END-USER LICENSE AGREEMENT
END USER LICENSE AGREEMENT FOR STARDOCK® SOFTWARE APPLICATIONS IMPORTANT--READ CAREFULLY: This End User License Agreement (“Agreement”) is a legal contract between you (either “you” or “end user” or “user”) and Stardock Software, Inc. (“Stardock”), a subsidiary of Stardock Corporation. This Agreement governs your use of the Stardock® software applications on the Windows operating system platform, which includes computer software (in object code format only) and, as applicable, associated media, printed materials, and online or electronic documentation (collectively hereinafter the “Software”). BY CLICKING THE “AGREE” BUTTON OR BY INSTALLING OR OTHERWISE USING THE SOFTWARE, YOU: (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT THAT YOU ARE 18 YEARS OF AGE OR OLDER OR OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY THIS AGREEMENT AND ALL OF ITS TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL OR USE THE SOFTWARE, AND DELETE IT FROM YOUR COMPUTER. LICENSE GRANT. Subject to the terms and conditions of this Agreement, Stardock grants you a limited, non-exclusive, and nontransferable license to download, install and use a single registered copy of the Software on your personal computer, strictly in accordance with the Software documentation and subject to the terms and conditions set forth in this Agreement. INDIVIDUAL USER. If you are an individual user (i.e., a person who is not a commercial user, business entity, educational institution or governmental agency), you may activate one (1) copy of the Software on one (1) unique personal computer that is owned by you for your personal use. If you desire to install, use and activate the Software on more than one personal computer, you will need to purchase from Stardock a multi-device license containing up to five (5) Software license activations permitting the installation, use and activation on a specified number of computers (wherein a separate license must be activated on each computer or the total number of activations must not exceed the multi-device license limit purchased from Stardock). In addition, the following rights and restrictions shall apply: For Software activated by you with an automatic recurring payment subscription method, you may download, install, use and activate the Software on up to one (1) unique personal computer for as long as your subscription remains active with Stardock. Software associated with cancelled or expired subscriptions will be deactivated by Stardock and removed from Stardock product registration database until the expired subscription has been successfully re-activated. For the trial or free version of the Software, you may download, install and use the Software on one (1) unique personal computer; provided, however, that said version will expire and be deactivated by Stardock after the free trial period provided by Stardock has been exceeded. If you intend to install the Software on another personal computer, you may do so only if the installation will not exceed the individual user activation limits set forth above; otherwise you must uninstall and deactivate the Software from one of your previously activated personal computers before installing and attempting to activate the Software on another computer. You may use the Software via a network only if you have purchased an adequate number of licenses. The number of users must not exceed the number of licenses you have purchased. You may make a single backup copy of the Software for archival purposes only. BUSINESS OR ORGANIZATIONAL USER. If you are a non-individual user, including, without limitation, a commercial business or organization, a non-profit organization, an educational organization or a governmental agency or organization (each an “Organization”), for each single Software license purchased from Stardock, you may activate one (1) copy of the Software on one (1) unique personal computer that is owned by the Organization for use by its personnel. If you are an Organization who desires to install, use and activate the Software on more than one personal computer within your Organization, you will need to purchase from Stardock an enterprise license containing multiple Software license activations permitting the installation, use and activation on a specified number of computers (wherein a separate license must be activated on each computer or the total number of activations must not exceed the enterprise license limit purchased from Stardock). In addition, the following rights and restrictions shall apply: For Software activated by you with an automatic recurring payment subscription method, you may download, install, use and activate the Software on only one (1) unique personal computer for each separate Software license purchased from Stardock for as long as your subscription remains active with Stardock. For Software activated by an enterprise license purchased from Stardock, you may install, use and activate the Software on up to, but not more than, the number of personal computers not to exceed the activation license limit associated with your enterprise license purchased from Stardock. Software associated with cancelled or expired subscriptions will be deactivated by Stardock and removed from Stardock product registration database until the expired subscription has been successfully re-activated. For the trial or free version of the Software, you may download, install and use the Software on one (1) unique personal computer; provided, however, that said version will expire and be deactivated by Stardock after the free trial period provided by Stardock has been exceeded. If you intend to install the Software on another personal computer, you may do so only if the installation will not exceed the individual user activation limits set forth above; otherwise you must uninstall and deactivate the Software from one of your previously activated personal computers before installing and attempting to activate the Software on another computer. You may use the Software via a network only if you have purchased an adequate number of licenses. The number of users must not exceed the number of licenses you have purchased. If you purchased an enterprise license, the number of user licenses will be equal to