END-USER SOFTWARE LICENSE AGREEMENT THIS IS A LICENSE AGREEMENT ("AGREEMENT") BETWEEN ZGRAFFITI ("LICENSOR") ON BEHALF OF OUR CLIENT, AND YOU ("LICENSEE" OR "YOU") IN CONNECTION WITH A LICENSE TO USE A FREE BROWSER-BASED SOFTWARE WHICH PROVIDES CONTENT, OFFERS, SERVICES AND LINKS IN A RELEVANT MANNER AS YOU SURF THE WEB, AS MAY BE MODIFIED BY LICENSOR (THE "SOFTWARE"). LICENSOR IS WILLING TO GRANT LICENSEE THE FOLLOWING LICENSE TO USE THE SOFTWARE ACCORDING TO THIS AGREEMENT ONLY ON THE CONDITION THAT LICENSEE ACCEPTS ALL TERMS IN THIS AGREEMENT.

BY CLICKING ON THE "ACCEPT" BUTTON BELOW, LICENSEE ACKNOWLEDGES THAT LICENSEE HAS READ THIS AGREEMENT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY IT. IF LICENSEE DOES NOT AGREE TO ANY OF THE TERMS BELOW, LICENSOR IS UNWILLING TO LICENSE THE SOFTWARE TO LICENSEE, AND LICENSEE SHOULD CLICK ON THE "DO NOT ACCEPT" BUTTON BELOW TO DISCONTINUE THE INSTALLATION PROCESS. NOTE THAT THE SOFTWARE IS AVAILABLE TO USERS IN THE UNITED STATES. INDIVIDUALS OUTSIDE THE UNITED STATES WILL NOT BE ABLE TO USE THE SOFTWARE AT THIS TIME.

1.  LICENSE. Subject to the terms of this Agreement, you are permitted to download, install, and use the Software in machine-readable form: (a) solely on your desktop; (b) solely for the purpose of receiving brand messages, content and offers as may be provided to you; and (c) solely for your own internal use and not for further distribution. You may copy the Software only for backup purposes, provided that you reproduce all copyright and other proprietary notices that are on the original copy of the Software. 2.  RESTRICTIONS. You may not use, copy, modify, transfer, or create derivative works from the Software, or any copy thereof, in whole or in part, except as expressly provided in this Agreement. You may not reverse engineer, disassemble, decompile, or translate the Software, or otherwise attempt to derive the source code of the Software, or authorize any third party to do any of the foregoing, except to the extent allowed under any applicable law. Any attempt to transfer any of the rights, duties or obligations hereunder is void. You may not rent, lease, loan, resell for profit, or distribute the Software, or any part thereof. This License shall be expressly granted subject to the following terms of use: (a) Licensee shall use the Software for lawful purposes only; (b) Licensee certifies that Licensee is not a minor; (c) Licensee hereby affirmatively requests that the Licensor obtain any and all necessary information about Licensee's pending purchase transactions or any content viewed (anywhere on the Internet) to enable the Licensee to effectively utilize the Software and other services as may be provided and hereby expressly grants permission to Licensor to collect, retain and copy any information from the Licensee's Internet browser for the express purpose of receiving timely and relevant branding and merchandising messages, content or offers; (d) Licensee hereby affirmatively requests that said branding and merchandising messages, content or offers be overlayed on any Internet page being viewed by the Licensee; (e) Licensee hereby grants Licensor the right to use, sell or share any and all data related to Licensee's access to online sites or purchasing or transactions conducted online with third parties so long as the use, sale or sharing of such data is consistent with the Licensor's Privacy Policy; (f) either Licensor or Licensee may terminate this Agreement at any time; and (g) Licensor shall have the right to immediately terminate any passwords or accounts of Licensee in the event of any conduct by Licensee which Licensor, in its sole discretion, considers to be unacceptable, or in the event of any breach by Licensee of this Agreement. 3.  OWNERSHIP. The Software is licensed, not sold, to you for use only under the terms of this Agreement, and Licensor reserve all rights not expressly granted to you. You own the media, if any, on which the Software is recorded, but Licensor retain rights to all copies of the Software itself. 4.  TERM. This Agreement will terminate immediately: (a) upon notice by Licensor or (b) without notice to you if you materially breach any term or condition of this Agreement. Upon notice of termination, you agree to promptly destroy (uninstall from your desktop as per instructions provided by Licensor) the Software and all copies thereof. 5.  