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Software evaluation agreement (30-day trial)

Copyright © 2008 Creative Development LLC<info@cdev.ru> All rights reserved.

THIS AGREEMENT EXPRESSES THE TERMS AND CONDITIONS ON WHICH YOU MAY USE EVALUATION VERSION OF LITECOMMERCE SOFTWARE AND ASSOCIATED DOCUMENTATION THAT THAT CREATIVE DEVELOPMENT, LLC REGISTERED IN ULYANOVSK, RUSSIAN FEDERATION (hereinafter referred to as "THE AUTHOR") IS FURNISHING OR MAKING AVAILABLE TO YOU WITH THIS AGREEMENT (COLLECTIVELY, THE "SOFTWARE"). PLEASE REVIEW THE FOLLOWING TERMS AND CONDITIONS OF THIS EVALUATION AGREEMENT CAREFULLY BEFORE INSTALLING OR USING THE SOFTWARE. BY INSTALLING, COPYING OR OTHERWISE USING THE SOFTWARE, YOU AND YOUR COMPANY (COLLECTIVELY, "EVALUATOR") ARE ACCEPTING AND AGREEING TO THE TERMS OF THIS EVALUATION AGREEMENT. IF YOU 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 AN EVALUATION AGREEMENT THAT GIVES YOU LIMITED RIGHTS TO USE THE SOFTWARE AND NOT AN AGREEMENT FOR SALE OR FOR TRANSFER OF TITLE. THE AUTHOR RETAINS ALL RIGHTS NOT EXPRESSLY GRANTED BY THIS AGREEMENT.

Author desires to provide the Software, to Evaluator for its evaluation purposes for the 30-day evaluation period from the date that Evaluator downloads the Software (the "Evaluation Period"). Evaluator desires to perform an internal evaluation of the Software for potential use in connection with Evaluator's business (the "Evaluation").

1. GRANT. Subject to the terms and conditions of this Agreement, Author hereby grants Evaluator a royalty free, non-exclusive, non-transferable, personal, revocable license to use the Software solely to perform the Evaluation. This Agreement does not include any rights to maintenance or updates.

2. LIMITATION ON RIGHTS. Licensee has no right to transfer, sublicense or otherwise distribute the Software to any third party or to use the Software except to perform the Evaluation. Licensee may not (a) modify the code of the Software nor permit any third party to do so; (b) copy the Software, except for a reasonable number of backup copies; or (c) use the Software in a production or development basis or in any manner to provide service bureau, commercial time-sharing, rental or other computer services to third parties. Licensee acknowledges that the Software contains trade secrets and, in order to protect such trade secrets, Licensee agrees not to disassemble, decompile or reverse engineer the Software.

3. TERM AND TERMINATION. This Agreement, and all rights granted to Evaluator hereunder, shall terminate (i) automatically without notice upon the expiration of the Evaluation Period, or upon Evaluator's breach of any provision of this Agreement; or (ii) immediately upon Author providing written notice to Evaluator. Upon any termination or expiration of this Agreement, and provided that Licensee has not purchased a license to the Software, Evaluator shall destroy all copies of the Software. If Evaluator has not purchased a license to the Software as of the expiration of the Evaluation Period, the Software shall cease to function, and Evaluator may lose access to data made with, or stored on, the Software.

4. TITLE. Title to the Software and all proprietary rights therein shall be and remain the sole and exclusive property of Author.

5. NON-DISCLOSURE OF CONFIDENTIAL INFORMATION. Evaluator understands and agrees that the Software contains confidential and trade secret information of Author and its licensors and suppliers ("Confidential Information"), and may be the subject of one or more patents and/or patent applications, now or in the future. Evaluator agrees to maintain the Confidential Information in strict confidence. Evaluator shall ensure that no unauthorized persons shall have access to the Software. Evaluator further agrees that the terms of this paragraph shall continue in full force and effect irrespective of the expiration or termination of this Agreement. Confidential Information shall not include that information which (i) becomes part of the public domain through no breach by Evaluator; (ii) is independently developed by Evaluator; or (iii) is rightfully disclosed by a third party to Evaluator.

6. NO WARRANTY. THE SOFTWARE IS BEING SUPPLIED ON AN "AS IS" BASIS WITHOUT WARRANTY OF ANY KIND. AUTHOR MAKES NO WARRANTIES REGARDING THE SOFTWARE, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.

7. EXCLUSION OF DAMAGES. IN NO EVENT WILL AUTHOR BE LIABLE TO EVALUATOR OR ANY OTHER PARTY FOR DAMAGES OF ANY KIND ARISING FROM THIS AGREEMENT OR THE USE OF THE SOFTWARE, WHETHER RESULTING FROM TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHER FORM OF ACTION, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, SPECIAL, INCIDENTAL AND CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS) OF ANY KIND, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

The Initial Developer of the Original Code is Creative Development LLC.
Portions created by Creative Development LCC are Copyright (C) 2008 Creative Development LLC. All Rights Reserved.