This License Agreement is a legal agreement between You and SolidProfessor. Read it carefully before completing the installation process and using the Software, or accessing web based Software. It provides a license to use the Software and contains warranty information and liability disclaimers.
The Software is owned by Vendor and/or its licensors and is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. THE SOFTWARE IS LICENSED, NOT SOLD.
The Software is owned and copyrighted by Vendor. Your license confers no title or ownership in the Software and is not a sale of any rights in the Software.
3. GRANT OF LICENSE.
Vendor grants You the following rights provided You comply with all terms and conditions of this agreement. For each license You have acquired for the Software:
4. RESTRICTED USE.
Once payment has been processed a license will either be automatically delivered to the computer used when ordering, or a unique username and password will be provided. Either will provide You with complete use of one copy of Your software on the computer used when ordering according to the terms of the purchase.
Your rights under this license cannot be transferred to another party.
7. STAFFING PARTNERS.
SolidProfessor grants Staffing Partner Members expanded license privileges for multiple users to access full library of content at the staffing agency’s physical location(s) as specified by an IP range, and for associated users to access baseline testing both on-site and remotely with the activation of a SolidProfessor Assessment Account.
Vendor may terminate Your license if You do not abide by the license terms. Termination of the license may include, but not be limited to, marking the license key as invalid to prevent further installations. Your obligations to pay accrued charges and fees, if any, shall survive any termination of this Agreement. Vendor's third party licensors may protect their rights in the event of any violation of the terms and conditions of this license. You agree to indemnify Vendor and its licensors for reasonable attorney fees in enforcing its rights pursuant to this license.
9. DISCLAIMER OF WARRANTY.
The Software is provided on an "AS IS" basis, without warranty of any kind, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. The entire risk as to the quality and performance of the Software is borne by You. Should the Software prove defective, You, not Vendor or its licensors, assume the entire cost of any service and repair. If the Software is intended to link to, extract content from or otherwise integrate with a third party service, Vendor makes no representation or warranty that Your particular use of the Software is or will continue to be authorized by law in Your jurisdiction or that the third party service will continue to be available to You. This disclaimer of warranty constitutes an essential part of the agreement.
10. LIMITATION OF LIABILITY.
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL VENDOR OR ITS LICENSORS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR WORK STOPPAGE, COMPUTER FAILURE OR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE OR ECONOMIC LOSSES. IN NO EVENT WILL VENDOR OR ITS LICENSORS BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE AMOUNT PAID TO LICENSE THE SOFTWARE, EVEN IF YOU OR ANY OTHER PARTY SHALL HAVE INFORMED VENDOR OR ITS LICENSORS OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM. NO CLAIM, REGARDLESS OF FORM, MAY BE MADE OR ACTION BROUGHT BY YOU MORE THAN ONE YEAR AFTER THE BASIS FOR THE CLAIM BECOMES KNOWN TO THE PARTY ASSERTING IT.
11. APPLICABLE LAW.
This license shall be interpreted in accordance with the laws of California, USA. Any disputes arising out of this license shall be adjudicated in a court of competent jurisdiction in California, USA.
12. GOVERNING LANGUAGE.
Any translation of this License is done for local requirements and in the event of a dispute between the English and any non-English versions, the English version of this License shall govern.
13. ENTIRE AGREEMENT.
This license constitutes the entire agreement between the parties relating to the Software and supersedes any proposal or prior agreement, oral or written, and any other communication relating to the subject matter of this license. Any conflict between the terms of this License Agreement and any Purchase Order, invoice, or representation shall be resolved in favor of the terms of this License Agreement. In the event that any clause or portion of any such clause is declared invalid for any reason, such finding shall not affect the enforceability of the remaining portions of this License and the unenforceable clause shall be severed from this license. Any amendment to this agreement must be in writing and signed by both parties.
Software License Agreement v1.2 (May 13, 2013)