CORIOview & CORIOgrapher: Classic Mode Help
End user license agreement for CORIOgrapher
BY DOWNLOADING, INSTALLING OR USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THIS END USER LICENSE AGREEMENT (the “Agreement”). IF YOU DO NOT AGREE, DO NOT INSTALL, COPY OR USE THE SOFTWARE; YOU MUST DELETE OR DESTROY ANY COPY IN YOUR POSSESSION OR CONTROL. This Agreement is between you (“you” or “your”) and tvONE™ Ltd, a limited company incorporated in England and Wales (registration number 1973948) having its registered office at Continental Approach, Westwood Ind. Est, Margate, Kent CT9 4JG (“Licensor”), for CORIOgrapher™ software that accompanies this Agreement, including all associated media, printed or electronic documentation (collectively, the “Software”).
1. License Grants. During the term of this Agreement and conditioned upon your full compliance with all of the Agreement’s terms and conditions, Licensor grants to you the following licenses:
1.1 Software. Licensor grants to you a personal, nonexclusive, nonsublicensable, nontransferable revocable license to install and use the Software solely in conjunction with Licensor’s or its affiliates’ products (“Products”).
1.2 Documentation. Licensor grants to you a personal, nonexclusive, nonsublicensable, nontransferable, revocable license to make and use a reasonable number of copies of documentation provided with the Software for your internal use in connection with your use of the Software; provided that you reproduce all copyright and other proprietary notices that are on the original copies.
2. License Limitations. The license(s) granted in Section 1 are conditioned upon your compliance with the following limitations:
2.1 Reverse Engineering. You may not decompile, decipher, disassemble, reverse engineer or otherwise attempt to access source code of the Software, or circumvent any technical limitations in the Software that limit or restrict use of the Software, except as expressly permitted by applicable law notwithstanding this limitation.
2.2 No Distribution, Rental or Transfer. You may not distribute, rent, lease, lend, transfer, sub-license, disclose or otherwise provide (except as provided herein) the Software to any third party, except that the initial owner of a Product with respect to which the Software is initially used may make a one-time permanent transfer of this Agreement and Software to another end user, provided the initial user retains no copies of the Software. This transfer must include all of the Software (including all component parts, the media and printed materials, documentation, any upgrades and this Agreement). The transfer may not be an indirect transfer, such as a consignment. In the event you rent or lease Products, you may provide the Software to a third party to whom you rent or lease such Products (“Product Renter”) during the rental term of such a Product. Before the one time transfer or providing the Software to a Product Renter, the end user receiving the Software must agree to all the terms and conditions of this Agreement.
2.3 No Modification or Derivative Works. You may not modify or create derivative works of the Software, in whole or in part.
2.4 Proprietary Notices. You may not remove any proprietary notices or labels on the Software or any copy thereof.
2.5 Non-Permitted Uses. Without limiting any of the foregoing, you may not make any use of the Software in any manner not expressly permitted by this Agreement.
3. Reservation of Rights and Ownership. Licensor, its parent or its affiliates own all right, title and interest, including all intellectual property rights, in and to the Software and reserve all rights not expressly granted to you in this Agreement. The Software is protected by copyright and other intellectual property laws and treaties.
4. Additional Software or Services. This Agreement applies to updates, supplements, add-on components of the Software that Licensor may, in its sole discretion, provide or make available to you (“Update”). If Licensor provides additional terms along with the Update, those terms will apply to the Update.
5. Termination. This Agreement will automatically terminate seven (7) calendar days following notice to you of your breach of any of this Agreement’s terms and conditions. In the event of termination, you must immediately destroy all copies of the Software, and the following Sections of this Agreement will survive: Sections 2, 3 and 5 to 11.
6. DISCLAIMER OF WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW THE SOFTWARE AND SUPPORT SERVICES ARE PROVIDED AS IS AND WITH ALL FAULTS. LICENSOR AND ITS PARENT, AFFILIATES AND SUPPLIERS HEREBY DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES, DUTIES OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION OR NON-INFRINGEMENT, LACK OF VIRUSES OR BUGS, ACCURACY OR COMPLETENESS OF RESPONSES OR RESULTS WITH REGARD TO THE SOFTWARE OR SUPPORT SERVICES. LICENSOR AND ITS PARENT, AFFILIATES AND SUPPLIERS DO NOT WARRANT THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT ANY DEFECTS WILL BE CORRECTED. THE ENTIRE RISK ARISING OUT OF THE SOFTWARE AND SUPPORT SERVICES REMAINS WITH YOU.
