License Grant: Upon your acceptance of this Software License Agreement, Hollister-Powell & Associates grants you a non-exclusive, non-transferable, limited license to install on your compatible computer (for applications that require installation) and/or use Software, up to the Permitted Number of Users.

Concurrent Use: If you have purchased a “Concurrent-User” version of the Software, you may install the Software (for applications that require installation) on any compatible computers, up to ten (10) times the Permitted Number of users, provided that only the Permitted Number of users actually use the Software at the same time. The Permitted Number of concurrent users shall be delineated at such time as you elect to purchase the Software.

Backup and Archival Copies: You may make one backup and one archival copy of the Software (for applications that require installation), provided your backup and archival copies are not installed or used on any computer and further provided that all such copies shall bear the original and unmodified copyright, patent and other intellectual property markings that appear on or in the Software. You may not transfer the rights to a backup or archival copy.

Product Activation: As part of your purchase and registration of the Software, you may receive either a username and password or a key code. This will allow you to activate your use of the Software. You may not re-license, reproduce or distribute your key code and/or username and password without the express written permission of Hollister-Powell & Associates to do so, unless otherwise specified in this Software License Agreement and/or specifically authorized based upon the number of users and type of usage license you have purchased..

Title: Title to the Software, any proprietary database or data accessed by the Software is not transferred to you.

Reverse Engineering: Except and to the limited extent as may be otherwise specifically provided by applicable law, you may not reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, underlying ideas, underlying user interface techniques or algorithms of the Software by any means whatsoever, directly or indirectly, or disclose any of the foregoing, except to the extent you may be expressly permitted to decompile under applicable law, if it is essential to do so in order to achieve operability of the Software with another software program, and you have first requested Hollister-Powell & Associates to provide the information necessary to achieve such operability and Hollister-Powell & Associates has not made such information available. Hollister-Powell & Associates has the right to impose reasonable conditions and to request a reasonable fee before providing such information. Any information supplied by Hollister-Powell & Associates or obtained by you, as permitted hereunder, may only be used by you for the purpose described herein and may not be disclosed to any third party or used to create any software which is substantially similar to the expression of the Software.

Other Restrictions: You may not loan, rent, lease, sublicense, distribute or otherwise transfer all or portion of the Software to third parties. You may not copy the Software except as expressly set forth in this Software License Agreement, and any copies that you are permitted to make pursuant to this Software License Agreement must contain the same copyright, patent and other intellectual property markings that appear on or in the Software. You may not modify, adapt, or translate the Software. You may not, directly or indirectly, encumber or suffer to exist any lien or security interest on the Software; knowingly take any action that would cause the Software to be placed in the public domain; or use the Software in any computer environment not specified in this Software License Agreement.

You may not make or distribute copies of the Software, or electronically transfer the Software from one computer to another or over a network unless specifically authorized to do so under the Software License Agreement.

You may not alter, merge, modify, adapt or translate the Software, or decompile, reverse engineer, disassemble, or otherwise reduce the Software to a human-perceivable form.

You may not sell, rent, lease, or sublicense the Software.

You may not modify the Software to create derivative works based upon the Software.

You may not export the Software into any country prohibited by the United States Export Administration Act and the regulations thereunder.

In the event you fail to comply with this Software License Agreement, Hollister-Powell & Associates may terminate the license and you must destroy all copies of the Software (with all other rights of both parties and all other provisions of this Software License Agreement surviving any such termination).

You shall not use the Software to develop any software or other technology having the same primary function as the Software, including but not limited to using the Software in any development or test procedure that seeks to develop like software or other technology, or to determine if such software or other technology performs in a similar manner as the Software.

The foregoing license gives you limited license to use the Software. Hollister-Powell & Associates retain all right, title and interest, including all copyright and intellectual property rights, in and to, the Software and all copies thereof. All rights not specifically granted in this Software License Agreement, including Federal and International Copyrights, are reserved by Hollister-Powell & Associates, LLC.

You acknowledge that the Software and any copies that you are authorized by Hollister-Powell & Associates to make are the intellectual property of and owned by Hollister-Powell & Associates. The structure, organization and code of the Software are the valuable trade secrets and confidential information of Hollister-Powell & Associates. The Software is protected by copyright, including without limitation by United States Copyright Law, international treaty provisions and applicable laws in the country in which it is being used. You acknowledge that Hollister-Powell & Associates retains the ownership of all patents, copyrights, trade secrets, trademarks and other intellectual property rights pertaining to the Software and all accompanying printed materials. You will take no actions that adversely affect Hollister-Powell & Associates intellectual property rights in the Software. Trademarks shall be used in accordance with accepted trademark practice, including identification of trademark owners’ names. Trademarks may only be used to identify printed output produced by the Software, and such use of any trademark does not give you any right of ownership in that trademark. This Software License Agreement does not grant you any intellectual property rights in the Software.

Hollister-Powell & Associates does not and cannot warrant the performance or results you may obtain by using the Software. Hollister-Powell & Associates make no warranties, conditions, representations or terms, express or implied, whether by statute, common law, custom, usage or otherwise as to this Software and its usage. To the maximum extent permitted by applicable law, Hollister-Powell & Associates disclaim all other warranties and conditions, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, satisfactory quality, informational content or accuracy, quiet enjoyment, title and non-infringement, with regard to the Software, and the provision of or failure to provide support services.

To the maximum extent permitted by applicable law even if a remedy fails its essential purpose, in no event shall Hollister-Powell & Associates be liable for any special, incidental, direct, indirect or consequential 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 of or inability to use the Software or the provision of or failure to provide support services, even if Hollister-Powell & Associates has been advised of the possibility of such damages. In any case, Hollister-Powell & Associates liability under any provision of this Software License Agreement shall be limited to the amount actually paid by your for the Software License.

Hollister-Powell & Associates shall not be liable to you or any third party for any indirect, special, incidental, punitive, cover or consequential damages (including, but not limited to, damages for the inability to use equipment, software, and/or access data, loss of business, loss of profits, business interruption or the like), arising out of the use of, or inability to use, the software and/or the data accessible through said software.

This Software may use and/or access geographic, statistical, demographic, socio-economic, political, territorial, and/or other aggregate data during its use, which may include third-party data, purchased and/or exclusively licensed data, proprietary data of Hollister-Powell & Associates, and/or data acquired and/or purchased from various educational, governmental, and/or other related data providers and/or resources. This Data may, or may not, be deemed reasonably reliable, consequently, Hollister-Powell & Associates assumes no responsibilities nor accepts any liabilities for data used by this Software, nor implies any warranties associated with the data accessed by this Software, nor implies any guarantee of suitability for a specific task or purpose unless otherwise specifically referenced in the Software License Agreement.