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📄 license.txt

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McObject LICENSE AGREEMENTREAD CAREFULLY BEFORE YOU INSTALL THE SOFTWARE MEDIA If you install the software media, you agree to the terms of this McObject License Agreement.McObject LLC will not sell you a license to use the software in the media package(s) unless you agree to all of the terms of this Agreement.  If you do not accept the terms of this Agreement, promptly destroy the software media package(s).  McObject does not accept contrary terms in Purchase or Sales Orders.1.	PARTIES TO THE LICENSE.  This is a legal agreement between you (the "Development Entity" as defined below) and McObject LLC, a Washington Limited Liability Company ("McObject").2.	SUBJECT MATTER OF THE LICENSE.  This Agreement is a novation of all prior agreements and representations between McObject and you regarding all McObject copyrighted software in your possession, including the contents of the media package(s), earlier releases of the software, all accompanying written materials, and prior written agreements whether contained in manuals, sealed media package(s) or otherwise (hereafter referred to as "Products").3.	LICENSE TO DEVELOP APPLICATION PROGRAM.  McObject grants you a limited,perpetual, non-exclusive, nonassignable, nontransferable right to use the Products enclosed in the software media package(s) in source code form (if supplied or in your possession) and object code form to develop one specific computer application program in compiled, linked, executable form (your "Application Program"), provided your Application Program that includes the Product does not constitute a database management system product which could be used to commercially compete with any McObject Product.4.	LIMITED LICENSE.  We base the price of this license, in part, on the operating system environment and maximum number of developers specified in our sales order (including our quotation or invoice).  Any person who links, compiles, or edits code using a McObject Product is considered a  "Developer".The Products may be used only by the number of Developers, and in the operatingsystem environment(s), specified in the sales order as accepted by McObject.  You must purchase additional licenses from McObject for additional Developers, for each Application Program, and for different operating systems.  You may usethe Products only on the number of workstations (defined as the number of Developers) and only in the Application Program declared in the sales order. 5.	LICENSE TO MODIFY SOURCE.  You may modify and compile the Product source code, if licensed, provided you do not delete copyright notices.  All modified versions are part of the licensed Products, subject to this Agreement and the property of McObject.  You must deliver to McObject on written request copies of all modifications of, partial replacements of, and extensions to McObject source code.  McObject does not support modified source code.  If you compile the source code for use with an operating system other than as specified in the sales order, you must purchase another license from McObject for that operating system.6.	NO LICENSE TO DISTRIBUTE.  You must negotiate a separate Right To Manufacture license to distribute an Application Program that includes the McObject Product.  Distribute means the reproduction for installation, whether for commercial resale, not-for-profit, internal use, or any other use other than to provide technical support for the Application Program.7.	OTHER RESTRICTIONS.  These licenses are personal to you, the Development Entity, specified in the sales order.  The Development Entity may be an individual or organization.  It may be a division or subsidiary of a larger organization or the affiliate of a smaller organization.  In any event, McObject grants this license only to the Development Entity named in the sales order.  You may not use, distribute, or transfer the Products except as allowedby this license.  You may not sell, assign, sublicense, lease, or otherwise transfer any part of this license.  A sale of a majority of your Development Entity is deemed a transfer.  You may not retain copies, even of prior versionsof the Products, on termination of this license.  Your obligations under this Agreement survive any substitution or termination of the licenses granted by this Agreement.8.	OWNERSHIP AND COPYRIGHT.  McObject LLC or its suppliers own the Product(s).  National copyright laws and international treaty provisions protect them.  The Products contain proprietary information.  You must protect the Products like any other copyrighted material and keep the source code in strict confidence, ensuring that anyone with access to the Products refrains from unauthorized reproduction, use or disclosure.  You may make a reasonable number of copies solely for working, backup, or archival purposes, provided youuse only the number of working copies for each licensed Development Entity as specified in our sales order.  