Software is defined as the Personable Inc. computer program with which this Software License Agreement is included and any updates or maintenance releases thereto. The use by you of any services or content accessible through the Software may be subject to your acceptance of separate agreements with Personable Inc. or third parties. This Agreement applies to the: (i) trial; (ii) single-user license; and
(iii) multi-user license; or Server Editions versions of the Software and other branded or customized versions unless otherwise agreed. Do not use the Software until you have carefully read the following Agreement. This Agreement sets forth the terms and conditions for licensing of the Software from Personable Inc. to you, and installing and using the Software indicates that you have read and understand this Agreement and accept its terms and conditions. If you purchased the Software from a retail store or directly from Personable Inc. or other Personable Inc.-authorized distribution channel, and do not agree with this Agreement, promptly return the Software and accompanying items to the place of purchase, or as provided below, before you have applied the CDKEy(s) with a dated receipt for a full refund. If the Software was pre-installed on your computer or disks came packaged with your computer at no extra charge, and if you do not agree with this Agreement, delete or do not use the Software.
License and Certain Restrictions Trial Versions
If you obtained a trial version of the Software, you are granted a limited non-exclusive license to use a copy of the trial version of the Software only for the amount of time specified in the Software or in the materials accompanying the Software: (i) on the computer(s) used by single individuals, or; (ii) if you are using the Server Edition Software, on the server(s) owned and operated solely by and for your Company. Thereafter, you may purchase the right to use the appropriate full version of either the single- user or multi-user versions of the Software which license terms are specified below, by contacting Personable Inc. or a reseller or, if applicable, through the purchase process in the trial version of the Software. You may not copy the printed materials accompanying the Software, if any, or print multiple copies of any user documentation. BY YOUR USE OF THE TRIAL VERSION OF THE SOFTWARE YOU UNDERSTAND AND AGREE THAT AFTER THE APPROXIMATE NUMBER OF USES SPECIFIED IN THE SOFTWARE OR IN THE MATERIALS ACCOMPANYING THE 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.
If you purchased a full, single-user license of the Software, you are granted a limited non-exclusive license to use the enclosed Software on the computer(s) used on a single computer. You may not copy the printed materials accompanying the Software, if any, or print multiple copies of any user documentation. Registration of the Software with Personable Inc. after the approximate number of uses specified in the Software or in the materials accompanying the Software and in accordance with Personable Inc.’s then-current privacy policies is required.
If you purchased a multi-user or more than one license for a simultaneous user-capable version of the Software, you are granted a limited non-exclusive license to: (i) use the enclosed Software on the number of computer(s) corresponding to the number of licenses you have purchased; (ii) install the Software on a server computer only if you have purchased the Server Edition. Registration of the Software with Personable Inc. after you have applied the CDKey(ws) with Personable Inc.’s then-current privacy policies is required.
You will have Twenty Five (25) uses with Five (5) imports before applying the CDKey. If you apply the CDKey(s) to go through an unlock purchase process within the Software, you may use the unlock purchase version of the Software in accordance with the Agreement and. Please note that once the CDKey is applied to your computer, there will be no refund.
It is prohibited to disclose interfaces to the Software, to install the Software on computers used by individuals who have not purchased the appropriate licenses for the Software from Personable Inc. The Software in its entirety is protected by the copyright laws. The Software also contains Personable Inc. trade secrets, and you may not decompile, reverse engineer, disassemble, or otherwise reduce the Software to human-perceivable form or disable any functionality which limits the use of the Software. You may not modify, adapt, translate, rent or sublicense (including offering the Software to third parties on an applications service provider or time- sharing basis), assign, loan, resell, or distribute the Software, disk(s), or related materials or create derivative works based upon the Software or any part thereof. You may not develop, sell or provide any competitive product based on or derived in any way from the Software or from the benefits of know how resulting from access to or work with Licensor’s proprietary information. The term “benefits of know how” means information in non-tangible form, which may be retained by persons who have had access to the Software, including ideas, concepts, know how or techniques contained therein. If your company is, or substantially all of its assets are, acquired by or merged into another company or sole proprietorship, please contact Personable Inc. regarding transferring your license to the new company. You may not network the Software, except that you may network your company data file as outlined above and except to the extent you have purchased license(s) for the multi-user license version as referenced above. You may not copy or modify the Software in whole or part, or use trade secret information contained in the Software, to develop software to interface with the Software.
Verification and Audit
(a) Verification. At Personable Inc.’s written request, You will confirm in writing the actual scope of Your access and use of Licensed Software and list all locations of actual use if applicable.
(b) Audit Procedure. Personable Inc. or its representative may inspect and audit Your use of the Software under this Agreement at any time upon reasonable notice and request. All such audits will be conducted during regular business hours. Personable Inc. will cooperate with You to ensure such audits do not unreasonably interfere with Your business operations. You agree to make available all technology, records, equipment, information, and personnel, and to provide all cooperation and assistance as necessary for Personable Inc. to reasonably conduct the audit. Personable Inc. agrees to only examine information directly related to Your Software use. Personable Inc. will keep confidential any information You deem confidential that may be directly or incidentally disclosed during such audits.
