END-USER LICENSE AGREEMENT FOR HORIZON WEBSITE AND SOFTWARE
ATTENTION: PLEASE READ THIS CARSON, DUNLOP & ASSOCIATES LTD. (“Carson Dunlop”) END-USER LICENSE AGREEMENT (the “License Agreement”) CAREFULLY BEFORE USING DISCOVERHORIZON.COM (the “Website”) AND INSTALLING OR USING THE “HORIZON BY CARSON DUNLOP” SOFTWARE (the “Software”).
BY USING THE WEBSITE, OR INSTALLING, DOWNLOADING, COPYING OR OTHERWISE USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE AGREEMENT. IF YOU DO NOT ACCEPT THE TERMS OF THIS LICENSE AGREEMENT, YOU WILL NOT BE ABLE TO USE THE WEBSITE OR THE SOFTWARE.
IF YOU DO NOT ACCEPT THE TERMS OF THIS LICENSE AGREEMENT AND HAVE PROOF OF PAYMENT, YOU MAY, WITHIN 10 DAYS OF PURCHASING CREDITS, RECEIVE A REFUND FOR THE CREDIT FEES ALREADY PAID UPON CARSON DUNLOP RECEIVING PROOF THAT YOU HAVE DELETED OR DESTROYED ANY COPIES OF THE SOFTWARE THAT YOU HAVE DOWNLOADED OR COPIED.
THE WEBSITE AND THE SOFTWARE ARE PROTECTED BY COPYRIGHT LAWS AND INTERNATIONAL COPYRIGHT TREATIES, AS WELL AS OTHER INTELLECTUAL PROPERTY LAWS AND TREATIES. THE SOFTWARE IS BEING LICENSED TO YOU IN ACCORDANCE WITH THE TERMS CONTAINED HEREIN, NOT SOLD.
1. Terms and Conditions of Use. The use of the Website is subject to the terms and conditions set forth below. By accessing and then using the Website, you accept and agree to be bound by the terms and conditions of use that govern it. Carson Dunlop reserves the right to change these terms and conditions of use as it sees fit and without prior notice. If you do not wish to abide by these terms and conditions, please leave the Website now and do not access or use this Website in the future, unless you assume the obligations outlined below.
2. Software. For the purposes of this License Agreement, the “Software” means the program code for the Horizon by Carson Dunlop Software and all related scripts.
3. License. The Software is licensed to you by Carson Dunlop on the basis that one credit gives you the right to use the Software in accordance with this license to create and save one complete inspection report. You own the medium that the Software was downloaded to and the inspection report contents you create, but Carson Dunlop retains title to the Software and related documentation. Pursuant to the license granted to you herein, you may use the Software on one or more personal computers and one or more personal digital assistants.
Carson Dunlop either owns the intellectual property rights in the underlying HTML, articles, text, images, audio clips, video clips, software and other content (collectively, the “Content”) that is made available to you via the Software, or has obtained the permission of the owner of the intellectual property in such Content to use the Content. Except as provided in this License Agreement, Carson Dunlop prohibits the redistribution or copying of any Content without its express written permission.
Carson Dunlop hereby authorizes you to display on your computer or personal digital assistant, download and print the Content, subject to the following provisions: (i) the copyright notice appears on all such printouts; (ii) the information will not be altered in any manner; and (iii) the Content will not be redistributed to anyone other than your home inspection clients and their professional advisors, broadcast or copied to any other media.
4. No Other License. No rights or licenses are granted to you by Carson Dunlop under this license, expressly or by implication, with respect to any proprietary information, copyright, trade secret or other intellectual property right owned or controlled by Carson Dunlop, except as expressly provided in this License Agreement.
4. Not Transferable. The Software, the related documentation and this License Agreement are not transferable (by operation of law or otherwise) without the prior express written consent of Carson Dunlop.
5. Restrictions. The Software contains copyrighted material, trade secrets and other proprietary material. In order to protect them, and except as permitted by applicable legislation, you may not: (a) modify, network, rent, lend, loan, distribute or create derivative works based upon the Software in whole or in part; (b) electronically transmit the Software from one computer to another or over a network or otherwise transfer the Software except as permitted by this license; or (c) reverse engineer the Software.
