IMPORTANT: PLEASE READ THIS LICENSE AGREEMENT VERY CAREFULLY BEFORE INSTALLING THE SOFTWARE. YOU INDICATE YOUR ACCEPTANCE BY CLICKING THE I AGREE BUTTON. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, CLICK THE I DO NOT AGREE BUTTON AND DO NOT ATTEMPT TO USE THE SOFTWARE.


SOFTWARE LICENSE
Copyright laws and international copyright treaties, as well as other intellectual property laws and treaties protect the CellarStone, Inc.'s (CellarStone) QXchange software (SOFTWARE). The QXchange software is licensed and not sold.

1. GRANT OF LICENSE. This License Agreement grants you the following rights:

1.1 General License Grant: You are permitted to use the licensed SOFTWARE for a single computer. Any additional copy of the software is prohibited under the terms of this license and will require supplementary licenses for each copy of SOFTWARE. You agree to use your best efforts to prevent and protect the contents of the SOFTWARE from unauthorized disclosure or use.

1.2 Documentation: This License Agreement grants you, as an individual, a personal, non-exclusive license to make and use unlimited number of copies of any documentation, provided that such copies shall be used only for personal purposes and are not to be republished or distributed (either in hard copy or electronic form) beyond the user's premises.

1.3 Storage/Network Use: You may also store or install a copy of the SOFTWARE on a storage device, such as a network server, floppy disk, CD-R, etc., used only to install or run the SOFTWARE on computers used by a licensed end user in accordance with Section 1.1. A single license for the SOFTWARE may not be shared or used concurrently by other end users.

2. Authorized Use. This License Agreement grants you the right to use the SOFTWARE for the sole purpose of transferring data between standard data formats and other applications supported by the SOFTWARE.

3. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS

3.1 Not For Resale: If you have not entered into a separate agreement with CellarStone, then you may not resell, or otherwise transfer for value, the SOFTWARE.

3.2 Limitations on Reverse Engineering, Recompilation, and Disassembly: You may not reverse engineer, decompile, or disassemble the SOFTWARE except and only to the extent that applicable law, notwithstanding this limitation, expressly permits such activity.

3.3 Rental: You may not rent, lease or lend the SOFTWARE.

3.4 Trademarks: This License Agreement does not grant you any rights in connection with any trademarks or service marks of CellarStone.

3.5 Support Services: CellarStone may provide you with support services related to the SOFTWARE ("Support Services") as described in the user manual, in "online" documentation and/or in materials provided with the SOFTWARE. With respect to technical information you provide to CellarStone as part of the Support Services, CellarStone may use such information for its business purposes, including for product support and development. CellarStone will not utilize such technical information in a form that personally identifies you.

3.6 Separation of Components: The SOFTWARE is licensed as a single product. More than one user may not separate its component parts for use.

3.7 Termination: Without prejudice to any other rights, CellarStone may terminate this License Agreement if you fail to comply with the terms and conditions of this License Agreement. In such event, you must destroy all copies of the SOFTWARE and all of its component parts.

4. COPYRIGHT: The SOFTWARE is owned by CellarStone (and its licensors, if any) and is protected by United States copyright laws and international treaty provisions. As between the parties hereto, CellarStone retains all right, title and interest in and to the SOFTWARE (other than the license expressly granted hereby). You are licensing the SOFTWARE in accordance with the terms of this agreement and are not acquiring any claim or right of ownership in the SOFTWARE or any intellectual property contained therein. Therefore, you must treat the SOFTWARE like any other copyrighted material except that you may install the SOFTWARE on a single computer provided you keep the original solely for backup or archival purposes.

5. LIMITED WARRANTY: CellarStone will not be liable for any indirect, special, consequential, exemplary or other damages, including, without limitation, lost profits, lost business or lost data, arising out of the delivery, installation, operation, maintenance or support of the software by CellarStone or out of your use of, or inability to use, the software, whether or not due to CellarStone’s negligence, and CellarStone will not be liable for any direct damages, except as expressly provided under the customer remedy section below.

6. CUSTOMER REMEDIES: CellarStone and its suppliers' entire liability and your non-exclusive remedy shall be, at CellarStone’s option, either (a) return of the price paid, if any, or (b) repair or replacement of the SOFTWARE that does not meet CellarStone’s Limited Warranty and that is returned to CellarStone with a copy of your receipt. This Limited Warranty is void if failure of the SOFTWARE has resulted from accident, abuse, or misapplication. Any replacement SOFTWARE will be warranted for the remainder of the original warranty period or thirty (30) days.

7. NO OTHER WARRANTIES: To the maximum extent permitted by applicable law, CellarStone and its suppliers disclaim all other warranties and conditions, either express or implied, including, but not limited to, implied warranties or conditions of merchantability, fitness for a particular purpose, title and non-infringement, with regard to the SOFTWARE, and the provision of or failure to provide support services. This limited warranty gives you specific legal rights.

8. NO LIABILITY FOR CONSEQUENTIAL DAMAGES: To the maximum extent permitted by applicable law, in no event shall CellarStone or its suppliers be liable for any damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use or inability to use this CellarStone’s SOFTWARE, even if CellarStone has been advised of the possibility of such damages or for any claim by any other party.

9. JURISDICTION: If there is any dispute with the SOFTWARE, the matter must settle in the Jurisdiction, the State of California, USA. Should you have any questions concerning this License Agreement or if you desire to contact CellarStone you may send an email to: qxchange_support@cellarstone.com