(c) Excessive Use Result. If the verification or audit determines that Your Software use exceeds the usage or scope permitted by this Agreement, You agree to pay Personable Inc. all amounts due for excessive use of the Licensed Software as negotiated at such time.
Termination; Sunset Policy
This Agreement may be terminated by Personable Inc. immediately and without notice if you fail to comply with any term or condition of this Agreement. Upon such termination, you must immediately destroy all complete and partial copies of the Software, including all backup copies. This Software is subject to a ScanWriter sunset or discontinuation policy (“Sunset Policy”) and Personable Inc. reserves the right to discontinue all support for the Software, and/or for any features, services or content accessible through the Software in accordance with such Sunset Policy. From time to time, Personable Inc. may change the terms and conditions of this Agreement or the Sunset Policy. Personable Inc. will notify you of any such change. For the latest version of this Agreement or the Sunset Policy, go to www.Personable.com, or such other site designated by Personable Inc. Your continued use of the Software will indicate your agreement to the change.
If you are not 100% satisfied with this Software, Personable Inc.’s entire liability and your exclusive remedy shall be either:
- if you purchased the Software through a reseller or directly from Personable Inc. or other Personable
Inc.-authorized distribution channel, delete the Software from your computer(s) and (1) return the Software (before you have applied the CDKey) to the reseller where purchased with a dated receipt for a full refund. (If the reseller is unable to issue a refund, then you must return the Software with a dated receipt before you have applied the CDKey to Personable Inc. for such refund); or (2) return the Software (before you have applied the CDKey), with a dated receipt to Personable Inc. Returns at the above address for replacement in the case of a defective disk. If the disk is defective and you would like a replacement disk while this version is still commercially available, you may obtain a replacement by sending your defective disk and a check for the applicable amount published by Personable Inc. (currently twenty dollars ($20) per replacement), plus applicable taxes, to Personable Inc. at the address listed above. (For all orders shipped within the U.S., please add all applicable shipping and handling charges, state and local sales tax as well as tax on shipping and handling based on your shipping address); or
- if you purchased the Software by downloading it to your computer from Personable Inc. or an Personable Inc.-authorized site, and the Software did not install properly, contact Personable Inc. or the Personable Inc.- authorized site for a replacement
You will have Twenty Five (25) uses with Five (5) imports before applying the CDKey. Please note that once the CDKey is applied to your computer, there will be no refund.
DISCLAIMER OF WARRANTIES
EXCEPT AS PROVIDED ABOVE, THIS SOFTWARE AND ANY RELATED SERVICES OR CONTENT ACCESSIBLE THROUGH THE SOFTWARE ARE PROVIDED “AS-IS,” AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PERSONABLE INC. DISCLAIMS ALL OTHER REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, REGARDING THIS SOFTWARE, DISKS, RELATED MATERIALS AND ANY SUCH SERVICES OR CONTENT, INCLUDING THEIR FITNESS FOR A PARTICULAR PURPOSE, SECURITY, THEIR MERCHANTABILITY, OR THEIR NONINFRINGEMENT.
PERSONABLE INC. DOES NOT WARRANT THAT THE SOFTWARE OR ANY RELATED SERVICES OR CONTENT IS FREE FROM BUGS, VIRUSES, ERRORS, OR OTHER PROGRAM LIMITATIONS NOR DOES PERSONABLE INC. WARRANT ACCESS TO THE INTERNET OR TO ANY OTHER SERVICE OR CONTENT OR DATA THROUGH THE SOFTWARE OR CONTINUED ACCESS TO THE TRIAL VERSION OF THE SOFTWARE OR TO THE DATA ENTERED INTO THE TRIAL VERSION OF THE SOFTWARE AFTER THE SPECIFIED PERIOD OF TIME FOR ALLOWED USE. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN THAT EVENT, ANY IMPLIED WARRANTIES ARE LIMITED IN DURATION TO SIXTY (60) DAYS FROM THE DATE OF PURCHASE OF THE SOFTWARE. HOWEVER, SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER RIGHTS AS WELL, WHICH VARY FROM STATE TO STATE.
THIS PRODUCT AND ANY RELATED SERVICES OR CONTENT ARE DESIGNED TO OPERATE AND PROVIDE INFORMATION WITH THE UNDERSTANDING THAT
PERSONABLE INC. AND ITS REPRESENTATIVES (AS DEFINED BELOW) ARE NOT ENGAGED IN RENDERING LEGAL, ACCOUNTING OR OTHER PROFESSIONAL SERVICE. IF LEGAL ADVICE OR OTHER EXPERT ASSISTANCE IS REQUIRED, THE SERVICE OF A COMPETENT PROFESSIONAL SHOULD BE SOUGHT. PERSONABLE INC. EXPRESSLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES THAT YOUR USE OF THE SOFTWARE WILL SATISFY ANY STATUTORY OR REGULATORY OBLIGATIONS, OR WILL ASSIST WITH, GUARANTEE OR OTHERWISE ENSURE COMPLIANCE WITH ANY APPLICABLE LAWS OR REGULATIONS, INCLUDING BUT NOT LIMITED TO THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 (“HIPAA”), THE GRAMM- LEACH-BLILEY ACT OF 1999, THE SARBANES-OXLEY ACT OF 2002, OR OTHER FEDERAL OR STATE STATUTES OR REGULATIONS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOUR USE OF THIS SOFTWARE, RELATED SERVICES OR CONTENT IS IN ACCORDANCE WITH APPLICABLE LAW. IT IS YOUR RESPONSIBILITY TO KEEP ABREAST OF CHANGES IN LAWS, REGULATIONS AND ACCOUNTING PRACTICES THAT AFFECT YOU AND YOUR BUSINESS.