6. Termination. This license is effective until terminated. You may terminate this license at any time by deleting the Software and destroying or returning to Carson Dunlop any related documentation and all copies thereof made by you. This license will terminate immediately without notice from Carson Dunlop if you fail to comply with any provision of this License Agreement. Upon termination of this License Agreement, you must delete the Software and destroy or return to Carson Dunlop, any related documentation and all copies thereof made by you.
7. Disclaimer of Warranty on Software and Content. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE WEBSITE AND THE SOFTWARE IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITE, THE SOFTWARE, THE CONTENT AND RELATED DOCUMENTATION ARE PROVIDED ON AN “AS IS” BASIS AND WITHOUT WARRANTY OF ANY KIND AND CARSON DUNLOP EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. CARSON DUNLOP DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SOFTWARE WILL BE CORRECTED. THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE SOFTWARE IS ASSUMED BY YOU. FURTHERMORE, CARSON DUNLOP DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SOFTWARE OR RELATED DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY CARSON DUNLOP OR A PARTNER, EMPLOYEE, AGENT OR AUTHORIZED REPRESENTATIVE OF CARSON DUNLOP SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. The information provided on the Website or in the Content is provided is for guidance only. Such information should not be relied upon or used as the basis for any decision.
Certain information contained on the Website and in the Content has been provided to Carson Dunlop by third parties. You must carry out your own due diligence in respect of all matters referred to and satisfy yourself as to the accuracy thereof. Although Carson Dunlop uses reasonable efforts to maintain the accuracy and currency of the Website and the Content, Carson Dunlop makes no warranties or representations as to its accuracy or currency. The Website and the Content may contain typographical errors and technical inaccuracies. Carson Dunlop assumes no liability or responsibility for any errors or omissions or the Website or in the Content.
Carson Dunlop may update and/or modify the Website and the Content at any time and without notice.
8. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CARSON DUNLOP OR ITS PARTNERS, EMPLOYEES, AGENTS OR AUTHORIZED REPRESENTATIVES BE LIABLE TO YOU FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, LOSS OF CONFIDENTIAL OR OTHER INFORMATION, BUSINESS INTERRUPTION, PERSONAL INJURY, FAILURE TO MEET ANY DUTY (INCLUDING OF GOOD FAITH OR OF REASONABLE CARE), NEGLIGENCE, AND ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OR INABILITY TO USE THE WEBSITE OR SOFTWARE AND/OR THE RELATED DOCUMENTATION, BREACH OR DEFAULT, INCLUDING THOSE ARISING FROM INFRINGEMENT OR ALLEGED INFRINGEMENT OF ANY TRADEMARK, COPYRIGHT OR OTHER INTELLECTUAL PROPERTY RIGHT, BY CARSON DUNLOP EVEN IF CARSON DUNLOP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL CARSON DUNLOP’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED CDN $100.00.
9. General. If you breach any of the terms set out in this License Agreement, your license automatically terminates and you must immediately delete or destroy any downloaded copy of the Software and any printed Content.
Carson Dunlop will aggressively enforce its intellectual property rights to the fullest extent of the law.
10. Governing Law and Severability. This License Agreement shall be governed by and construed under the laws of the Province of Ontario (and the laws of Canada applicable therein) without reference to its conflict of law principles. In the event of any conflicts between foreign law and Ontario law, Ontario law shall prevail and govern. The United Nations convention on contracts for the international sale of goods shall not apply to this License Agreement. If for any reason a court of competent jurisdiction finds any provision of this License Agreement or a portion thereof, to be unenforceable, that provision of this License Agreement shall be enforced to the maximum extent permissible so as to effect the intent of the parties hereto, and the remainder of this License Agreement shall continue in full force and effect.
11. Complete Agreement. This License Agreement constitutes the entire agreement between the parties hereto with respect to the use of the Software and the related documentation, and supersedes all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. No amendment to or modification of this License Agreement will be binding unless in writing and signed by a duly authorized representative of Carson Dunlop.