License Agreement

  • July 2020
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Solid Documents, LLC License Agreement

THIS IS A CONTRACT. CAREFULLY READ THIS AGREEMENT. BY INSTALLING THIS SOFTWARE YOU ACCEPT AND AGREE TO ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. This Solid Documents, LLC "Solid Documents" End User License Agreement ("EULA") accompanies all software products ("Software"). Please read this EULA carefully. Solid Documents and its suppliers own all intellectual property in the Software. The Software i s licensed, not sold. The Software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. If you do not agree with all of the terms and conditions of this agreement, you must (1) IMMEDIATELY CEASE USING THE SOFTWARE, (2) DESTROY ALL COPIES OF THE SAME, INCLUDING ANY COPIES STORED ON YOUR HARD DRIVE AND ANY ARCHIVAL COPIES, AND (3) FOLLOW THE PROCEDURES ESTABLISHED BY THE MANUFACTURER. DEFINITIONS "Computer" is an electronic device that stores, retrieves, and processes data, and can be programmed with instructions. A computer is composed of hardware and software, and can exist in a variety of sizes and configurations. "Evaluation Software" means a version of Solid Documents' Software lice nsed as an evaluation or trial. This version is neither for resale nor for production use. "Internal Network" is a privately maintained computer network that can be accessed only by authorized persons, as in members or employees of the organization / corpo ration / business entity that owns it. Internal Network specifically excludes the Internet or any other network community open to the public, including but not limited to membership - or subscription-driven groups, associations, and similar organizations. Connection via secure links (VPN or dial up) to your Internal Network for the purpose of this contract is considered use over an Internal Network. "Licensee" means a person and/or company entering into this EULA. "Software" means only the Solid Documents so ftware program(s) and third party software programs, in each case, supplied by Solid Documents herewith, and corresponding documentation, associated media, printed materials, help files, online or electronic documentation, images, sounds, clip art and othe r artistic work, and all updates or upgrades of the above that are provided to you. "Updates" means subsequent releases of the Software that are created for the purposes of bug fixes, error correction, or minor enhancements to functionality and that are ge nerally made available to Licensees of the Software. "Updates" may or may not include the addition of new functionality. All Updates provided hereunder shall be considered Software and will be subject to this Agreement. "Unlock Code" means a unique unlock sequence that allows enabling of the Software for production use. "Solid Documents" means Solid Documents, LLC, a Washington Limited Liability Company, 2509 152nd Avenue NE, Suite E, Redmond, WA 98052. LICENSE GRANT. Solid Documents grants you a non -exclusive, non-transferable right and limited license to use the Software as follows:

Software License. Upon issuance of a valid Unlock Code sequence by Solid Documents to Licensee, you can install Software on one (1) Computer, unless otherwise indicated under a valid license (e.g. Multiple Seat License) granted by Solid Documents. a. Use. Individual License Use. With an individual license you may use the Software on a single computer ("Your Computer") and not across a network. Multiple Seat License Use. With mu ltiple seat licenses, you are allowed to install the Software on "N" Computers where "N" is the number of licenses purchased. You can store the Software on your Internal Network for authorized users to access for installation on their Computer. It is NOT a concurrent use license (based on simultaneous usage) or a roaming license (based on number of users). Additional Restrictions. You may not separate component parts of the Software for use on more than one computer. You do not have the right to distribute the Software. You may load the Software into your Computer's temporary memory (RAM) for purposes of using the Software. Licensee agrees to not attempt to disable or violate the internal activation and licensing mechanism. For Solid Converter® PDF: Licensee also agrees to not charge any fees, directly or indirectly, for PDF to Word document conversion through use of the Software. b. Storage. You may copy the Software into the local memory or storage device. The license for the Software may not be shared or u sed concurrently on different computers. c. Copying. You may make archival or back -up copies of the Software, provided the copy contains all the original Software's proprietary notices and that it is used only for back -up purposes. d. Reservation of Rights. Solid Documents reserves all rights not expressly granted to you in this License Agreement. e. License Abuse and/or Violation. If any abuse of a license is suspected or found, Solid Documents retains the right to make the Unlock C ode invalid. You also agree to surrender your license immediately upon any notification of violation of any of the terms in this EULA and you will not be refunded any money upon surrendering your license. f. Freeware. This Software is not freeware and is n ot in the public domain. If you are using an Internet version, the Software you are installing is Evaluation Software. As such, you may evaluate the program for the maximum trial period stated in the program. If, after that time, you decide to continue usi ng it, you must register it by paying a registration fee at our Web site ( http://www.soliddocuments.com ). If, after the trial period, you choose not to register it, you must uninstall it from any and all machin es to which it was installed on a trial basis. This Evaluation Software can be turned into a fully registered copy by registering the Software on our Web site. COPYRIGHT. The Software is proprietary to Solid Documents and its licensors. Solid Documents and its licensors retain all copyrights, trade secret rights, patents, trademarks, and any other proprietary rights relating to the Software. Except as expressly provided in the License Grant above, you may not copy, reproduce, alter, modify, decompile, disas semble, reverse engineer, or create derivative works based on the Software. All rights not expressly granted are reserved. Any copy of the Software that you are permitted to make under this Agreement must include all of the copyright and other notices appe aring in the original copy of the Software. RESTRICTIONS ON TRANSFER. This license is personal to Licensee, and neither your rights hereunder nor any copy of the Software may be sold, assigned, distributed, transferred or sublicensed to any other person, in any media (including electronic media), without the prior written consent of Solid Documents. Any transfer in violation of this section will be null and void and will automatically terminate your right to use or possess the Software.

