End-user license agreement (EULA) 

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1 - Introduction 

This End User Licence Agreement (EULA), which covers xpgoodway acquired through the web site, becomes a legally binding contract between the person or entity, i.e. subsidiary or branch office with majority share, to whom the licence has been granted ("Licensee") and xpgoodway, creator of the xpgoodway site, once the Licensee agrees to the terms and conditions outlined herein. If the Licensee refuses to accept the contractual obligations of this EULA, then the Licensee will not be allowed to access, use or download the Software. The Licensee should read this complete EULA thoroughly before agreeing to the conditions specified herein. 

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2 - Rights to Use 

2A - Intellectual Property 

The Software and related products offered on the xpgoodway web site and governed by this EULA remain the intellectual property of xpgoodway and/or the xpgoodway designers. 

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2B - The term « xpgoodway

The term « xpgoodway » includes any and all updates, upgrades, expansions, modified versions and working copies of the software to which the Licensee has been granted the right to use. The Font Software remains, now and in the future, the property of xpgoodway and/or the xpgoodway designers. 

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2C - Licence Grant 

Upon full payment of the agreed-upon licence fee, xpgoodway grants the Licensee a non-exclusive and non-transferable right to use the Software on one computer identified during registration process and to save it on one single geographical location. In the event that additions to the above-mentioned restriction become necessary, the Licensee must purchase a licence extension. The Licensee may install the Software files on one single computer belonging to the unit for which the licence was granted. The Software may not be installed on a server that can be accessed through the Internet or another external network by workstations that do not belong to the unit for which the licence was granted. Additional copies of the Software are authorised only for the purposes of backing-up data. 

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3 - Limitations and Exclusions 

The following is prohibited: 

- Modifying the Software, 

- Merging the Software with other software programs, 

- Breaking-down the Software, and 

- Modifying in any form or manner the Software, names and trademarks used in the Software. 

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4 - Termination 

4A - In the event of a breach, this EULA shall become immediately null and void. 

4B - If the Licensee or one of the Licensee's employees or representatives breaches the agreed-upon EULA and/or the intellectual property rights of xpgoodway, then xpgoodway then reserves the right to immediately terminate the EULA while reserving the explicit right to assert any further claims, such as damage compensation. 

4C - In the event that the EULA is terminated, the Licensee is obligated to delete the Software from all media and to provide written assurance that said deletion has occurred. 

4D - Transferring the license to a third party is strictly prohibited in any circumstances under this EULA. Granting sublicenses is also strictly prohibited. 

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5 - Confidentiality 

5A - The Licensee is obligated to undertake all steps necessary to prevent unauthorised access to the Software and to any copies of such. 

5B - If the Licensee grants his or her employees or representatives access to the Software, the Licensee must specifically inform them of the content and conditions of the Software EULA and oblige said employees or representatives to comply with said content and conditions. 

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6 - Warranties and Liabilities 

6A - Payment and delivery 

The price of the end user licence is the total sum indicated in Euros on the order form. This price includes all applicable taxes. After signing this EULA and paying the corresponding invoice, the End User will immediately receive the Licence. 

6B - Misuse xpgoodway and xpgoodway cannot be held responsible for any damages caused or borne by the end user and/or third parties resulting from a misuse of the software described above. 

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7 - Final Provisions 

7A - This EULA, including the attachments therein, represents an agreement between the contracting parties. Verbal amendments do not exist. Any verbal amendments are only binding for xpgoodway if said verbal agreements have been acknowledged and confirmed in writing by xpgoodway. 

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7B - Any modification to this EULA must be made in writing. This also applies to changes made to the present clause. 

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7C - Any and all disputes arising from, or in connection with, this EULA, as well as any dispute over the materialization of this EULA, are subject to French law exclusively. The rights and obligations of the parties arising from this EULA are based on French law, even in the event that the exertion or breach of contractual rights takes place in a foreign country. Competent court: Nice, in the French Department of the Alpes Maritimes (06), France. 

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7D - The invalidity or inoperativeness of one or more provisions of this EULA does not affect the validity of the rest of the EULA and the remaining provisions shall thereby remain unaffected. An invalid provision shall be replaced by a legally valid provision, which resembles as closely as possible the invalid provision and economic interests intended by the parties. 

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7E - This agreement is not governed by the United Nations Convention on Contracts for the International Sale of Goods (CISG).