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This License Agreement (this "Agreement") is between Tyrone W. Lee, author of Explorations 32bit RPG System, and you the person who is registering this software. This Agreement is effective the date of the receipt of payment for the software, Explorations 32bit RPG System.
In the Agreement, the party who is granting the right to use the licensed property will be referred to as "Tyrone", and the party who is receiving the right to use the licensed property will be referred to as "Licensee".
The parties agree as follows:
1. GRANT OF LICENSE. Tyrone owns Explorations 32bit RPG System ("Explorations 32bit") and the Explorations Game Driver ("Game Driver"). In accordance with this Agreement, Tyrone grants Licensee a non-exclusive license to use a single copy of Explorations 32bit. Tyrone further grants Lincensee a non-exclusive license to sell and distribute the Game Driver as the functional engine to Explorations 32bit generated software games. Tyrone retains title and ownership of the Explorations 32bit and the Explorations Game Driver.
2. PAYMENT OF ROYALTY. Licensee is not obligated to pay any royalty to Tyrone for the use Explorations 32bit and the distribution of Explorations Game Driver.
3. MODIFICATIONS. Licensee may not modify or change the Explorations 32bit Writer source code or binary files in any manner. Licensee may create software plugins to interface with the Game Driver to enhance features to games generate with Explorations 32bit.
4. DEFAULTS. If Licensee fails to abide by the obligations of this Agreement, Tyrone shall have the option to cancel this Agreement by providing 7 days written notice to Licensee. Licensee shall have the option of preventing the termination of this Agreement by taking corrective action that cures the default, if such corrective action is taken prior to the end of the time period stated in the previous sentence, and if there are no other defaults during such time period.
5. ARBITRATION. All disputes under this Agreement that cannot be resolved by the parties shall be submitted to arbitration under the rules and regulations of the American Arbitration Association. Either party may invoke this paragraph after providing 7 days written notice to the other party. All costs of arbitration shall be divided equally between the parties. Any award may be enforced by a court of law.
6. TRANSFER OF RIGHTS. This Agreement shall be binding on any successors of the parties. Neither party shall have the right to assign its interests in this Agreement to any other party, unless the prior written consent of the other party is obtained. LICENSEE acknowledges that it has no rights to the Software or the ideas and concepts contained therein other than the limited right to use the same as expressly provided herein and acknowledges LICENSOR's claim that the Software and the ideas and concepts contained therein are the exclusive property of LICENSOR and LICENSOR's supplier(s). LICENSEE shall not to reverse engineer, decompile or re-engineer (whether by utilizing Computer Aided Software Engineering (CASE) tools or otherwise) the Software.
7. TERMINATION. Tyrone Lee reserves the right to terminate any functionality, in whole or in part, of Explorations 32bit software and/or Game Driver providing 7 days written notice to the other party for failure to abide by the obligations of this Agreement, including the obligation to make a royalty payment when due.
8. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written. This Agreement supersedes any prior written or oral agreements between the parties.
9. AMENDMENT. This Agreement may be modified or amended at any time in future version updates of Explorations 32bit software.
10. INDEMNIFICATION. LICENSEE shall indemnify and hold harmless LICENSOR from and against any losses, expenses, costs and/or damages, including without limitation reasonable attorneys' fees, resulting from a breach by LICENSEE of its obligations herein, due to the actions of LICENSEE's employees, officers, agents, assignees, or anyone else who obtains access to the Software either on LICENSEE's premises or through negligence or failure of LICENSEE to comply with the terms of this Software Software License. LICENSEE agrees further to indemnify and hold harmless LICENSOR from any and all claims, costs, expenses, damages and liabilities for damage or injury to persons or property arising out of, or related to, its use, possession or operation of the Software.
11. SEVERABILITY. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid or enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
12. WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.
13. APPLICABLE LAW. This Agreement shall be governed by the laws of the State of Maryland, United States of America.
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