a) Authorized Purposes means your personal purposes or the internal business purposes of you and your Affiliates.

b) Affiliate means, with respect to any party, an entity controlling, controlled by or under common control with the applicable party. “Control” in 1.b means ownership of more than 50% of the outstanding voting interest of the applicable entity.
 

c) InSBeC means, with respect to the Software known as Piece Builder, and with respect to all Software created by Individual and Small Business eCommerce (InSBeC), a sole proprietorship owned by Darin Peterson.

d) Software means Software provided for your use, including without limitation Software (i) known as Piece Builder, (ii) provided for trial or evaluation purposes, (iii) marked or otherwise designated as an “alpha test” or “beta test” version of a software product that is provided for an agreed Term.

e) Generated Software means software in the form of files, data structures, and related information generated from your entries into Software.

f) Combined Software means Software in conjunction with Generated Software.

g) Initial Term means the period beginning on account activation or otherwise use of the Software and continuing for the term specified by applicable conditions.

h) Renewal Term has the meaning as ascribed to it by Section 4.a of this Agreement.

i) Term means the Initial Term together with all Renewal Terms.

j) Browser means software in conjunction with a computer or other hardware appliance that enables you to view formatted pages intended for internet use.  “Formatted pages” in 1.j means the HTML page formed by CSS, AJAX, PHP, JSP, ASPX, JavaScript, other formatting, scripting, internet programming technology, or any combination thereof, and not the raw file(s) used to generate the page.
 
 

a) Grant of License. InSBeC, subject to the terms and conditions of this Agreement, hereby grants to you a non-exclusive and non-transferable license during the applicable Term to use the Combined Software only in application form, and solely for Authorized Purposes in accordance with a personal computer, network device or other hardware product, your license authorizes you to use the Combined Software solely in conjunction with a Browser.  ANY USE OF THE SOFTWARE OR GENERATED SOFTWARE OTHER THAN AS EXPRESSLY AUTHORIZED BY THIS SECTION 2 CONSTITUTES A MATERIAL BREACH OF THIS AGREEMENT AND MAY VIOLATE APPLICABLE COPYRIGHT LAWS.

b) Limitations. You shall not, and shall not permit any third party to, (i) use Software or Generated Software for any purpose for which it is not intended, (ii) retrieve or extract data files that expose Software or Generated Software architectures, (iii) reverse engineer, disassemble, decompile, translate, reconstruct, transform, extract, or expose Software or Generated Software, (iv) transfer, pledge, rent, share or sublicense the Software, (v) grant a third party access to use of the Software on a service bureau, timesharing, subscription service, or application service provider or other similar basis, or (vi) defeat or circumvent, attempt to defeat or circumvent, or authorize or assist any third party in defeating or circumventing controls on Software or Generated Software, or (vii) attempt to copy, or copy Software or Generated Software.

c) Updates. InSBeC from time to time during Term, may provide updates to the Software, which may affect Generated Software.  Updates will be deemed Software for all purposes under this Agreement.  You acknowledge that routine updates are required in order to obtain the maximum benefit from Combined Software.  InSBeC in its sole discretion may terminate Updates for any reason.

 

You are solely responsible for your account(s), account security, and protecting information that enables you to use Combined Software.  You shall (i) logout of Software to terminate each session of use, (ii) logout, delete Browser history, and remove Browser cookies when Software is accessed on a computer or other hardware appliance that is generally available to the public.  You shall not release or willingly give to any non-Affiliate, information that allows you to use Software for any purpose whatsoever.

a) Renewals. InSBeC, prior to the conclusion of the Initial Term or the then-current Renewal Term, may offer you the opportunity to extend the licenses granted by this Agreement at InSBeC’s then-current renewal price.  You may accept any such offer by following the directions and paying the renewal price set forth in the offer, at which time the Term of the Agreement will be extended for the applicable period (each, a “Renewal Term”).

b) Termination. InSBeC, in addition to such other rights that may be available at law or equity, shall be entitled to terminate the license granted by this Agreement without liability (i) for convenience on five (5) days prior notice, provided that InSBeC, in its sole discretion, shall either refund to you the fees you paid in respect of the then-current Initial Term or Renewal Term, prorated over the applicable term, or grant license for substantially similar product for the remainder of the Term, or (ii) for cause at any time without notice if you commit a material breach of this Agreement.
 

c) Effect of Termination. On the expiration or termination of this Agreement, you will cease using Combined Software.  At Termination, Combined Software will become inoperative.  Sections 5, 6, 7 and 8 survive the expiration or termination of this Agreement.

 

InSBeC reserves all rights in the Combined Software not expressly granted by this Agreement.  All copyrights, trademarks and other conceivable intellectual property rights in and to the Combined Software (including, but not limited to, trademarks that may appear in Software or Generated Software, files composing Combined Software, data structures used by Combined Software, other data files relating to the Combined Software, files generated by Software, images appearing in the Software and screen displays as well as any and all documentation relating to the Combined Software) are owned by InSBeC or its licensors, and are protected by United States and foreign copyright laws, international treaties and other applicable laws.

