END-USER LICENSE AGREEMENT FOR ARTSYSTEMS  PRO, STUDIOPRO, GALLERYPRO, GALLERY, COLLECTIONS, STUDIO, PROFILE, WEB MANAGER SOFTWARE AND WEBSITES.

IMPORTANT — READ CAREFULLY: This ART SYSTEMS LLC End-User License Agreement (“EULA”) is a legal agreement between you (either an individual or a single entity) and ART SYSTEMS LLC for the ART SYSTEMS LLC software product identified above, which includes computer software and associated media and printed materials, and may include “online” or electronic documentation (“SOFTWARE PRODUCT” or “SOFTWARE”). By installing, copying, or otherwise using the SOFTWARE PRODUCT, you agree to be bound by the terms of the EULA.

SOFTWARE PRODUCT LICENSE

The SOFTWARE PRODUCT is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The SOFTWARE PRODUCT is provided via either a perpetual or subscription license, not sold.

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

Software. You may install and use one copy of the DESKTOP SOFTWARE PRODUCT, or in its place, any prior version for the same operating system, on a single computer OR a single ‘virtual desktop’ on a Terminal Server or similarly hosted network interface. For the ProFile App, you may install on a mobile device pair (1 iPhone and 1 iPad for a single user) or single device and utilize via publishing data from your Content Management System (CMS), hosted by Artsystems, during the term of the subscription.

WARNING: ARTSYSTEMS DESKTOP SOFTWARE IS NOT LICENSED PER USER, BUT PER INSTALLATION. INSTALLING IT ON MORE “DESKTOPS” OR DEVICES THAN LICENSED IS A VIOLATION OF THE LICENSING AGREEMENT AND IF DISCOVERED WILL AUTOMATICALLY PROMPT IMMEDIATE AND PERMANENT INVOICING OF ILLEGAL LICENSES AND SUBJECT TO FINE. THIS DOES NOT APPLY TO ARTSYSTEM5 (A5), WHICH IS ONLINE SOFTWARE, NOT INSTALLED ON A DESKTOP COMPUTER. 

Storage/Network Use for Desktop Software. You may also store or install a copy of the DESKTOP SOFTWARE PRODUCT on a storage device, such as a network server, used only to install or run the SOFTWARE PRODUCT on your other computers over an internal network; however, you must acquire and dedicate a license for each separate computer or ‘virtual desktop’ on which the SOFTWARE PRODUCT is installed or run from the storage device. A license for the DESKTOP SOFTWARE PRODUCT may not be shared or used on different computers.

2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS

Limitations on Reverse Engineering, Decompilation, and Disassembly. You may not reverse engineer, decompile, or disassemble the SOFTWARE PRODUCT, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.

Separation of Components. The SOFTWARE PRODUCT is licensed as a single product. Its component parts may not be separated for use on more than one computer.

Rental. You may not rent out or lease out the SOFTWARE PRODUCT.

Software Transfer. You may permanently transfer all of your rights under this EULA, provided you retain no copies, you transfer all of the SOFTWARE PRODUCT (including all component parts, the media and printed materials, any upgrades, this EULA, and, if applicable, the Certificate of Authenticity, and the recipient agrees to the terms of this EULA). If the SOFTWARE PRODUCT is an upgrade, any transfer must include all prior versions of the SOFTWARE PRODUCT. Termination. Without prejudice to any other rights, ART SYSTEMS LLC may terminate this EULA if you fail to comply with the terms and conditions of this EULA. In such event, you must destroy all copies of the SOFTWARE PRODUCT and all of its component parts.

3. UPGRADES. If the SOFTWARE PRODUCT is an upgrade from another product, whether from ART SYSTEMS LLC or another supplier, you may use or transfer the SOFTWARE PRODUCT only in conjunction with that upgraded product, unless you destroy the upgraded product. If the SOFTWARE PRODUCT is an upgrade of an ART SYSTEMS LLC product, you now may use that upgraded product only in accordance with this EULA. If the SOFTWARE PRODUCT is an upgrade of a component of a package of software programs that you licensed as a single product, the SOFTWARE PRODUCT may be used and transferred only as part of that single product package and may not be separated for use on more than one computer.

4. COPYRIGHT. All title and copyrights in and to the SOFTWARE PRODUCT (including but not limited to any images, photographs, animations, video, audio, music, text,, and “applets” incorporated into the SOFTWARE PRODUCT), the accompanying printed materials, and any copies of the SOFTWARE PRODUCT are owned by ART SYSTEMS LLC or its suppliers. The SOFTWARE PRODUCT is protected by copyright laws and international treaty provisions. Therefore, you must treat the SOFTWARE PRODUCT like any other copyrighted material except that you may either (a) make one copy of the SOFTWARE PRODUCT solely for backup or archival purposes or (b) install the SOFTWARE PRODUCT on a single computer provided you keep the original solely for backup or archival purposes. You may not copy the printed materials accompanying the SOFTWARE PRODUCT.

