Positive Payment.com ®
Bank Reconciliation.com ®
Bank Account Firewall ®
End-User License Agreement ("EULA")
THIS AGREEMENT IS A
LEGAL DOCUMENT. READ IT CAREFULLY BEFORE COMPLETING THE INSTALLATION PROCESS
AND USING THE SOFTWARE. IT PROVIDES A LICENSE TO USE THE SOFTWARE AND
CONTAINS WARRANTY INFORMATION AND LIABILITY DISCLAIMERS. BY INSTALLING
AND USING THE SOFTWARE, YOU ARE CONFIRMING ACCEPTANCE OF THE SOFTWARE
AND AGREEING TO BECOME BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO
NOT WISH TO DO SO, DO NOT COMPLETE THE INSTALLATION PROCESS. PROMPTLY
RETURN THE ENTIRE PACKAGE TO THE PLACE WHERE YOU OBTAINED IT, FOR A FULL
The limited warranty,
exclusive remedies and limited liability set forth below are fundamental
elements of the basis of the agreement between BankReconciliation.com
Corp. and you.
BankReconciliation.com Corp. would not be able to provide the Software
on an economic basis without such limitations.
If this Agreement is
included with a "limited-time" or "trial/demo" version
of the software, you are granted a time-limited non-exclusive license
to use the software for the specified time frame. Thereafter, you may
purchase the right to use the appropriate full version of the software.
BY YOUR USE OF THE TRIAL VERSION OF THE SOFTWARE YOU UNDERSTAND AND AGREE
THAT AFTER APPROXIMATELY 5 dayS OF INSTALLING SUCH SOFTWARE, YOU MAY
NOT BE ABLE TO CONTINUE TO ACCESS AND/OR USE THE SOFTWARE OR ANY DATA
YOU HAVE ENTERED INTO SUCH SOFTWARE UNLESS YOU PURCHASE THE APPROPRIATE
FULL VERSION OF THE SOFTWARE.
The term SOFTWARE includes
all software, passwords, user-identification keys, help, documentation,
this EULA and all other material supplied by BankReconcilaition.com Corp.
The SOFTWARE is licensed, not sold.
1. GRANT OF LICENSE.
This EULA grants to you a non-exclusive license to use the SOFTWARE on
the terms set forth.
A. Installation and use. You may install the SOFTWARE on an unlimited
number of computers for your use. There is no limit to the number of users,
concurrent or otherwise. There is no limitation to the backup or archival
process for your use.
B. Bank Accounts. This license grants the user(s) to use the SOFTWARE
to reconcile one bank account.
If you have acquired this EULA as part of a multi-license pack, the number
of bank accounts you may use the SOFTWARE with is specified in the multi-license
C. License Independence. The number of software installations and users
(1.A.) is independent to the number of bank accounts (1.B.) which you
are granted the right to use the SOFTWARE with. No additional license
rights are created by additional installations of the SOFTWARE.
2. DESCRIPTION OF OTHER
RIGHTS AND LIMITATIONS
A. Limitations on Reverse Engineering, Decompilation, Modification, Disassembly
and Derivative Works. You may not reverse engineer, decompile, modify,
disassemble, translate or otherwise reduce the SOFTWARE to a human-perceivable
form. You may not create derivative works based on the SOFTWARE, either
in whole or in part.
B. Rental. You may not rent, lease, resell, sublicense or lend the SOFTWARE.
C. Software Transfer. You may permanently transfer all of your rights
under this EULA, provided you (a) retain no copies, (b) transfer all of
the SOFTWARE (with the exception of user-identification keys and password),
(c) the recipient agrees to abide by all of the terms of this EULA, and
(d) notify BankReconciliation.com of the transfer. BankReconciliation.com
will then issue user-identification keys and passwords to the new user.
If the SOFTWARE is an upgrade, any transfer must include all prior versions
of the SOFTWARE and all of your rights therein, if any.
D. Copying. You may not copy or redistribute the software except as specifically
provided by this agreement.
E. Upgrades. If this copy of the Software is an upgrade from an earlier
version of the Software, it is provided to you on a license exchange basis.
You agree by your installation and use of this copy of the Software to
voluntarily terminate your earlier end-user license and that you will
not continue to use the earlier version of the Software nor transfer it
F. Academic Version Software. If the Software is identified as "Academic
Edition" or "AE", you must be a "Qualified Educational
User" to use the PRODUCT. If you are not a Qualified Educational
User, you have no rights under this EULA. To determine if you are a Qualified
Educational User, please contact BankReconciliation.com Corp./Sales Department/2516
Eagle Run Circle/Ft. Lauderdale, FL 33327-1529 or at www.bankreconciliation.com
G. Not for Resale Software. If the Software is labeled "Not for Resale"
or "NFR," then, notwithstanding other sections of this EULA,
your use of the Software is limited to use for demonstration, test, or
evaluation purposes and you may not resell, or otherwise transfer for
value, the Software.
H. Trial Software. If the Software is identified as "Trial"
or "Demonstration", your use of the software is limited to the
specified time frame, approximately 5 days ("Demonstration Period").
Thereafter, you may purchase the right to use the appropriate full version
of the software. If the full version is not purchased after the Demonstration
Period ends, you may not be able to continue to access and/or use the
software or any data you have entered into such software unless you purchase
the appropriate full version of the software.
I. Export. You may not export the Software into any country prohibited
by the United States Export Administration Act and the regulations thereunder.
