Software License Agreement for Zoot

This license agreement ("License") is a legal agreement between you ("Licensee") and Zoot Software, LLC ("Licensor"). 

Licensor reserves all rights not expressly granted by this License. Zoot is a computer software program ("software") which includes computer software and documentation. The software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. 

The software is owned by Licensor and licensed, not sold.  By installing, copying, downloading, accessing, or otherwise using the Software, you agree to be bound by the terms of this License.  If you do not agree to the terms of this License, you should promptly remove the software from your computer.  If applicable, you may return the software to Licensor for a full refund. The terms of this License will supersede the terms of all other Licenses granted for the software.

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1. License

Upon payment of all applicable fees and subject to the terms of this License, Licensor grants a non-exclusive, perpetual (unless terminated under section 6) License to use the software on one or more computers for use exclusively by the Licensee. This License may not be shared or used concurrently on different computers.

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2. Third-party Software and Services 

Certain parts of the software may be using components or services which are owned or managed by third-party providers and may have additional terms and conditions that apply. Third-party software services integrated with software cannot be guaranteed to continue in perpetuity.  Third-party software services that require variable and ongoing usage fees cannot be guaranteed to continue in perpetuity and Licensor may require that Licensee maintain an active support plan for the ongoing use of these services.

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3. Support

Licensee is granted a support period during which free software updates and technical support by email will be provided. The length of the support period shall be chosen by Licensee at the time License is purchased. Upon expiration of the support period, Licensee shall be afforded the option to upgrade License, at a discounted price, in order to extend the support period and maintain access to free software updates and technical support. This upgrade option is valid for 30 days after the support period expiration date.  Under the provisions of the perpetual License, Licensee may continue to use the version of the software installed when the support period expired, and that version may be used by Licensee in perpetuity.

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4. Restrictions

(a) THIS SOFTWARE IS NOT INTENDED FOR USE IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION, AIR TRAFFIC CONTROL, OR OTHER ENVIRONMENTS IN WHICH THE FAILURE OF THE SOFTWARE COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.

(b) You may not reverse engineer, decompile, disassemble or otherwise reduce the software to any human perceivable form except as permitted under applicable law. You may not modify, adapt, translate, rent, lease, loan or create derivative works based upon the software or any part thereof.

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5. Termination

Without prejudice to any other rights, Licensor may terminate this License if you fail to comply with the terms and conditions of this License.  In such event, you must destroy all copies of the software and all of its component parts.  Sections 6, 7, and 8 of this License will survive any termination.

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6. Export Law Assurances

You may not use or otherwise export or re-export the software except as authorized by United States law and the laws of the jurisdiction in which the software was obtained. In particular, but without limitation, the software may not be exported or re-exported (i) into any U.S. embargoed country or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nations or the U.S. Department of Commerce's Table of Denial Orders. By using the software you represent and warrant that you are not located in, under control of, or a national or resident of any such country or on any such list.

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7. Limited Warranty

Licensor warrants for a period of ninety (90) days from the date of purchase that the software as provided by Licensor will substantially conform to Licensor's published specifications for the Software. Licensor's entire liability and your sole and exclusive remedy for any breach of the foregoing limited warranty will be, at the discretion of Licensor, refund of the purchase price or repair or replacement of the Software.

IN NO EVENT WILL LICENSOR BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION AND THE LIKE), WHETHER FORESEEABLE OR UNFORESEEABLE, ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE OR ACCOMPANYING WRITTEN MATERIALS, REGARDLESS OF THE BASIS OF THE CLAIM AND EVEN IF A REPRESENTATIVE OF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.  LICENSOR'S LIABILITY TO YOU FOR DIRECT DAMAGES FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL BE LIMITED TO THE AMOUNT OF MONEY PAID FOR THIS License.  THIS LIMITED WARRANTY IS THE ONLY WARRANTY PROVIDED BY LICENSOR AND LICENSOR EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, CONDITIONS OR OTHER TERMS, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES, CONDITIONS OR OTHER TERMS OF MERCHANTABILITY, SATISFACTORY QUALITY AND FITNESS FOR A PARTICULAR PURPOSE WITH REGARD TO THE SOFTWARE AND ACCOMPANYING WRITTEN MATERIALS. 

Because some jurisdictions do not allow the exclusion of implied warranties or liability for incidental or consequential damages, the above limitation or exclusion may not apply to you. this warranty gives you specific legal rights and you may also have other rights which may vary depending on your jurisdiction.

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8. Governing Law

This License shall be governed by the laws of the United States and the State of North Carolina and shall inure to the benefit of Licensor and any successors, administrators, heirs and assigns. Any action or proceeding brought by either party against the other arising out of or related to this agreement shall be brought only in a state or federal court of competent jurisdiction located in Asheville, North Carolina. The parties hereby consent to jurisdiction of said courts.

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