EXPORT COMPLIANCE. L icensee shall not export, directly or indirectly, any Software, product, service, or technical data or any system incorporating such items without first obtaining any required license or other approval from the U.S. Department of Commerce or any other agen cy or department of the United States Government. If Licensee exports any technical data from the United States or re -exports any technical data from a foreign destination, Licensee shall ensure that the distribution and export/re -export of the technical data is in compliance with all laws, regulations, orders or other restrictions of the United States and the appropriate foreign governments. Software may not be exported or re -exported to Cuba, Iran, Iraq, Libya, North Korea, Sudan, Syria, or any country to which the United States embargoes goods. In addition, the Software may not be distributed to persons on the Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals. UPDATED VERSIONS. The Software may be updated from time to time by Solid Documents at its sole discretion. You may obtain such updated versions of the Software from Solid Documents on the terms agreed upon by Solid Documents and you. Such updated versions of the Software are expected to operate more accurately and effectively. You acknowledge that you are responsible for downloading and installing such updated versions of the Software. DUAL MEDIA SOFTWARE. You may receive the Software in more than one medium (download and CD). You may use only one medium that is ap propriate for your single computer. You may not install the other medium on another computer. You may not loan, rent, lease, or otherwise transfer the other medium to another user. LIMITED WARRANTY. Solid Documents warrants that, for sixty (60) days from t he date of delivery of the Software to you, the Software will perform substantially in accordance with its applicable documentation. Solid Documents DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED OR THAT THE SOFTWARE WILL BE ERROR -FREE. THE ABOVE WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER EXPRESSED OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SOFTWARE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO SIXTY (60) DAYS FROM THE DATE OF DELIVERY. (USA ONLY) SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIF IC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE. LIMITATION OF LIABILITY. IN NO EVENT WILL SOLID DOCUMENTS, ITS SUPPLIERS, RESELLERS OR ITS LICENSORS BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF PROFITS, BUSINESS INTERRUPTION, OR LOSS OF DATA ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF SOLID DOCUMENTS, ITS SUPPLIERS, RESELLERS OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL SOLID DOCUMENTS' LIABILITY UNDER THIS AGREEMENT EXCEED THE AMOUNT OF THE LICENSE FEES ACTUALLY PAID BY YOU IN RESPECT OF THE COPY OF SOFTWARE GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. (USA ONLY) SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU AND YOU MAY ALSO HAVE OT HER LEGAL RIGHTS THAT VARY FROM STATE TO STATE. SEVERABILITY. In the event any provision of this EULA is found to be invalid, illegal or unenforceable, a modified provision shall be substituted which carries out as nearly as possible the original intent of the Parties, and the validity, legality, and enforceability of any of the remaining provisions shall not in any way be affected or impaired thereby. NOTICE TO U.S. GOVERNMENT END USERS. The Software and any accompanying documentation are provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the U.S. Government or its contractors is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227 -7013, or any successor regulation or as set forth in the particular department or agency regulations or rules which provide Solid Documents or its licensors with protection equivalent to or greater than that clause.