9.	INDEMNIFICATION.  You agree to indemnify, hold harmless, and defend McObject from any claims, including attorneys' fees, that arise or result from the use or distribution of your Application Program, including any claim that your Application Program infringes the rights of third parties.10.	TERMS AND TERMINATION.  After payment in full to McObject, you may terminate this license by returning or destroying all copies of the Product materials in your control and notifying McObject in writing.  This license, including your right to use the Products, will terminate automatically if you infringe McObject copyrights or breach this Agreement.  McObject may suspend or terminate this license, with 30 days prior notice and opportunity to cure, if you fail to pay any amount due McObject or any McObject subsidiary.  McObject may suspend or terminate this license, with 30 days prior notice and opportunity to cure, if you fail to pay any amount due any McObject distributoror dealer for this Product license.  Termination of your licenses does not impair third party rights in Application Programs already lawfully distributed,nor does termination affect your obligations under this Agreement.11. 	LIMITED WARRANTY.  McObject warrants that the Products have been accurately recorded on the media and that the media contains no defects.  You may return any media that does not meet this warranty within 30 days from the date of shipment to the place where you obtained it, and McObject or its reseller will repair or replace it without charge.  McObject disclaims all other warranties, either expressed or implied, including but not limited to implied warranties of merchantability and fitness for a particular purpose, and all other remedies for breach of the above warranty.  You assume all risks with respect to accuracy, adequacy, quality, reliability, and performance of the Products.  All implied warranties which may not be disclaimed are limited to 30 days.  Some jurisdictions do not allow limitations on duration of impliedwarranties, so the above limitation may not apply to you.  This limited warranty gives you specific legal rights.  You may have other rights, differentfrom the warranty given by McObject.12. 	NO LIABILITY FOR CONSEQUENTIAL DAMAGES.  In no event will McObject, its resellers, or suppliers be liable for consequential damages (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or other pecuniary loss) arising out of the use of or inability to use the Products, whether in an action based on contract or tort, including negligence or strict liability, even if you advise McObject of the possibility of such damages.  McObject's total liability under this Agreement is limited in the aggregate to amounts you paid for this Product and license.13. 	TECHNICAL SUPPORT.  Technical support, which includes updates (not upgrades to new versions), may be purchased by the Development Entity annually, in advance, at a price equal to fifteen percent of cumulative payments paid to McObject for all Products purchased under this Agreement.14. 	U.S. GOVERNMENT RESTRICTED RIGHTS.  McObject software and documentation are provided with restricted rights.  Use, duplication, or disclosure by the Government is subject to restrictions as set forth in FAR 52.227-14(g)(3) and subparagraph (c)(1)(ii) of The Rights in Technical Data and Computer Software clause at DFARS 252.227-7013.  Contractor/manufacturer is McObject LLC, 22525 SE 64th Place, Suite 302, Issaquah, WA  9802715. 	SEVERABILITY.  Whenever possible, each provision of this Agreement must be interpreted so as to be valid under applicable law.  If any provision is invalid, the remaining provisions remain enforceable. 16. 	DISPUTES.  The laws of the State of Washington, U.S.A., without regard to its conflicts of law rules, control this Agreement, and the United Nations Convention on the International Sale of Goods does not apply.  It is enforceable by McObject or its distributors and dealers.  Disputes will be finally resolved in arbitration, before one arbitrator, under American Arbitration Association Commercial Arbitration Rules and conducted in Seattle, Washington, U.S.A., or under the UNCITRAL Rules of Arbitration in Stockholm, Sweden, at McObject's option.  If conducted in Sweden, the arbitration will be conducted in English, and administered by the Stockholm Chamber of Commerce.  The prevailing party in any action related to an alleged infringement of McObject proprietary rights is entitled to recover its costs and expenses, including reasonable attorneys' fees.  You consent to personal jurisdiction in the federal and state courts in the State of Washington, U.S.A.  A prevailing party may enter judgment on an arbitral award in any court having jurisdiction.These provisions will survive the termination of this Agreement, regardless of the cause of termination.

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