END-USER LICENSE AGREEMENT

FOR NORTHWEST RESA SOFTWARE 

IMPORTANT — READ CAREFULLY:  This RESA License Agreement ("License Agreement") is a legal agreement between you (either an individual or a single entity) and Northwest RESA for the software, which includes computer software and may include associated media, printed materials, and "online" or electronic documentation ("Software"). The Software also includes any updates and supplements to the original Software provided to you by Northwest RESA. Any software provided along with the Software that is associated with a separate end-user license agreement is licensed to you under the terms of that license agreement. By installing, copying, downloading, accessing, or otherwise using the Software, you agree to be bound by this License Agreement. If you do not agree to the terms of this License Agreement, do not install or use the Software.

Software LICENSE

The Software is protected by copyright laws, as well as other intellectual property laws and treaties. The Software is licensed, not sold.

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

• Single-user License. You may install, use, access, display, run, or otherwise interact with ("RUN") one copy of the Software, or any prior version for the same operating system, on a single computer, workstation, terminal, handheld device, smart phone, or other digital electronic device ("COMPUTER").
• Multi-user License. If you have purchased a multi-user license, you may RUN additional copies of the computer software portion of the Software, as described for a single-user license, up to the number of copies specified as "Licensed Copies."
• Reservation of Rights. All rights not expressly granted are reserved by Northwest RESA.

2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS.

• Reverse Engineering, Decompilation, Disassembly, and Modification. You may not reverse engineer, decompile, disassemble, or modify the Software.
• Separation of Components. The Software is licensed as a single product. Its component parts may not be separated for use on more than one COMPUTER.
• Trademarks. This License Agreement does not grant you any rights in connection with any trademarks or service marks of Northwest RESA.
• Rental, Service Bureau, and Application Service Providers. You may not rent, lease, lend, or otherwise provide additional users with access to the Software through a service bureau, application service provider, or any other means.
• Support Services. Northwest RESA may provide you with support services related to the Software ("Support Services"). Use of Support Services is governed by the Northwest RESA policies and programs described in the user manual, in "online" documentation, and/or in other Northwest RESA-provided materials.
• Software Transfer. The License Agreement and Software may be transferred one time provided that all related documentation, media, components, and upgrades are included with the transfer. The transferee of such one-time transfer must agree to comply with the terms of this License Agreement, including the obligation not to further transfer this License Agreement and Software.
• Termination. Without prejudice to any other rights, Northwest RESA 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.

3. UPGRADES. If the Software is labeled as an upgrade, you must be properly licensed to use a product identified by Northwest RESA as being eligible for the upgrade in order to use the Software. Software labeled as an upgrade replaces and/or supplements (and may disable) the product that formed the basis for your eligibility for the upgrade. You may use the resulting upgraded product only in accordance with the terms of this License Agreement.
4. COPYRIGHT. All title and copyrights in and to the Software (including but not limited to any images, photographs, animations, video, audio, music, text, and "applets" incorporated into the Software), the accompanying printed materials, and any copies of the Software are owned by Northwest RESA or its suppliers. All title and intellectual property rights in and to the content that may be accessed through use of the Software as the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. This License Agreement grants you no rights to use such content. If this Software contains documentation that is provided only in electronic form, you may print one copy of such electronic documentation. You may not copy the printed materials accompanying the Software.
5. EXPORT RESTRICTIONS. This Software has NOT been classified by the U.S. Government as exportable. Therefore the following terms apply: You agree that you will not export the Software, any part thereof, or any process or service that is the direct product of the Software (the foregoing collectively referred to as the "Restricted Components"). You specifically agree not to (i) export any of the Restricted Components (ii) provide Restricted Components to any other person or entity, wherever located, who intends to transmit or transport the Restricted Components out of the U.S.; or (iii) provide Restricted Components to any person or entity who you know or have reason to know will utilize the Restricted Components in the design, development, or production of nuclear, chemical, or biological weapons.
6. PHYSICAL INJURY/LOSS OF LIFE. In no event does Northwest RESA authorize you or anyone else to use the Software in applications or systems where the Software's failure to perform can reasonably be expected to result in a significant physical injury, or in loss of life. Any such use is entirely at your own risk, and you agree to hold Northwest RESA harmless from any and all claims relating to such unauthorized use of the Software.

WARRANTY DISCLAIMER

The Software is distributed and provided "AS IS" and with no warranties of any kind, whether express or implied. You acknowledge that good data processing procedure dictates that any program, including Northwest RESA Software, must be thoroughly tested with non-critical data before there is any reliance on it, and you hereby assume the entire risk of all use of the copies of the Software covered by this License Agreement. This disclaimer of warranties constitutes an essential part of this License Agreement.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NORTHWEST RESA AND ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES. YOU MAY HAVE OTHERS, WHICH VARY FROM STATE/JURISDICTION TO STATE/JURISDICTION.

LIMITATION OF LIABILITY. To the maximum extent permitted by applicable law, in no event shall Northwest RESA or its principals, officers, employees, affiliates, contractors, or suppliers be liable for any special, incidental, 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 user of or ability to use the Software or the provision of or failure to provide Support Services, even if Northwest RESA has been advised of the possibility of such damages. In any case, Northwest RESA's entire liability under any provision of this License Agreement shall be limited to the greater of the amount actually paid by you for the Software or $5.00. However, if you have entered into a Northwest RESA Support Services Agreement, Northwest RESA's entire liability regarding Support Services shall be governed by the terms of that agreement. Because some states and jurisdictions do not allow the exclusion or limitation of liability, the above limitation may not apply to you.

MISCELLANEOUS

This License Agreement is governed by the laws of the State of Georgia.

Should you have any questions concerning this License Agreement, or if you desire to contact Northwest RESA for any reason, please email Northwest RESA at tech@nwgaresa.com or write to Northwest RESA, 3167 Cedartown Hwy SE, Rome, GA 30161.