IMPORTANT: ALLUSE OF THE ROCKETNETWORK CLIENTSOFTWARE (THE SOFTWARE) IS SUBJECT TO THIS LICENSE AGREEMENT (THE AGREEMENT). BYUSING THIS SOFTWARE, YOU ARE AGREEING TO ALLTHE TERMS AND CONDITIONS OF THIS AGREEMENT, AND CONSENT TO BE BOUND BYAND BECOME APARTY TO THIS AGREEMENT. IF YOU DO NOTAGREE TO ALLOF THE TERMS OF THIS AGREEMENT, CLICK THE CANCELBUTTON AND YOU WILLNOTHAVE ANYLICENSE TO ANY PART OF THE SOFTWARE. ROCKET NETWORK'S ACCEPTANCE IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALLTHE TERMS AND CONDITIONS OF THIS AGREEMENT TO THE EXCLUSION OF ALLOTHER TERMS; IF THESE TERMS ARE CONSIDERED AN OFFER BY ROCKETNETWORK, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.
1. LICENSE GRANTAND RESTRICTIONS. Subject to the terms and conditions of this Agreement, Rocket Network , Inc., (Rocket Network) hereby grants you a perpetual, nonexclusive, nontransferable, royalty-free license (the License) to use the Software in machine executable object code form only, and only in accordance with the applicable end user and technical documentation provided by Rocket Network (the Documentation). All rights not expressly granted herein are reserved. You may not: (i) permit third parties to use the Software; (ii) modify, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Software except and only to the extent applicable statutory laws specifically prohibit such restrictions; (iii) copy, in whole or in part, the Software or Documentation, except as reasonably required for backup or archival purposes, provided that you take reasonable measures to ensure that each copy is used only as allowed by the terms of this Agreement, and include Rocket Network's and its licensors' copyright and other proprietary rights notices on all such copies; (iv) rent or lease the Software; or (v) remove any proprietary notices or labels from the Software, the Documentation or copies thereof. You have no right to receive, use or examine any source code or design documentation relating to the Software. The License does not entitle you to any updates, enhancements, improvements to the Software that Rocket Network may release from time to time, at its sole discretion.
2. TITLE. As between the parties, Rocket Network and/or its licensors retain all right, title and interest in the Software, the Documentation and all copies and portions thereof. Title, ownership rights, and intellectual property rights in and to the content accessed through the Software is the property of the applicable content owner and may be protected by applicable copyright or other law. This License gives you no rights to such content.
3. DISCLAIMER OF WARRANTY. THE SOFTWARE IS PROVIDED AS IS AND ROCKETNETWORK AND ITS LICENSORS MAKE NO WARRANTIES, EXPRESS, IMPLIED OR OTHERWISE, AND EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENTAND FITNESS FOR APARTICULAR PURPOSE. SOME STATES DO NOTALLOW EXCLUSIONS OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOTAPPLYTO YOU.
4. LIMITATION OF LIABILITY. NOTWITHSTANDING ANYTHING TO THE CONTRARY, NEITHER ROCKETNETWORK NOR ITS LICENSORS SHALLBE LIABLE WITH RESPECT TO ANYSUBJECT MATTER OF THIS AGREEMENTUNDER TORT, CONTRACT, STRICT LIABILITYOR ANYOTHER LEGALTHEORY (I) FOR ANYINDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIALDAMAGES OF ANY CHARACTER INCLUDING, WITHOUTLIMITATION, DAMAGES FOR LOSS OF GOODWILL, DATA OR PROFIT, WORK STOPPAGE, OR COMPUTER FAILURE OR MALFUNCTION, OR (II) FOR ANYDAMAGES IN EXCESS OF ROCKETNETWORK’S LIST PRICE FOR A LICENSE TO THE SOFTWARE, EVEN IF ROCKETNETWORK OR ITS LICENSORS SHALLHAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOTALLOWTHE EXCLUSION OR LIMITATION OF INCIDENTALOR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOTAPPLYTO YOU.
5. TERMINATION. The License granted in Section 1 will terminate automatically if you fail to cure any material breach of this Agreement within thirty (30) days of written notice (or immediately in the case of a breach of Section 1). Upon termination, you shall immediately cease all use of the Software and Documentation and return or destroy all copies of the Software and Documentation. Except for the License granted in Section 1 and except as otherwise expressly provided herein, the terms of this Agreement shall survive termination. Termination is not an exclusive remedy and all other remedies will be available whether or not the license is terminated.
6. U.S. GOVERNMENTMATTERS: You may not remove or export, or allow the export or re-export, from the United States of any part of the Software or Documentation or any direct product thereof in violation of any US laws and regulations governing the export of US commodities and technical data.7. MISCELLANEOUS. This Agreement will be governed by the laws of the State of California, without regard to the conflicts of laws provisions thereof. Parties agree that California courts have jurisdiction over parties on issues related to this Agreement. If any provision of this Agreement shall be held illegal or unenforceable, that provision shall be limited or eliminated to the minimum extent necessary so that this agreement shall otherwise remain in full force and effect, and enforceable. Any notice, report, approval or consent required or permitted hereunder shall be in writing. Any waivers or amendments shall be effective only if made in writing. You may not assign this agreement to any third party without Rocket Network’s prior written consent. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements and communications relating to the subject matter of this Agreement. Rocket Network’s failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision. In any action to enforce rights under this Agreement, the prevailing party shall be entitled to recover costs and attorneys’fees.