SERVICE LICENSE AND AGREEMENT LICENSE: Setrend LLC grants you a nonexclusive license to use the accompanying software program(s) (the "Software") subject to the terms and restrictions set forth in this License Agreement. You are not permitted to lease, rent, distribute or sublicense the Software or to use the Software in a time-sharing arrangement or in any other unauthorized manner. Further, no license is granted to you in the human readable code of the Software (source code). Except as provided below, this License Agreement does not grant you any rights to patents, copyrights, trade secrets, trademarks, or any other rights in respect to the Software.The Software is licensed to be used on any workstation or any network server owned by or leased to you. You may reproduce and provide one (1) copy of the Software for each such workstation or network server on which the Software is used as permitted hereunder. Otherwise, the Software may be copied only as essential for backup or archive purposes in support of your use of the Software as permitted hereunder. You must reproduce and include all copyright notices and any other proprietary rights notices appearing on the Software on any copies that you make. Omega World Travel grants you a nonexclusive, revocable license to use the hotel data embodied in the Software ("Data") solely for your personal, noncommercial use. You are not permitted to lease, rent, distribute or sublicense such Data or to use the Data in any other unauthorized manner. Omega World Travel and Setrend LLC are referred to herein as "Licensors". NO ASSIGNMENT; NO REVERSE ENGINEERING:You may not transfer or assign the Software and/or this License Agreement to another party without the prior written consent of the Licensors. Except as set forth above, you may not transfer or assign the Software or your rights under this License Agreement. Modification, reverse engineering, reverse compiling, or disassembly of the Software is expressly prohibited. HOTEL INFORMATION:The licenses provided pursuant to this Agreement shall not be construed as an offer by Omega World Travel for any services or goods, and you should not rely in any manner on the Data. In the event you want to purchase services or goods from Omega World Travel , the terms of such purchase shall be subject to a separate agreement between you and Omega World Travel and any governing rules, regulations, statutes, ordinances, or the like. Omega World Travel reserves the right to cancel or change schedules shown in the Data without notice. By accepting this License Agreement, you acknowledge that many factors, whether within or outside the control of Omega World Travel , may affect operating conditions and Omega World Travel hotel data. The Licensors shall not be liable to you or any other party for any loss or damages resulting from any claims, demands, or actions arising out of or relating to such hotel Data or your use of such Data. EXPORT RESTRICTIONS:You agree that you will not export or re-export the Software or any products utilizing the Software in violation of any applicable laws or regulations of the United States and the country in which you obtained them. TRADE SECRETS; TITLE:You acknowledge and agree that the structure, sequence and organization of the Software are the valuable trade secrets of Setrend. You agree to hold such trade secrets in confidence. You further acknowledge and agree that ownership of, and title to, the Software and all subsequent copies thereof regardless of the form or media are held by Setrend. UNITED STATES GOVERNMENT LEGEND:All technical data and computer software is commercial in nature and developed solely at private expense. The Software is delivered as Commercial Computer Software as defined in DFARS 252.227-7014 (June 1995) or as a commercial item as defined in FAR 2.101(a) and as such is provided with only such rights as are provided in this License Agreement. Technical data is provided with limited rights only as provided in DFAR 252.227-7015 (Nov 1995) or FAR 52.227-14 (June 1987), whichever is applicable. You agree not to remove or deface any portion of any legend provided on any licensed program delivered to you under this License Agreement. TERM AND TERMINATION:The licenses will expire fifty (50) years from the date that you first use the Software, if they are not earlier terminated. You may terminate the licenses at any time by destroying the Software together with all copies and merged portions in any form. The licenses will also terminate immediately if you fail to comply with any term or condition of this License Agreement. Upon such termination you agree to destroy the Software and documentation, together with all copies and merged portions in any form. GOVERNING LAW: This License Agreement shall be governed by the laws of the State of Georgia as such laws are applied to agreements entered into and to be performed entirely within Georgia between Georgia residents and by the laws of the United States. You agree that the United Nations Convention on Contracts for the International Sale of Goods (1980) is hereby excluded in its entirety from application to this License Agreement. WARRANTY DISCLAIMER; LIMITATION OF LIABILITY:THE SOFTWARE AND DATA ARE PROVIDED TO YOU "AS IS" AND WITHOUT WARRANTY OF ANY KIND. LICENSORS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED AND STATUTORY, RELATED TO THE SOFTWARE AND DATA, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. LICENSORS' LIABILITY TO YOU FOR ANY LOSS OR DAMAGES RESULTING FROM ANY CLAIMS, DEMANDS, OR ACTIONS ARISING OUT OF OR RELATING TO THIS LICENSE AGREEMENT, THE SOFTWARE OR DATA SHALL NOT EXCEED IN THE AGGREGATE THE GREATER OF (A) THE LICENSE FEE, IF ANY, PAID TO LICENSORS BY YOU FOR THE USE OF THE SOFTWARE AND DATA; AND (B) ONE THOUSAND DOLLARS ($1,000). TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY DAMAGES OR OTHER DAMAGES WHATSOEVER, FORESEEABLE OR OTHERWISE (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS LICENSE AGREEMENT OR THE USE OF OR INABILITY TO USE THE SOFTWARE OR DATA, EVEN IF LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SEVERABILITY:In the event any provision of this License Agreement is found to be invalid, illegal or unenforceable, the validity, legality and enforceability of any of the remaining provisions shall not in any way be affected or impaired and a valid, legal and enforceable provision of similar intent and economic impact shall be substituted therefor. DEEMED ACCEPTANCE:The use or downloading of the Software is deemed acceptance of the terms and conditions contained herein. ENTIRE AGREEMENT: This License Agreement sets forth the entire understanding and agreement between you and the Licensors, supersedes all prior agreements, whether written or oral, with respect to the Software, and may be amended only in writing signed by all parties. Setrend LLC 8 Drake Court South Windsor CT 06074 U.S.A. +(860) 881-7452
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