VALENTINE RESEARCH, INC. "ESP" SOFTWARE LICENSE AGREEMENT
Thank you for choosing Valentine Research, Inc. ("Valentine", "we," "us," or "our") and our ESP Serial Protocol, including any associated files, modules, or components which may be provided separately, partially, or as a unit (the "Software") and hardware related to the ESP Serial Protocol (the "Hardware") for use with Valentine's VALENTINE1® radar detectors. Please review this Software License Agreement (the "License") carefully before using the Software and Hardware as described herein. If you do not agree to the terms of this License, do not use the Software or Hardware. If you accessed the Software electronically, click "disagree/decline" if you do not agree to the terms of this License.
1. General License. Valentine grants you a limited, non-exclusive, non-transferable, royalty-free, worldwide license to download, install, and use the Software or Hardware and any trademarks of Valentine, only as described in this License. The terms of this License will also govern any upgrades to the Software or Hardware, unless such an upgrade is accompanied by a separate license.
2. Permitted License Uses and Restrictions. You may use the Software and Hardware to create third party applications or software designed to be used with or including the Software and/or Hardware, or with Valentine's products that use the Software or Hardware as a serial protocol. You may not copy, decompile, reverse engineer, disassemble, modify, or create derivative works of the Software or Hardware. You may not make the Software available over a network where it could be used by multiple computers or available to others for downloading and installation. The Software shall not be downloaded, exported or re-exported in violation of any law, including without limitation, any country subject to any applicable U.S. restrictions. The Hardware shall not be exported, or re-exported in violation of any law, including without limitation, any country subject to any applicable U.S. restrictions.
3. Intellectual Property. The Software and any associated proprietary code, inventions, or patents resulting from the Software or Hardware, and all trademarks and trade dress of Valentine remain the property of Valentine. By accessing the Software, you acquire no ownership rights to the Software or Hardware. In the event you use any trademarks of Valentine, you agree to do so only in the manner described in this License. Specifically, you agree only to use the trademarks of Valentine to describe any application or software you create using the Software or Hardware as it "Works" in connection with Valentine's "ESP Serial Protocol" or similar statement attributing ownership of any trademarks or the Software and Hardware to Valentine. You agree not to do anything that would compromise Valentine's rights in and to the Software, Hardware, or Valentine's trademarks.
4. Quality Assurance. Upon request, and with no obligation to return, you agree to provide suitable specimens of any application, software, or other protocol you create using the Software or Hardware to Valentine to verify your compliance with this License.
5. You agree to allow Valentine to use your name and/or product name in an index of products that work with the Software and Hardware and Valentine's products.
6. AS IS Basis. THE SOFTWARE AND HARDWARE ARE PROVIDED TO YOU ON AN "AS IS" BASIS, AND YOU ARE SOLELY RESPONSIBLE FOR THEIR USE. VALENTINE DISCLAIMS ALL WARRANTIES REGARDING THE SOFTWARE AND HARDWARE, INCLUDING WARRANTIES OF NON-INFRINGEMENT. VALENTINE IS NOT LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO YOUR USE OF THE SOFTWARE OR HARDWARE.
7. Indemnification. You agree to defend, indemnify, and hold harmless Valentine against any and all loss, liability, claims, causes of action, or suits arising out of or related to your use of the Software or Hardware, or any applications, software, or other protocols you create using the Software or Hardware, whatever their nature.
8. Support. Valentine has no obligation to provide any type of support for the Software or Hardware, or for any applications, software, or protocols you create using the Software or Hardware.
9. Termination. Valentine may terminate this License immediately, without notice to you. This License shall also terminate automatically upon your breach of any of the terms and conditions of this License. In the event of termination of this License, you will immediately cease all use of Valentine's trademarks, and the Software.
10. No Assignment. You may not transfer or assign this License or the Software.
11. Miscellaneous. Any dispute arising under this License shall be resolved exclusively by the state and federal courts of the State of Ohio, applying Ohio law without regard to any conflict of law provisions.