the number of activations associated with your specific enterprise license. You may make a single backup copy of the Software for archival purposes only. LICENSE RESTRICTIONS. You shall not: copy the Software, except as expressly permitted by this license; modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Software; reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Software or any part thereof; remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Software, including any copy thereof; rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make available the Software, or any features or functionality of the Software, to any third party for any reason, including by making the Software available on a network where it is capable of being accessed by more than one device at any time (except as otherwise expressly permitted in this Agreement); or remove, disable, circumvent or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Software. RESERVATION OF RIGHTS. You acknowledge and agree that the Software is provided under license, and not sold, to you. You do not acquire any ownership interest in the Software under this Agreement, or any other rights thereto other than to use the Software in accordance with the license granted, and subject to all terms, conditions, and restrictions under this Agreement. Stardock and its licensors reserve and shall retain its/their entire right, title, and interest in and to the Software, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement. PROPRIETARY RIGHTS. All title, copyrights and other intellectual property rights in and to the Software (including, without limitation, any images, photographs, animations, video, audio, music, text and applets incorporated into the Software), the accompanying media and printed materials, and any copies of the Software are owned by Stardock or its licensors. The Software is protected by U.S. and international copyright laws and treaties. Therefore, you must treat the Software like any other copyrighted material, subject to the provisions of this Agreement. UPDATES. Stardock may from time to time in its sole discretion develop and provide Software updates, which may include upgrades, bug fixes, patches, other error corrections and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Stardock has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your personal computer settings, when your personal computer is connected to the internet either: SUPPORT SERVICES. Stardock and/or its agents may provide you with technical support services related to the Software (“Support Services”). However, Stardock is not obligated to provide you with any Support Services. Use of Support Services is governed by Stardock policies and programs described in the user manual, in online documentation and/or in other Stardock-provided materials. With respect to technical information that you provide to Stardock or its agents as part of the registration of your license to the Software or in connection with the Support Services, Stardock and its agents may use such information for its business purposes, including, without limitation, for product support and development. Without prejudice to any other rights, Stardock may terminate Support Services if you fail to comply with the terms and conditions of this Agreement or if you violate any of the Terms of Service or Terms of Use for Stardock’s online community or online store. CONTENT SUBMISSIONS. Should you decide to transmit to Stardock’s website or online community, by any means or by any media, any materials or other information ("Content"), including, without limitation, ideas, concepts or techniques for new or improved services and products, whether as information, feedback, data, questions, comments, suggestions or the like, you agree such submissions are unrestricted and shall be deemed non-confidential and you automatically grant Stardock and its assigns a nonexclusive, royalty-free, worldwide, perpetual, irrevocable license, with the right to sublicense, to use, copy, transmit, distribute, create derivative works of, display and perform the same. TERM AND TERMINATION. The term of Agreement commences when you install or use the Software and will continue in effect until terminated by you or Stardock as set forth in this Section. You may terminate this Agreement by deleting the Software and all copies thereof from your personal computer. Stardock may terminate this Agreement at any time without notice, including, without limitation, if Stardock ceases to support the Software, which Stardock may do in its sole discretion. In addition, this Agreement will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this Agreement. EFFECT OF TERMINATION. Upon termination of this Agreement, your license for the Software automatically terminates, all rights granted to you under this Agreement will also automatically terminate, and you must cease all use of the Software and delete all copies of the Software from your personal computer(s). Termination of this Agreement will not limit any of Stardock’s rights or remedies at law or in equity. DISCLAIMER OF WARRANTIES. THE SOFTWARE IS PROVIDED TO END USER “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, STARDOCK, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SOFTWARE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, STARDOCK PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL STARDOCK OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SOFTWARE FOR: PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, STATUTORY OR PUNITIVE DAMAGES; OR DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE LICENSE. INDEMNIFICATION. You agree to indemnify, defend and hold harmless Stardock and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys’ fees, arising from or relating to your use or misuse of the Software or your breach of this Agreement, including, but not limited to, any Content you upload or submit to Stardock. EXPORT REGULATION. The Software may be subject to U.S. export control laws, including the Export Control Reform Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Software to, or make the Software accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Software available outside the U.S.A. U.S. GOVERNMENT RESTRICTED RIGHTS. The