License Agreement for the Professional Optimizer

Licensor is MARSHALL F. JOHNSON, INC.
Software product is The Professional Optimizer (PRO-OPT).

DISCLAIMER OF WARRANTY

PRO-OPT 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 and not the Licensor assume the entire cost of any service and repair. This disclaimer of warranty constitutes an essential part of the agreement. SOME JURISDICTIONS DO NOT ALLOW EXCLUSIONS OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO YOU AND YOU MAY HAVE OTHER LEGAL RIGHTS THAT VARY BY JURISDICTION.

LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL THE LICENSOR BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES. IN NO EVENT WILL THE LICENSOR BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE AMOUNT THE LICENSOR RECEIVED FROM YOU FOR A LICENSE TO THE SOFTWARE, EVEN IF THE LICENSOR SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY FOR DEATH OR PERSONAL INJURY TO THE EXTENT APPLICABLE LAW PROHIBITS SUCH LIMITATION. FURTHERMORE, SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU.

SCOPE OF GRANT

You may:

Use the Software on any single computer;
Use the Software on a second computer so long as only one copy is used at a time;
Copy the Software for archival purposes, provided any copy must contain all of the original Software's proprietary notices; or

You may not:

Permit other individuals to use the Software except under the terms listed above;
Permit concurrent use of the Software;
Modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), or create derivative works based on the Software;
Copy the Software other than as specified above;
Rent, lease, grant a security interest in, or otherwise transfer rights to the Software; or
Remove any proprietary notices or labels on the Software.

COPYRIGHT

PRO-OPT is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. PRO-OPT is licensed, not sold. All title and copyrights in and to PRO-OPT (including but not limited to any images, photographs, animations, video, audio, music, text, and "applets," incorporated into PRO-OPT), the accompanying printed materials, and any copies of PRO-OPT, are owned by the Licensor. PRO-OPT is protected by copyright laws and international treaty provisions. Therefore, you must treat PRO-OPT like any other copyrighted material except that you may either (a) make one copy of PRO-OPT solely for backup or archival purposes, or (b) install PRO-OPT on a single computer provided you keep the original solely for backup or archival purposes. Copyright (c) 1989, 1992, 1997, 1999 by Marshall F. Johnson. All rights reserved.

TITLE

Title, ownership, rights, and intellectual property rights in and to the Software and Documentation shall remain in the Licensor. The Software is protected by the copyright laws of the United States and international copyright treaties.

TERMINATION

The license will terminate automatically if you fail to comply with the limitations described herein. On termination, you must destroy all copies of the Software and Documentation.

MISCELLANEOUS

This Agreement represents the complete agreement concerning this license between the parties and supersedes all prior agreements and representations between them. It may be amended only by a writing executed by both parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make in enforceable. This Agreement shall be governed by and construed under California law as such law applies to agreements between California residents entered into and to be performed within California, except as governed by Federal law. The application the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded.

The complete license agreement is available in PDF format. license.pdf.

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