3. COPYRIGHT, TRADEMARKS
AND PROPRIETARY NOTICES. All title and intellectual property rights in
and to the SOFTWARE (including but not limited to any images, photographs,
animations, video, audio, music, and text incorporated into the SOFTWARE),
the accompanying printed materials, and any copies of the SOFTWARE are
owned by BankReconciliation.com Corp. All title and intellectual property
rights in and to the content which may be accessed through use of the
SOFTWARE is the property of the respective content owner and may be protected
by applicable copyright or other intellectual property laws and treaties.
This EULA grants you no rights to use such content. All rights not expressly
granted are reserved by BankReconciliation.com Corp. You may not remove
any proprietary notices, labels or marks on the SOFTWARE.
4. LIMITED WARRANTIES
A.BankReconciliation.com Corp. warrants that, for a period of ninety (90)
days from the date of delivery when used with a recommended hardware configuration,
the Software will perform in substantial conformance with the documentation
supplied with the Software. EXCEPT AS SET FORTH IN THE FOREGOING LIMITED
WARRANTY, BANKRECONCILIATION.COM CORP. DISCLAIMS ALL OTHER WARRANTIES
OR CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR
CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
IF APPLICABLE LAW IMPLIES ANY WARRANTIES WITH RESPECT TO THE SOFTWARE,
ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE
DATE OF DELIVERY.
NO BANKRECONCILIATION.COM AGENT, OR EMPLOYEE IS AUTHORIZED TO MAKE ANY
MODIFICATIONS, EXTENSIONS OR ADDITIONS TO THIS WARRANTY.
B. (USA only) SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES,
SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC
LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS WHICH VARY FROM
STATE TO STATE.
5. EXCLUSIVE REMEDY
Your exclusive remedy under Section 4 is to return the Software to the
place you acquired it, with a copy of your receipt and a description of
the problem during the warranty period. BankReconciliation.com Corp. will
use reasonable commercial efforts to supply you with a replacement copy
of the Software that substantially conforms to the documentation or refund
to you your purchase price for the Software, at its option. BankReconciliation.com
Corp. shall have no responsibility if the Software has been altered in
any way, if the media has been damaged by accident, abuse or misapplication,
or if the failure arises out of use of the Software with other than a
recommended hardware configuration. Any replacement SOFTWARE will be warranted
for the remainder of the original warranty period or thirty (30) days,
whichever is longer.
6. LIMITATIONS OF DAMAGES
A. BANKRECONCILIATION.COM CORP. SHALL NOT BE LIABLE FOR ANY INDIRECT,
SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS
OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERUPTION OR THE LIKE, COMPUTER
FAILURE OR MALFUNCTION, LOSS OF GOODWILL, WORK STOPPAGE, LOSS OF BUSINESS
INFORMATION, OR ANY OTHER PECUNIARY LOSS), ARISING OUT OF THE USE OF OR
INABILITY TO USE THE SOFTWARE OR THE FAILURE TO PROVIDE SUPPORT SERVICES,
WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT
LIABILITY OR ANY OTHER THEORY OF LIABILITY, OR OTHERWISE, EVEN IF BANKRECONCILIATION.COM
CORP. OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED
OF ITS ESSENTIAL PURPOSE.
B. IN ANY CASE, BANKRECONCILIATION.COM CORP.'S ENTIRE LIABILITY TO YOU
UNDER ANY PROVISION IN THIS EULA WILL BE LIMITED TO THE GREATER OF FIFTEEN
UNITED STATES DOLLARS ($15 U.S.) OR THE AMOUNT PAID BY YOU FOR THE SOFTWARE
THAT CAUSED SUCH DAMAGE.
C. (USA only) SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF
LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION
OR EXCLUSION MAY NOT APPLY TO YOU.
D. To the extent provided by applicable law, the foregoing limitations
of damages do not apply to damages for personal injury to you, if any.
7.(USA only) Government End Users RESTRICTED RIGHTS LEGEND
This software is "Restricted Computer Software." Use, duplication,
or disclosure by the U.S. Government is subject to restrictions as set
forth in this Agreement and as provided in DFARS 227.7202-1(a) and 227.7202-3(a)
(1995), DFARS 252.227-7013 (OCT 1988), FAR 12.212(a)(1995), FAR 52.227-19,
or FAR 52.227-14, as applicable. Manufacturer: BankReconciliation.com
Corp., 2516 Eagle Run Circle, Ft. Lauderdale, FL 33327-1529.
Without prejudice to any other rights, this EULA shall terminate automatically
if you fail to comply with the limitations described in this EULA. No
notice shall be required from BankReconciliation.com to effect such termination.
You may also terminate this EULA at any time by notifying BankReconciliation.com
in writing of the termination. Upon any termination of this EULA, you
must uninstall and destroy all copies of the SOFTWARE.
This Agreement shall be governed by the laws of the State of Florida,
USA. This Agreement contains the complete agreement between the parties
with respect to the subject matter hereof, and supersedes all prior or
contemporaneous agreements or understandings, whether oral or written.
THE ACCEPTANCE OF ANY PURCHASE ORDER PLACED BY YOU IS EXPRESSLY MADE CONDITIONAL
ON YOUR ASSENT TO THE TERMS SET FORTH HEREIN, AND NOT THOSE CONTAINED
IN YOUR PURCHASE ORDER. If any provision of this Agreement is held to
be unenforceable for any reason, such provision shall be reformed only
to the extent necessary to make it enforceable and the remainder of this
Agreement shall nonetheless remain in full force and effect. All questions
concerning this Agreement shall be directed to: BankReconciliation.com
Corp., 2516 Eagle Run Circle, Ft. Lauderdale, FL 33327-1529, Attention:
Chief Executive Officer.