GOVERNING LAW AND GENERAL PROVISIONS. This Agreement will be governed by the laws in force in the State of Washington, excluding the application of its conflicts of law principles. If any part of this Agreement is found void or unenforceable, it will not affect the validity of the balance of the Agreement, which shall remain valid and enforceable according to its terms. You agree that the Software shall not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, res trictions or regulations. This Agreement shall automatically terminate upon failure by you to comply with its terms. This Agreement may only be modified in writing signed by an authorized officer of Solid Documents.

SOFTWARE LICENSE. Solid Documents reserv es the right to change or update any part of this agreement, at any time in the future, without prior notice or reason. The latest and most current agreement can be found at: http://www.soliddocuments.com/license.htm. ADOBE SYSTEMS INCORPORATED COLOR PROFILE LICENSE AGREEMENT NOTE: Any provisions in Solid Documents, LLC’s license agreement above that differs from Adobe’s Agreement are offered by Solid Documents, LLC alone and not Adobe. NOTICE TO USER: PLEASE READ THIS CONTRACT CAREFULLY. BY USING ALL OR ANY PORTION OF THE SOFT WARE YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU. IF YOU DO NOT AGREE WITH THE TERMS OF THIS AGREEMENT, DO NOT USE THE SOFTWARE. 1. DEFINITIONS. In this Agreement, "Adobe" means Adobe Systems Incorporated, a Delaware corporation, located at 345 Park Avenue, San Jose, California 95110. "Software" means the software and related items with which this Agreement is provided. 2. LICENSE. Subject to the terms of this Agreement, Adobe hereby grants you the worldwide, nonexclusive, nontransferable, royalty -free license to use, reproduce, and publicly display th e Software. Adobe also grants you the rights to distribute the Software only (a) as embedded within digital image files and (b) on a standalone basis. No other distribution of the Software is allowed, including, without limitation, distribution of the Soft ware when incorporated into or bundled with any application software. All individual profiles must be referenced by their ICC Profile description string. You may not modify the Software. Adobe is under no obligation to provide any support under this Agreement, including upgrades or future versions of the Software or other items. No title to the intellectual property in the Software is transferred to you under the terms of this Agreement. You do not acquire any rights to the Software except as expressly set forth in this Agreement. 3. DISTRIBUTION. If you choose to distribute the Software, you do so with the understanding that you agree to defend, indemnify, and hold harmless Adobe against any losses, damages, or costs arising from any claims, lawsuits, or ot her legal actions arising out of such distribution, including without limitation, your failure to comply with this Section 3. If you distribute the Software on a standalone basis, you will do so under the terms of this Agreement or your own license agreement which (a) complies with the terms and conditions of this Agreement; (b)effectively disclaims all warranties and conditions, express or implied, on behalf of Adobe; (c)effectively excludes all liability for damages on behalf of Adobe; (d) substantially s tates that any provisions that differ from this Agreement are offered by you alone and not Adobe; and (e) substantially states that the Software is available from you or Adobe and informs licensees how to obtain it in a reasonable manner on or through a me dium customarily used for software exchange. Any distributed Software will include the Adobe copyright notices as included in the Software provided to you by Adobe. 4. DISCLAIMER OF WARRANTY. Adobe licenses the Software to you on an "AS IS" basis. Adobe makes no representation as to the adequacy of the Software for any particular purpose or to produce any particular result. Adobe shall not be liable for loss or damage arising out of this