 

a) General. InSBeC warrants that, on Initial Term use of the Software and for a period of thirty (30) days thereafter that the Combined Software will perform substantially in accordance with the applicable specifications.  The foregoing warranty applies only to the Combined Software as originally established, and does not apply to Updates.  Your sole and exclusive remedy for breach of this Warranty is account termination and a request for a refund from InSBeC.  In order to exercise your rights under this Section 6, you must request termination of Software access and a refund.  Initial Term setup fees may apply, if an account was established, and are not refundable.

b) Free Software. THE PROVISIONS OF THIS SECTION 6.b APPLY IN PLACE OF SECTION 6.a WITH RESPECT TO FREE COMBINED SOFTWARE.  ALL FREE COMBINED SOFTWARE IS PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS, WITHOUT WARRANTY AND WITHOUT SUPPORT OR OTHER SERVICES BY INSBEC.  ALL USE OF FREE COMBINED SOFTWARE REQUIRES PREAUTHORIZATION BY INSBEC.
 

c) Disclaimer. EXCEPT AS EXPRESSLY PROVIDED BY SECTION 5.a OF THIS AGREEMENT, INSBEC DISCLAIMS ALL OTHER WARRANTIES WITH RESPECT TO THE COMBINED SOFTWARE, AND ANY OTHER SUBJECT MATTER OF THIS AGREEMENT, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY, THE IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE AND IMPLIED WARRANTY OF NONINFRINGEMENT.  INSBEC DOES NOT WARRANT THAT THE OPERATION OF THE COMBINED SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT THE COMBINED SOFTWARE WILL PROVIDE 100% UPTIME.  Some jurisdictions do not allow limitations on certain implied warranties, so the above limitations may not apply to you.  You may have other rights that vary from jurisdiction to jurisdiction.

d) Hazardous Environments. You acknowledge that the Combined Software is not designed or licensed for use in hazardous environments, including without limitation operation of nuclear facilities, aircraft navigation systems, aircraft communication systems, air traffic control, life support or weapons systems and any other environment which bodily injury or death could result from failure of or inability to use the Software or Generated Software.  Without limiting the provisions of Sections 6.b and 6.c of this Agreement InSBeC and its licensors hereby disclaim any express or implied warranties of fitness for such uses.

TO THE MAXIMUM EXTEND PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL INSBEC OR ITS SUPPLIERS OR RESELLERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR SPECIAL DAMAGES WHATSOEVER, WITHOUT REGARD TO CAUSE OR THEORY OF LIABILITY (INCLUDING WITHOUT LIMITATION, DAMAGES INCURRED FOR LOSS OF BUSINESS PROFITS OR REVENUE, LOSS OF PRIVACY, LOSS OF USE OF ANY COMPUTER OR SOFTWARE INCLUDING THE SOFTWARE OR GENERATED SOFTWARE, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS AGREEMENT OR THE COMBINED SOFTWARE PROVIDED HEREUNDER, EVEN IF INSBEC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  IN NO EVENT SHALL INSBEC LIABILITY RELATED TO THE COMBINED SOFTWARE EXCEED THE LESSER OF THE FEES YOU ACTUALLY PAID FOR THE SOFTWARE AND INSBEC’S FEE FOR THE SOFTWARE AS OF THE DATE YOU RECEIVED IT (OR, WITH RESPECT TO FREE SOFTWARE, US $1.00).  THE FOREGOING LIMITATION SHALL APPLY NOT WITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

 

a) General.  You acknowledge that InSBeC collects and stores certain information regarding use or attempted use of the Software, including certain personally identifiable information as well as certain information provided from the user’s computer, including (i) data and images you upload or input to Software, (ii) certain information about your computer software and hardware such as your IP address, operating system, browser and version, (iii) your access to available components of Software, (iv) attempts to defeat Software.  You hereby consent to InSBeC’s collection and use of such information, and agree that InSBeC’s collection and use of such information will be governed by InSBeC’s Privacy Policy, currently published at www.insbec.net, as InSBeC may revise the same from time to time.

b) Registration Information. In order to activate the Software, you must register with InSBeC over the internet or by telephone.  As a material condition for InSBeC to grant the licenses contemplated by this Agreement, you represent that the registration information you provide to InSBeC is accurate and complete as of the date you register.

a) Notice.  InSBeC may deliver any notice to you via pop-up window, dialog box or other means, even though you may not receive the notice unless and until you launch the Software.  Any such notice will be deemed delivered on the date InSBeC first makes it available through the Software, irrespective of when you actually receive it.

b) U.S. Government License. Any Software provided to the U.S. Government is provided with the commercial license rights and restrictions described elsewhere herein.  InSBeC reserves all unpublished rights under the United States copyright laws.
 

c) Complete Agreement. This Agreement constitutes the complete Agreement between the parties and supersedes all previous communications and representations or agreements, either oral or written, with respect to the subject matter hereof.

d) Amendments, Waiver. This Agreement may be modified or changed in whole or in part in any manner other than by an Agreement in writing duly signed by both parties hereto or by a further electronic agreement presented by InSBeC and accepted by you.  InSBeC’s failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision of right.

e) Serverability. The parties desire and intend that all of the provisions of this Agreement be enforceable to the fullest extend permitted by law.  If any provision of this Agreement or the application thereof to any person or circumstances is, to any extent, construed to be illegal, invalid or unenforceable, in whole or in part, then such provision will be construed in a manner to permit its enforceability under applicable law to the fullest extent permitted by law.  In any case, the remaining terms of this agreement or the application thereof to any person or circumstance, other than those that have been held illegal, invalid or unenforceable, will remain in full force and effect.

f) No Third Party Beneficiaries. This Agreement is intended solely for the benefit of you and InSBeC.  No person not a party to this Agreement may bring a cause of action pursuant to this License Agreement as a third party beneficiary hereof.