5. DUAL-MEDIA SOFTWARE. You may receive the SOFTWARE PRODUCT in more than one medium. Regardless of the type or size of medium you receive, you may use only one medium that is appropriate for your single computer. You may not use or install the other medium on another computer. You may not loan, rent, lease, or otherwise transfer the other medium to another user, except as part of the permanent transfer (as provided above) or the SOFTWARE PRODUCT.

6. U.S. GOVERNMENT RESTRICTED RIGHTS. The SOFTWARE PRODUCT and documentation are provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) or the Commercial Computer Software–Restricted Rights at 48 CFR 52.227-19, as applicable. Manufacturer is ART SYSTEMS LLC / 243 Fifth Avenue, Suite 112 / New York, NY / USA 10016

MISCELLANEOUS

This EULA is governed by the laws of the State of New York. Should you have any questions concerning this EULA, or if you desire to contact ART SYSTEMS LLC for any reason, please write: ART SYSTEMS LLC / 243 Fifth Avenue, Suite 112 / New York, NY / USA 10016

LIMITED WARRANTY

LIMITED WARRANTY. ART SYSTEMS LLC warrants that (a) the SOFTWARE PRODUCT will perform substantially in accordance with accompanying written materials for a period of thirty (30) days from the date of receipt. Some states and jurisdictions do not allow limitations on duration of an implied warranty, so the above limitation may not apply to you. To the extent allowed by applicable law, implied warranties on the SOFTWARE PRODUCT are limited to thirty (30) days from receipt of the SOFTWARE PRODUCT.

CUSTOMER REMEDIES.

ART SYSTEMS LLC’s and its suppliers’ entire liability and your exclusive remedy shall be, at ART SYSTEMS LLC’s option, either a (a) return of the price paid, or (b) repair or replacement of the SOFTWARE PRODUCT or that does not meet ART SYSTEMS LLC’s Limited Warranty and which is returned to ART SYSTEMS LLC with a copy of your receipt. This Limited Warranty is void if failure of the SOFTWARE PRODUCT or hardware has resulted from accident, abuse, or misapplication. Any replacement SOFTWARE PRODUCT will be warranted for thirty (30) days. Outside the United States, neither these remedies nor any product support services offered by ART SYSTEMS LLC are available without proof of purchase from an authorized international source.

NO OTHER WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ART SYSTEMS LLC AND ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABLITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH REGARD TO THE SOFTWARE PRODUCT, AND ANY ACCOMPANYING HARDWARE. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHERS, WHICH VARY FROM STATE/JURISDICTION TO STATE/JURISDICTION

NO LIABILITY FOR CONSEQUENTIAL DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ART SYSTEMS LLC OR ITS 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 PROFITS, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE PRODUCT, EVEN IF ART SYSTEMS LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

ANY CONTENT, INCLUDING NEWS, QUOTES, DATA AND OTHER INFORMATION, PROVIDED BY ART SYSTEMS LLC AND ITS THIRD PARTY CONTENT PROVIDERS IS FOR YOUR PERSONAL INFORMATION ONLY, AND IS NOT INTENDED FOR TRADING PURPOSES. CONTENT PROVIDED BY OR VIA ART SYSTEMS LLC PRODUCTS OR SERVICES IS NOT APPROPRIATE FOR THE PURPOSES OF MAKING A DECISION TO CARRY OUT A TRANSACTION OR TRADE.

NEITHER ART SYSTEMS LLC NOR ITS THIRD PARTY CONTENT PROVIDERS SHALL BE LIABLE FOR ANY ERRORS, INACCURACIES OR DELAYS IN CONTENT, OR FOR ANY ACTIONS TAKEN IN RELIANCE THEREON. ART SYSTEMS LLC EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, AS TO THE ACCURACY OF ANY THE CONTENT PROVIDED, OR AS TO THE FITNESS OF THE INFORMATION FOR ANY PURPOSE.

ALTHOUGH ART SYSTEMS LLC MAKES REASONABLE EFFORTS TO OBTAIN RELIABLE CONTENT FROM THIRD PARTIES, ART SYSTEMS LLC DOES NOT GUARANTEE THE ACCURACY OF OR ENDORSE THE VIEWS OR OPINIONS GIVEN BY ANY THIRD PARTY CONTENT PROVIDER.

ART SYSTEMS LLC PRODUCTS OR SERVICES MAY POINT TO INTERNET SITES THAT MAY BE OF INTEREST TO YOU, HOWEVER ART SYSTEMS LLC DOES NOT ENDORSE OR TAKE RESPONSIBILITY FOR THE CONTENT ON SUCH OTHER SITES.