LIMITATION OF LIABILITY AND DAMAGES
THE ENTIRE LIABILITY OF PERSONABLE INC. AND ITS REPRESENTATIVES (AS DEFINED BELOW) FOR ANY REASON SHALL BE LIMITED TO THE AMOUNT PAID BY THE CUSTOMER FOR THE SOFTWARE AND, PERSONABLE INC. AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, PARTICIPATING FINANCIAL INSTITUTIONS, THIRD-PARTY CONTENT OR SERVICE PROVIDERS, DISTRIBUTORS, DEALERS OR SUPPLIERS (“REPRESENTATIVES”) ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO: DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS OR INVESTMENT, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF PERSONABLE INC. 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. SOME STATES DO NOT ALLOW THE LIMITATION AND/OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN PERSONABLE INC. AND YOU. PERSONABLE INC. WOULD NOT BE ABLE TO HAVE PROVIDED THIS SOFTWARE OR SERVICES WITHOUT SUCH LIMITATIONS.
The Software is a “commercial item,” as that term is defined at 48 C.F.R. 2.101 (OCT 1995), consisting of “commercial computer software” and “commercial computer software documentation,” as such terms are used in 48 C.F.R. 12.212 (SEPT 1995). Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4 (JUNE 1995), all U.S. Government End Users acquire the Software with only those rights set forth herein.
This Agreement sets forth Personable, Inc.’s and its Representatives’ entire liability and your exclusive remedy with respect to the Software. You acknowledge that this Agreement is a
complete statement of the agreement between you and Personable Inc. with respect to the Software, and that there are no other prior or contemporaneous understandings, promises, representations, or descriptions with respect to the Software.
This Agreement shall govern any services or content related to the Software, unless such services or content are subject to a separate written agreement between you and Personable Inc. or its Representatives. However, the limitations of liability and disclaimer of warranties in this Agreement shall apply to Personable Inc. and its Representatives with respect to such content or services except to the extent provided otherwise in a separate written agreement approved by Personable Inc. between you and Personable Inc. or the applicable Representative(s).
This Agreement does not limit any rights that Personable Inc. may have under trade secret, copyright, patent, trademark or other laws. The Representatives of Personable Inc. are not authorized to make modifications to this Agreement, or to make any additional representations, commitments, or warranties binding on Personable Inc., other than in writing signed by an officer of Personable Inc.. Accordingly, such additional statements are not binding on Personable Inc. and you should not rely upon such statements. If any provision of this Agreement is invalid or unenforceable under applicable law, then it is, to that extent, deemed omitted and the remaining provisions will continue in full force and effect. The validity and performance of this Agreement shall be governed by California law (without reference to choice of law principles), except as to copyright patent and trademark matters, which are covered by federal laws. This Agreement is deemed entered into at Mountain View, California, and shall be construed as to its fair meaning and not strictly for or against either party.
Consumer Information and Privacy
For details about Personable Inc.’s privacy policies, please refer to the ScanWriter Privacy Statement contained either in the Software or on a website designated by Personable Inc. You agree to be bound by the applicable Personable Inc. privacy policies.
Health Information and Privacy
If you intend to use the Software, related services and content in conjunction with the medical or health information of particular individuals, you acknowledge and agree that the Software, related services and content are not “HIPAA-ready” or “HIPAA-compliant” and will not assist with or ensure compliance with HIPAA, and that you are solely responsible for using the Software, related services and content in a manner consistent with all applicable federal and state privacy laws relating to medical or health information.
YOU ASSUME FULL RESPONSIBILITY FOR THE USE OF THE SOFTWARE TO ACHIEVE YOUR INTENDED PURPOSES, FOR THE PROPER INSTALLATION AND USE OF THE SOFTWARE AND FOR VERIFYING THE RESULTS OBTAINED FROM USE OF THE SOFTWARE. PERSONABLE INC. AND ITS SUPPLIERS DISCLAIM ANY WARRANTY THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE.
Personable, Inc., the Personable, Inc. logo, ScanWriter, and ScanWriter logo, among others, are registered trademarks and/or registered service marks of Personable Inc. in the United States and other countries. Other parties’ trademarks or service marks are the property of their respective owners and should be treated as such.
Copyright © 2010-2021 Personable, Inc. All rights reserved.
17600 Newhope St.
Fountain Valley, CA 92708