Agreement or from the distribution or use of the Software or any other materials. ADOBE AND ITS SUPPLIERS DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE SOFTWARE, EXCEPT FOR ANY WARRANTY,CONDITION, REPRESENTATION, OR TERM TO THE EXTENT TO WHICH THE SAME CANNOT OR MAY NOT BE EXCLUDED OR LIMIT ED BY LAW APPLICABLE TO YOU IN YOUR JURISDICTION. ADOBE AND ITS SUPPLIERS MAKE NO WARRANTIES, CONDITIONS, REPRESENTATIONS, OR TERMS, EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE, OR OTHERWISE AS TO ANY OTHER MATTERS, INCLUDING BUT NOT LIMITED TO NONINFRINGEMENT OF THIRD -PARTY RIGHTS, INTEGRATION, SATISFACTORY QUALITY, OR FITNESS FOR ANY PARTICULAR PURPOSE. YOU MAY HAVE ADDITIONAL RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. The provisions of Sections 4 and 5 shall survive the termination of this Agreement, howsoever caused, but this shall not imply or create any continued right to use the Software after termination of this Agreement. 5. LIMITATION OF LIABILITY. IN NO EVENT WILL ADOBE OR ITS SUPPLIERS BE LIABLE TO YOU FOR ANY DAMAGES, CLAIMS, OR COSTS WHATSOEVER OR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL DAMAGES, OR ANY LOST PROFITS OR LOST SAVINGS, EVEN IF AN ADOBE REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, DAMAGES, CLAIMS, OR COSTS OR FOR ANY CLAIM BY ANY THIRD PARTY. THE FOREGOING LIMITATIONS AND EXCLUSIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW IN YOUR JURISDICTION. ADOBE'S AGGREGATE LIABILITY AND THAT OF ITS SUPPLIERS UNDER OR IN CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT PAID FOR THE SOFTWARE. Nothing contained in this Agreement limits Adobe's liability to you in the event of death or personal injury resulting from Adobe's negligence or for the tort of deceit (fraud). Adobe is acting on behalf of its su ppliers for the purpose of disclaiming, excluding, and/or limiting obligations, warranties, and liability as provided in this Agreement, but in no other respects and for no other purpose. 6. TRADEMARKS. Adobe grants you a worldwide, nonexclusive, nontransf erable, personal right to use the "Adobe" word trademark (the "Trademark") solely to identify Adobe as the source of the Adobe RGB (1998) product or Adobe RGB technology, so long as such use complies with the terms of this Agreement, the trademark guidelin es available at the "Permissions and trademarks" pages of the Adobe website (www.adobe.com), and the "Adobe Trademark Guidelines for third parties who license, use or refer to Adobe trademarks," also available from the Adobe website. You acknowledge the va lidity of the Trademark and Adobe's ownership of the Trademark. Nothing in this Agreement shall give you any right, title, or interest in the Trademark, other than the license rights granted in this Agreement. You recognize the value of the goodwill associ ated with the Trademark and acknowledge that such goodwill exclusively inures to the benefit of and belongs to Adobe. Adobe and the Adobe logo are either registered trademarks or trademarks of Adobe Systems Incorporated in the United States and/or other countries. With the exception of referential use and the rights granted in this Agreement, you will not use such trademarks or any other Adobe trademark or logo without separate prior written permission granted by Adobe. 7. TERM. This Agreement is effective until terminated. Adobe has the right to terminate this Agreement immediately if you fail to comply with any term hereof. Upon any such termination, you must return to Adobe all full and partial copies of the Software in your po ssession or control. 8. GOVERNMENT REGULATIONS. If any part of the Software is identified as an export controlled item under the United States Export Administration Act or any other export law, restriction, or regulation (the "Export Laws"), you represent and warrant that you are not a citizen, or otherwise located within, an embargoed nation (including without limitation Iran, Iraq, Syria, Sudan, Libya, Cuba, North Korea, and Serbia) and that you are not otherwise prohibited under the Export Laws from rece iving the Software. All rights to use the Software are granted on condition that such rights are forfeited if you fail to comply with the terms of this Agreement. 9. GOVERNING LAW. This Agreement will be governed by and construed in accordance with the substantive laws in force in the State of California as such laws are applied to agreements

entered into and to be performed entirely within California between California residents. This Agreement will not be governed by the conflict of law rules of any juris diction or the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. All disputes arising out of, under, or related to this Agreement will be brought exclusively in the state Santa Clara County, California, USA. 10. GENERAL. You may not assign your rights or obligations granted under this Agreement without the prior written consent of Adobe. None of the provisions of this Agreement s hall be deemed to have been waived by any act or acquiescence on the part of Adobe, its agents, or employees, but only by an instrument in writing signed by an authorized signatory of Adobe. When conflicting language exists between this Agreement and any o ther agreement included in the Software, the terms of such included agreement shall apply. If either you or Adobe employs attorneys to enforce any rights arising out of or relating to this Agreement, the prevailing party shall be entitled to recover reason able attorneys' fees. You acknowledge that you have read this Agreement, understand it, and that it is the complete and exclusive statement of your agreement with Adobe which supersedes any prior agreement, oral or written, between Adobe and you with respect to the licensing to you of the Software. No variation of the terms of this Agreement will be enforceable against Adobe unless Adobe gives its express consent, in writing, signed by an authorized signatory of Adobe.

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