WARRANTY DISCLAIMER. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE IS PROVIDED TO YOU "AS IS" AND LICENSOR EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY LICENSOR, ITS EMPLOYEES, SUPPLIERS, DISTRIBUTORS, DEALERS, OR AGENTS SHALL INCREASE THE SCOPE OF THE ABOVE WARRANTIES OR CREATE ANY NEW WARRANTIES. 6.  LIMITATION OF REMEDIES. REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, IN NO EVENT SHALL LICENSOR OR ITS SUPPLIERS BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, INTERRUPTION OF BUSINESS, OR OTHER SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE OR ANY DATA OR SERVICE SUPPLIED THEREWITH, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES AND WHETHER OR NOT SUCH LOSS OR DAMAGES ARE FORESEEABLE. IN NO EVENT SHALL THE LIABILITY OF LICENSOR EXCEED THE AMOUNT RECEIVED BY THE LICENSEE FROM THE LICENSOR TO INSTALL THE SOFTWARE UNDER THIS AGREEMENT. 7.  U. S. GOVERNMENT END USERS. The Software is a "commercial item" as that term is defined at 48 C.F.R. 2.101, consisting of "commercial computer software" and "commercial computer software documentation" as such terms are used in 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4 to all U.S. Government end users acquire (Sept. 1995) and is provided to the U.S. Government only as a commercial end item. Consistent with FAR. 12.212 and DFARS 227.7202 (June 1995), all U.S. Government End Users acquire the Software with only those rights set forth herein. 8.  EXPORT LAW. The Software and related technology are subject to U.S. export control laws and may be subject to export or import regulations in other countries. Licensee agrees to strictly comply with all such laws and regulations and acknowledges that you have the responsibility to obtain such licenses to export, re-export, or import as may be required. Licensee will indemnify and hold Licensor harmless from any and all claims, losses, liabilities, damages, fines, penalties, costs and expenses (including attorney's fees) arising from or relating to any breach by Licensee of its obligations under this paragraph. Licensee's obligations under this paragraph will survive the expiration or termination of this Agreement. 9.  GENERAL. This Agreement will be governed by the laws of the State of Virginia in the United States of America, without regard to or application of conflicts of law rules or principles. The Federal and State Courts located in Fairfax County shall have sole jurisdiction over any disputes arising hereunder and the parties hereby submit to the personal jurisdiction of such courts. If any provision of this Agreement is held to be unenforceable, that provision will be removed and the remaining provisions will remain in full force. Licensee will indemnify and hold Licensor and its affiliates, directors, officers, employees and agents harmless from any and all claims, losses, liabilities, damages, fines, penalties, costs and expenses (including attorney's fees) arising from Licensee's use of the software or breach of its obligations hereunder. In the event any proceeding or lawsuit is brought by Licensor or Licensee in connection with this Agreement, the prevailing party in such proceeding or lawsuit shall be entitled to receive its costs, expert witness fees and reasonable attorney's fees, including costs and fees on appeal. The failure of either party to require performance by the other party of any provision hereof shall not affect the full right to require such performance at any time thereafter; nor shall the waiver by either party of a breach of any provision hereof be taken or held to be a waiver of the provision itself. Neither this Agreement nor any rights or obligations of Licensee hereunder may be assigned by Licensee in whole or in part without the prior written approval of Licensor. Any assignment in derogation of the foregoing shall be null and void. This Agreement is the complete and exclusive statement of the agreement between Licensor and Licensee which supersedes any proposal or prior agreement, oral or written, and any other communications between the parties in relation to the subject matter of this Agreement. This Agreement shall not be modified except by a subsequently dated written amendment or exhibit evidencing the agreement of both parties. The provisions of Sections 1, 2, 3, 5, 6, 7, 8 and 9 shall survive termination of this End-User Software License Agreement. Back To Top