Konductor Software

By clicking the "ACCEPT" button on your screen you, being the person or firm specified in the registration form that preceded gaining access to these terms, acknowledge having read and agreed to these conditions regarding your download and use the Konductor's Adobe DreamweaverTM plug-in and Konductor's AIR based User Interface (collectively the "Software") as of the date you click the ACCEPT button ("Effective Date").

The Software is an integral part of a online service ("Service") Konductor provides which can only be accessed with the appropriate login password being issued, which is achieved ONLY once the "go live" process is completed. See golive@konductor.net

License

KONDUCTOR grants you a non-exclusive, revocable, limited license ("License") to use the Software to incorporate Konductor's CMS and other applications into websites You have or will create.

Your Obligations

Confidential Information. You may have access to certain pricing, technical, marketing and other confidential information of Konductor. You acknowledge that such confidential information comprises valuable trade secrets and is proprietary to Konductor. You shall hold such confidential information in strict confidence and shall not use or disclose the same except as required to perform its obligations under this Agreement. The foregoing obligation shall not extend to information which is or becomes public knowledge through no fault of You or which is required to be disclosed by law.

Trademarks. You will ensure that Konductor's principal trademarks are associated with any of the Software you might demonstrate. You will not use any of Konductor's trademarks, trade names, or any mark or name confusingly similar thereto, in any manner. You won't register any o Konductor's trademarks or any mark or name closely resembling them.

Indemnification. You agree to indemnify and hold harmless Konductor from any third-party claims, actions or suits, as well as any related expenses, liabilities, damages, settlements or fees arising from your use or misuse of the Software, or a violation of any terms of this license.

ACKNOWLEDGEMENT AND DISCLAIMER OF WARRANTIES. THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. FURTHER, KONDUCTOR DOES NOT WARRANT THAT THE SOFTWARE OR ANY RELATED SERVICE WILL ALWAYS BE AVAILABLE.

LIMITATION OF LIABILITY. YOU ASSUME ALL RISK ASSOCIATED WITH THE INSTALLATION AND USE OF THE SOFTWARE. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS OF THE SOFTWARE BE LIABLE FOR CLAIMS, DAMAGES OR OTHER LIABILITY ARISING FROM, OUT OF, OR IN CONNECTION WITH THE SOFTWARE. LICENSE HOLDERS ARE SOLELY RESPONSIBLE FOR DETERMINING THE APPROPRIATENESS OF USE AND ASSUME ALL RISKS ASSOCIATED WITH ITS USE, INCLUDING BUT NOT LIMITED TO THE RISKS OF PROGRAM ERRORS, DAMAGE TO EQUIPMENT, LOSS OF DATA OR SOFTWARE PROGRAMS, OR UNAVAILABILITY OR INTERRUPTION OF OPERATIONS.

APPLICABILITY. WITHOUT RESTRICTING THE FOREGOING, IF CIRCUMSTANCES ARISE IN WHICH YOU OR ANOTHER PARTY IS ENTITLED TO RECOVER DAMAGES FROM ONE OR MORE OF THE KONDUCTOR ENTITIES, THE AGGREGATE LIABILITY OF THE KONDUCTOR ENTITIES FOR DAMAGES IS LIMITED TO CDN$100.00. FURTHERMORE, SOME JURISDICTIONS PROHIBIT THE DISCLAIMER OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OF CERTAIN TYPES OF LIABILITY. IN SUCH CIRCUMSTANCES, TO THE EXTENT THAT SUCH PROHIBITIONS PROHIBIT ANY EXCLUSIONS AND LIMITATIONS IN THIS AGREEMENT, SUCH EXCLUSIONS AND LIMITATIONS WILL NOT APPLY TO YOU STRICTLY TO THE EXTENT NECESSARY TO MAKE THIS AGREEMENT CONSISTENT WITH SUCH PROHIBITIONS AS ARE APPLICABLE TO YOU.

GENERAL PROVISIONS

Non assignment. You shall not sell, assign, delegate, or otherwise transfer any rights or obligations hereunder.

Jurisdiction. This Agreement shall be subject to, governed by, and construed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein, and the parties hereby attorn to the jurisdiction of the Courts of British Columbia.

Relationship of Parties. The parties to this Agreement are independent contractors, and no agency, partnership, joint venture, or employeeemployer relationship is intended or created by this Agreement. Neither party shall have the power to obligate or bind the other party.