License Agreement.
This License Agreement shall be construed, interpreted and governed by the laws of Colorado, USA. Without regard to conflicts of law provisions thereof. The exclusive forum for any disputes arising out of or relating to this License Agreement shall be an appropriate court sitting in Colorado, USA. This License Agreement shall constitute the entire Agreement between the parties hereto. Any waiver or modification of this License Agreement shall only be effective if it is in writing and signed by both parties hereto. If any part of this License Agreement is found invalid or unenforceable by a court of competent jurisdiction, the remainder of this License Agreement shall be interpreted so as to reasonably effect the intention of the parties. No provision of the Agreement will be interpreted against any party because such party or its legal representative drafted such provision.
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