7. EXCLUSIONS OF CERTAIN DAMAGES; LIMITATIONS OF LIABILITY. IN NO EVENT WILL LICENSOR OR ITS PARENT, AFFILIATES OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, DAMAGES TO YOUR COMPUTER SYSTEM OR OTHER SYSTEMS, LOSS OF DATA, GOODWILL, USE OR OTHER LOSSES) ARISING OUT OF OR IN ANY WAY RELATED TO THE SOFTWARE, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES OR THIS AGREEMENT, REGARDLESS OF THE CAUSE OF ACTION OR THE BASIS OF THE CLAIM AND EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF THE DAMAGES OR REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE. LICENSOR AND ITS PARENT, AFFILIATES AND SUPPLIERS BEAR NO LIABILITY FOR ANY DAMAGES RESULTING FROM USE OR ATTEMPTED USE OF THE SOFTWARE OR SUPPORT SERVICES.
LICENSOR’S AND ITS PARENT’S, AFFILIATES’ AND SUPPLIERS’ ENTIRE LIABILITY UNDER THIS AGREEMENT AND YOUR EXCLUSIVE REMEDY WILL BE LIMITED TO THE ACTUAL DAMAGES YOU INCUR IN REASONABLE RELIANCE ON THE SOFTWARE AND SUPPORT SERVICES UP TO THE PRICE YOU PAID FOR THE SOFTWARE. NO ACTION, REGARDLESS OF FORM, RELATING TO THE SOFTWARE OR SUPPORT SERVICES MAY BE BROUGHT BY YOU MORE THAN ONE YEAR AFTER YOU HAVE KNOWLEDGE OF THE OCCURRENCE WHICH GIVES RISE TO THE CAUSE OF ACTION.
NOTHING IN THIS SECTION 7 SHALL BE DEEMED TO LIMIT OR EXCLUDE ANY LIABILITY FOR: DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE; OR FRAUD.
8. U.S. Government License Rights. Software provided to the U.S. Government pursuant to solicitations issued on or after December 1, 1995 is provided with the commercial license rights and restrictions described in this Agreement. Software provided to the U.S. Government pursuant to solicitations issued prior to December 1, 1995 is provided with “Restricted Rights” as provided for in FAR, 48 CFR 52.227-14 (JUNE 1987) or DFAR, 48 CFR 252.227-7013 (OCT 1988), as applicable.
9. Compliance with Law; Export Restrictions. You will comply with all applicable international and national laws, rules and regulations that apply to the Software and your use of the Software, including the U.S. Export Administration Regulations, as well as end user, end use, and destination restrictions issued by U.S. or other governments.
10. Governing Law and Jurisdiction. This Agreement will be construed and controlled by Ohio law, without giving effect to its conflict of law provisions. Each party consents to exclusive jurisdiction and venue in the state and federal courts in Hamilton, Ohio for any and all disputes, claims and actions arising from or in connection with the Software and this Agreement. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. The Uniform Computer Information Transactions Act does not apply to the Agreement.
11. General.
11.1 Titles and Terminology. The section titles in this Agreement are used solely for the parties’ convenience and have no legal or contractual significance. Any list of examples following "including" or "e.g.," is illustrative and not exhaustive, unless qualified by terms like "only" or "solely."
11.2 No Waiver. Licensor’s failure to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. No waiver of any provision of this Agreement will be effective unless it is in a signed writing, and no waiver will constitute a waiver of any other provision(s) or of the same provision on another occasion.
11.3 Survival of Terms. If a court of competent jurisdiction holds any term, covenant or restriction of this Agreement to be illegal, invalid or unenforceable, in whole or in part, the remaining terms, covenants and restrictions will remain in full force and effect and will in no way be affected, impaired or invalidated.
11.4 Assignment. You may not assign, transfer or sublicense this Agreement or your rights (if any) under this Agreement. This Agreement will be binding upon all successors and assigns.
11.5 Entire Agreement. This Agreement constitutes the entire agreement between you and Licensor with respect to the Software (including support services (if any)) and merges all prior and contemporaneous communications and proposals, whether electronic, oral or written, between you and Licensor with respect to the Software.
11.6 Authority to Bind. You represent that you have validly entered into this Agreement and have the power and authority to do so.
11.7 Force Majeure. Licensor shall not be responsible for failure or delay of performance if caused by: an act of war, hostility, or sabotage; act of God, pandemic, electrical, internet, or telecommunication outage that is not caused by Licensor; government restrictions (including the denial or cancellation of any export, import or other license); or other event outside the reasonable control of Licensor.
11.8 Right to Update Terms. Licensor may update the terms of the Agreement without prior notice to you in order to, among other things, reflect changes in laws, regulations, rules, technology, industry practices, patterns of system use, and availability of content.
11.9 Independent Contractors. Licensor is an independent contractor and you agree that no partnership, joint venture, or agency relationship exists between you and Licensor. Each party will be responsible for paying its own employees, including employment related taxes, and insurance.
11.10 Third Parties. This Agreement is personal to the parties. For the purposes of the Contracts (Rights of Third Parties) Act 1999, this Agreement is not intended to and does not give any person who is not a party to it any right to enforce any of its provisions.
Contact us
If you have any questions about this Agreement, or want to contact Licensor for any reason, please direct all correspondence to:
tvONE Limited Legal Department
621 Wilmer Avenue
Cincinnati
OH 45226
For customer support please contact: