THIS IS A LEGAL AGREEMENT between "you", the individual, company, or organization utilizing our software or services and "us", "we", Positron Software, a Texas, USA based business.

USE, DOWNLOAD OR PURCHASE OF OUR SOFTWARE OR SERVICES INDICATES YOUR ACCEPTANCE OF THESE TERMS.

As used in this Agreement, the term "software" means, any and all software owned by Positron Software, including all services where applicable, as made available from https://positron.us together with any and all enhancements, upgrades, or updates that may be provided to you by Positron Software.

1. APPLICABLE LAW

All terms in this Agreement will be handled by Positron Software in accordance with the laws of Texas, USA.

2. OWNERSHIP

Ownership of our software and any accompanying documentation shall at all times remain with Positron Software. This Agreement does not constitute the sale of our software or any accompanying documentation, or any portion thereof. Without limiting the generality of the foregoing, you do not receive any rights to any patents, copyrights, trade secrets, trademarks or other intellectual property rights relating to our software or any accompanying documentation. All rights not expressly granted to you under this Agreement are reserved by Positron Software.

3. DISTRIBUTION VIA THE INTERNET

The preferred method of distribution of our software over the Internet is via Positron Software's official website at https://positron.us. You may not distribute our software otherwise over the Internet, unless you obtain prior written consent from Positron Software to do so.

4. THIRD PARTY DISTRIBUTION PROHIBITED

Distribution of our software by you to third parties (e.g. - publishers, magazines, third party products, etc.) is also hereby expressly prohibited unless you obtain prior written consent from Positron Software to do so.

5. TERMINATION

Positron Software reserves the right to terminate your license for our software at any time or for any reason. Your license may also be terminated if you are in breach of any of the terms and conditions set forth in this Agreement. Upon termination, you shall immediately discontinue using our software and destroy all copies and related intellectual property in your possession, custody or control.

6. PROHIBITED CONDUCT

You represent and warrant that you will not violate any of the terms and conditions set forth in this Agreement and that:

You will not: (I) reverse engineer, decompile, disassemble, derive the source code of, modify, or create derivative works from our software; or (II) use, copy, modify, alter, or transfer, electronically or otherwise, our software or any of the accompanying documentation except as expressly permitted in this Agreement; or (III) redistribute, sell, rent, lease, sublicense, or otherwise transfer rights to our software whether in a stand-alone configuration or as incorporated with other software code written by any party except as expressly permitted in this Agreement. You will not use our software to engage in or allow others to engage in any illegal activity. You will not engage in use of our software that will interfere with or damage the operation of the services of third parties by overburdening or disabling network resources through automated queries, excessive usage or similar conduct. You will not use our software to engage in any activity that will violate the rights of third parties, including, without limitation, through the use, public display, public performance, reproduction, distribution, or modification of communications or materials that infringe copyrights, trademarks, publicity rights, privacy rights, other proprietary rights, or rights against defamation of third parties. You will not transfer our software or utilize our software in combination with third party software authored by you or others to create an integrated software program which you transfer to unrelated third parties unless you obtain prior written consent from Positron Software to do so.

7. COLLECTION OF INFORMATION

You agree that our software and services may collect, store and use technical data and related information, including but not limited to information about your hardware, software applications, operating system, web cookies, network information and usage of our software. Positron Software and affiliates may use this information at our discretion without prior consent.

8. UPGRADES, UPDATES AND ENHANCEMENTS

All upgrades, updates or enhancements of our software shall be deemed to be part of Positron Software and will be subject to this Agreement.

9. LEGENDS AND NOTICES

You agree that you will not remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in our software or any accompanying documentation.

10. TERM AND TERMINATION

This Agreement is effective upon your acceptance as provided herein and will remain in force until terminated. You may terminate the licenses granted in this Agreement at any time by contacting Positron Software via e-mail at [email protected]. The licenses granted in this Agreement will terminate automatically if you breach any of its terms or conditions or any of the terms or conditions of any other agreement between you and Positron Software.

11. MISCELLANEOUS

This Agreement constitutes the entire agreement between the parties concerning our software, and is subject to change by Positron Software at any time. If any provision in this Agreement should be held illegal or unenforceable by a court of competent jurisdiction, such provision shall be modified to the extent necessary to render it enforceable without losing its intent, or severed from this Agreement if no such modification is possible, and other provisions of this Agreement shall remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof.

12. DISCLAIMER OF WARRANTY

OUR SOFTWARE AND SERVICES ARE PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES THAT IT IS FREE OF DEFECTS, VIRUS FREE, ABLE TO OPERATE ON AN UNINTERRUPTED BASIS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR NON-INFRINGING. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS LICENSE AND AGREEMENT. NO USE OF OUR SOFTWARE OR SERVICES IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER.

13. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL POSITRON SOFTWARE NOR IT'S AFFILIATES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE OUR SOFTWARE OR SERVICES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN ANY CASE, POSITRON SOFTWARE'S AND AFFILIATES COLLECTIVE LIABILITY UNDER ANY PROVISION OF THIS LICENSE SHALL NOT EXCEED IN THE AGGREGATE THE SUM OF THE FEES (IF ANY) YOU PAID FOR THIS LICENSE.

14. PURCHASES

NO REFUNDS OR RETURNS FOR ANY OF OUR SOFTWARE OR SERVICES. ALL SALES ARE FINAL.