License Terms and Conditions ModelSheet Software, LLC ("MSS") grants to you a non-exclusive
and nontransferable license to use one or more of its Excel application templates ("Template"). You are solely
responsible for the selection of the Template(s) to achieve your intended results, its installation, use, and the results
obtained from its use. You may use the Template(s) and any derivative works in the work of your firm or employer or on behalf
of a single client or associate with no time limit. You may not use, sell or transfer the Template(s) for the operation
or analysis of an organization that is not your firm, your client, your employer or your associates. These restrictions
concerning what you may not do with the Templates survive the termination of this agreement.
License Term This license continues until terminated. This license terminates without notice
to you if you fail to comply with any term or condition of the agreement.
Limited Warranty The Template is warranted to conform to MSS's template description for a
period of ninety days after delivery to you. THIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING
BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WHICH WARRANTIES ARE
HEREBY EXPRESSLY EXCLUDED. MSS does not warrant that the functions contained in the Template will meet your requirements
or that the operation of Template will be error free.
Patent and Copyright Indemnity MSS shall defend you against all claims that the Template
infringes a United States patent or copyright, and shall pay resulting costs, damages, and attorney's fees finally awarded,
provided that (a) you promptly notify MSS in writing of the claim; and (b) MSS has sole control over the defense and all
related settlement negotiations. You, at your sole option and expense, may participate in any such defense and settlement
negotiations with legal counsel of your own choosing. If such claim has occurred, or in MSS's sole opinion is likely to
occur, you shall permit MSS, at MSS's sole option and expense, either to obtain for you the right to continue using such
Template, or to replace or modify such Template so that it becomes non-infringing. If neither of the foregoing alternatives
is reasonably available to MSS, you shall terminate your use of the Template on written request by MSS, and MSS shall grant
to you a credit for any fees that you have paid for use or support of the Template that was unavailable to you because of
claims of infringement. MSS shall have no liability for any claim based upon the combination, operation, or use of the Template
with equipment, software, or data not supplied by MSS, if such infringement would have been avoided by the absence of such
equipment, software, or data. MSS shall have no liability for any claim based upon alteration of the Template, if such infringement
would have been avoided by the absence of such alteration. THE FOREGOING STATES THE ENTIRE OBLIGATION AND LIABILITY OF MSS
TO YOU WITH RESPECT TO CLAIMS OF INFRINGEMENTS OF PATENTS, COPYRIGHTS, AND OTHER INTELLECTUAL PROPERTY RIGHTS.
Limitation of Remedies With the exception of MSS's Patent and Copyright Indemnity set forth
above, MSS's entire liability and your exclusive remedy shall be: (a) The replacement of any parts of the Template not meeting
MSS's limited warranty. (b) If MSS is unable to deliver access to replacement software which conforms to the MSS Template
description, you may terminate this Template License Agreement by informing MSS that you are doing so. IN NO EVENT WILL
MSS BE LIABLE FOR ANY DAMAGES INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES
ARISING OUT OF THE USE OR THE INABILITY TO USE THE TEMPLATE EVEN IF MSS HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES,
OR FOR ANY OTHER CLAIM BY ANY OTHER PARTY.
General This license is not assignable by you, and any attempt to do so will be void. You
may not license or sublicense the Template. No action regardless of form arising out of this Template License Agreement
may be brought by either party more than two years after the cause of action has arisen. This Template License Agreement
shall be governed and construed in accordance with the laws of the Commonwealth of Massachusetts and is the complete and
exclusive statement of the agreement between us relating to the license of the Template, and may only be modified by a written
agreement duly signed by you and MSS.
| ModelSheet Software, LLC |
|
| 146 Gray Street Tel: 781-648-7856 |
info@modelsheetsoft.com |
| Arlington, MA 02476 |
http://www.modelsheetsoft.com |