Software and associated documentation are commercial computer software, as such term is defined in 48 C.F.R. §2.101. The Software and documentation are provided with RESTRICTED RIGHTS. Accordingly, if you are an agency of the U.S. Government or any contractor therefor, you receive only those rights with respect to the Software as are granted to all other licensed end users under this Agreement, in accordance with (a) 48 C.F.R. §227.7201 through 48 C.F.R. §227.7204, with respect to the Department of Defense and their contractors, or (b) 48 C.F.R. §12.212, with respect to all other US Government licensees and their contractors. Any use, modification, reproduction, release, performance, display, disclosure or distribution of the Software by or for the U.S. Government shall be governed solely by this Agreement and shall be prohibited except to the extent expressly permitted by this Agreement. SEVERABILITY. If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect. GOVERNING LAW. This Agreement is governed by and construed in accordance with the internal laws of the State of Michigan without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to this Agreement or the Application shall be instituted exclusively in the federal courts of the United States or the courts of the State of Michigan in each case located in Wayne County, MI. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts. LIMITATION ON TIME TO FILE CLAIMS. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SOFTWARE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED. COLLECTION AND USE OF YOUR INFORMATION. You acknowledge that when you download, install, or use the Software, Stardock may use automatic means (including, for example, cookies and web beacons) to collect information about your personal computer and about your use of the Software. You also may be required to provide certain information about yourself as a condition to downloading, installing, activating, or using the Software or certain of its features or functionality, and the Software may provide you with opportunities to share information about yourself with others. All information we collect through or in connection with the Software is subject to our Stardock Privacy Policy, https://www.stardock.com/policies/privacy , as updated from time to time, incorporated herein by reference. By downloading, installing, activating, using, and/or providing information to or through the Software, you consent to all actions taken by us with respect to your information in compliance with our Privacy Policy, as updated from time to time. ENTIRE AGREEMENT. This Agreement and our Privacy Policy constitute the entire agreement between you and Stardock with respect to the Software and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Software. There are no other oral or written agreements, understanding, statements or representations with respect to the Software or the subject matter hereof, unless expressly referenced in writing elsewhere in this Agreement. NO WAIVER. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this Agreement and any applicable purchase order, sales order, or other terms, the terms of this Agreement shall govern. CONTACT INFORMATION AND NOTICES. In the event that you need to contact Stardock, please refer to the Stardock website online at https://www.stardock.com/about/contact for up to date contact information. Written correspondence intended for postal delivery to Stardock may be mailed to Stardock as follows: c/o Stardock Corporation, 15090 N. Beck Rd., Plymouth, MI 48170. Stardock® is a registered trademark of Stardock Systems, Inc., d/b/a Stardock Corporation © Stardock Software, Inc. 2023. All rights reserved. Privacy Policy: https://www.stardock.com/policies/privacy
a. the Software will automatically download and install all available Updates; or
b. you may receive notice of or be prompted to download and install available Updates.
You shall promptly download and install all Updates and acknowledge and agree that the Software or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Software and be subject to all terms and conditions of this Agreement.
Notwithstanding the foregoing or anything else to the contrary, all future generations of the Software and all whole number versions of the Software (i.e., version 5.0, version 6.0, etc.) developed and published from time to time in the future (a) are not deemed to be Updates, and (b) are not considered licensed Software to you, and, therefore, you will be required to purchase a new license or license subscription as a condition of upgrading the Software to any such new generation or version.
All Content uploaded must be original material created by you. By uploading any Content, contributors are automatically assumed to be the creator and owner of the Content. You may not upload Content created by another person or taken from another source such as another website, etc., without express written permission from the copyright owner. Copyright violation could result in account cancellation, Software license revocation and/or criminal prosecution.
By uploading Content, you agree to accept the responsibility of supporting your upload. Under no circumstances shall Stardock be responsible for the support of your upload, nor will Stardock provide support for any upload not produced directly by Stardock.
If you upload any malicious or inappropriate Content, your account will be cancelled without notice and Stardock may revoke your Software license. By uploading Content, you also acknowledge that the site administrators reserve the right to reject any of your uploads at any time. Stardock reserves the right to reject Content submissions for quality, completeness or other reasons determined by Stardock or its moderators or designees, as determined in their sole discretion.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR STARDOCK WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ASSUME ALL RISKS ASSOCIATED WITH USING THE SOFTWARE. ANY LIABILITY OF STARDOCK FOR A DEFECTIVE COPY OF THE SOFTWARE WILL BE LIMITED EXCLUSIVELY TO THE REPLACEMENT OF YOUR COPY OF THE SOFTWARE WITH ANOTHER COPY. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY, SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
