GDT Software License Agreement
This GDT Software License Agreement ("LICENSE AGREEMENT") is the legal agreement between you and Diao Hongsheng ("DHS"), with respect to DHS's proprietary software application known as "GPS Device Toolbox" ("SOFTWARE").
By clicking "I Accept" and/or by using the SOFTWARE you acknowledge that you have read this LICENSE AGREEMENT and agree to be bound by its terms. If you do not agree to this LICENSE AGREEMENT, uninstall the SOFTWARE and do not use it in any manner whatsoever.
1. Grant of License.
Subject to your compliance with the terms and conditions set forth herein, DHS hereby grants you a limited, non-exclusive, non-transferable, non-sublicensable license to install and use one copy of the SOFTWARE on your mobile device for the sole purpose of accessing, opening and using the capabilities and services enabled via the SOFTWARE.
2. Restrictions on Use.
The SOFTWARE is licensed, not sold. This agreement only gives you some rights to use the SOFTWARE. DHS reserves all other rights. You may not: (i) copy, modify, translate, reverse engineer, decompile or disassemble the Software or create derivative works based thereon; (ii) install the Software onto a server so that it is accessible via a public network; (iii) share or permit other individuals/entities to use the Software, rent, lease or transfer the Software or rights to use it; or (iv) delete or modify any attributions, legal notices or other proprietary designations in the Software or part thereof. Any such forbidden use shall immediately and automatically terminate your license to use the Software, without derogating from any other remedies available to DHS at law or in equity.
3. Title and Ownership.
The Software and any revisions, modifications, enhancements and/or derivatives thereof are owned by DHS and/or its licensors and are protected under copyright laws and treaties. All right, title, and interest in and to the Software, including all associated intellectual property rights are and shall remain owned solely by DHS and/or its licensors.
4. Third Party Software.
Any third party software that may be provided with the Software is included for use at your option. Such third party software is provided under the terms of the license attached/linked thereto or, if no such license is attached, such third party software is provided AS IS. DHS is not liable for any losses or damages which may occur from the use of any third party software.
DHS improves from time to time the SOFTWARE and may update/upgrade the SOFTWARE at its sole discretion, with or without notification. At DHS's sole discretion, DHS may notify you through a patch process, or by email, or website posting of such updates or upgrades available for download. Some updates/upgrades may be optional and some may be mandatory in order to operate the SOFTWARE. At its sole discretion, DHS may, but is not obligated to, provide email and/or internet based support with online help.
6. Compliance with Law.
This SOFTWARE is intended for use only in compliance with applicable laws and only with properly licensed media and content. You undertake to use the SOFTWARE in accordance with all applicable laws, including without limitation, all applicable export laws, restrictions and regulations and agree that you will not export, or allow the export or re-export of the SOFTWARE in violation of any such laws, restrictions and/or regulations. You agree to the foregoing and represent and warrant that you are not located in, under the control of, or a national or resident of any restricted country.
7. Changes to Software or License Agreement.
DHS may modify, suspend, or discontinue any aspect of the SOFTWARE at any time. DHS reserves the right to modify the terms of this License Agreement, whereby material changes will be disclosed to you through a patch process or through website posting. Except for changes to this License Agreement that affect your privacy, which shall be subject to your specific acceptance, your continued use of the SOFTWARE, following any revision of the SOFTWARE or this License Agreement, constitutes your acceptance of any such changes.
8. Warranty Disclaimer.
THE SOFTWARE IS PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DHS DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT.
9. Limitation of Liability.
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (TORT, CONTRACT, OR OTHERWISE), SHALL DHS OR ITS LICENSORS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY TYPE INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, BUSINESS INTERRUPTION, DEVICE FAILURE OR MALFUNCTION, LOSS OF BUSINESS PROFITS, LOSS OF DATA OR BUSINESS OR FINANCIAL INFORMATION, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL DHS'S CUMULATIVE LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY LOSS OR DAMAGES EXCEED THE AMOUNT PAID BY YOU TO DHS FOR USE OF THE SOFTWARE, EVEN IF DHS HAD BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY.
10. Immediate Termination.
Without prejudice to any other rights, this Agreement and your right to use this Software automatically terminates if you fail to comply with any provision of this License Agreement. DHS may terminate this License Agreement at any time with or without prior notice. You may terminate this license at any time by stopping your use thereof and un-installing the Software.
This License Agreement shall constitute the complete and exclusive agreement between us. DHS'S ACCEPTANCE OF YOUR USE OF THE SOFTWARE, IS EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO THE TERMS SET FORTH HEREIN. If any provision of this License Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable. This License Agreement shall be construed and governed in accordance with the laws of People’s Republic of China (regardless of its conflict of law provisions) and the competent courts in Chengdu shall have exclusive jurisdiction over any dispute arising out of or related to this License Agreement. Failure of DHS to enforce any rights or to take action against you in the event of any breach hereunder shall not be deemed a waiver of such rights or of subsequent actions in the event of future breaches. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded.