ProLinkz.com

ProLinkz Software License Agreement

SketchCo.com licenses Licensee (you) to use the computer program (the “Software”) to which this license agreement (”Agreement”) is attached, and related user documentation, subject to the following terms and conditions:

1. SCOPE OF LICENSE. This license covers the software, its user documentation and any related computer programs, documentation, services and information provided by SketchCo.com. Nothing in this Agreement will be deemed to grant Licensee any proprietary rights to the Software or to any other work embodied in the Software or related materials supplied to Licensee.

2. LICENSE. SketchCo.com grants Licensee a nonexclusive, nontransferable license to use the Software for any domain names which Licensee owns and/or has a right to use. Licensee will not:

a) COPY. Make any copies of any computer programs contained in the Software except to back up or for archival purposes and will not make any copies of all or any part of the user documentation, except for Licensee’s own use. To every copy of the Software (whether in whole or in part) made by Licensee for the purposes set forth above, Licensee shall retain the same copyright or other proprietary rights notice as was originally affixed to the Software when delivered by SketchCo.com.

b) DISSEMINATE. Provide or disseminate all or any part of the Software in any other person, except in accordance with Paragraph 5 below. Licensee will safeguard the Software and related user documentation with a reasonable degree of care, using procedures designed to protect the trade secrets and propeitary information of Sketchco.com, so that no unauthorized use is made of them and no disclosure of any part of their contents is made to anyone other Licensee and any employees, agents or consultants of Licensee whose duties reasonably require such disclosure.

c) REVERSE ENGINEER. Attempt to reverse engineer the Software. Licensee may modify the Software for Licensee’s own use.

3. TERM AND TERMINATION. The license granted under this Agreement will continue in force until terminated, as set forth herein. If Licensee violates any term or condition of this Agreement, SketchCo.com or its agent may terminate this License immediately by giving notice of termination to Licensee. Licensee is responsible for providing valid contact information to SketchCo.com. If no valid contact information is available for Licensee in SketchCo.com’s records, SketchCo.com is not required to give notice of termination to Licensee. Licensee also may terminate this License voluntarily by giving notice of termination to SketchCo.com and destroying or returning to SketchCo.com all copies of all or any part of the Software and related user documentation in Licensee’s possession or under Licensee’s control.

4. EFFECT OF TERMINATION. Immediately upon termination, Licensee will destroy or return to SketchCo.com all copies of all or any part of the Software in Licensee’s possession or under Licensee’s control. Licensee will have no right to keep or use any copy of the Software and related user documentation for any purpose after termination of this Agreement.

5. TRANSFER OF SOFTWARE. Licensee shall not have the right to transfer this Software license, without the prior written consent of SketchCo.com.

6. INSTALLATION. If Licensee requests installation services with respect to the Software, in exchange for a fee determined, specified and agreed upon at the time of the request, SketchCo.com will use its best efforts to install the Software on Licensee’s server. Due to factors outside of SketchCo.com’s control, including but not limited to server configuration and file availability, successful installation of the Software is not guaranteed. SketchCo.com will not be responsible for any losses or damages suffered by Licensee as a result of the installation or attempted installation of the Software.

7. CONFIDENTIALITY. The parties to this Agreement will take all reasonable steps to ensure that any material or information identified by either party to be confidential (”Confidential Information”), which the other party has possession or knowledge of in connection with this Agreement, will not be disclosed to others, in whole or in part, without the prior written permission of the other party. Neither party will have the obligation to maintain the confidentiality of any data or information which (i) was in the receiving party’s lawful possession prior to receipt from the other party, (ii) is later lawfully obtained by the receiving party from a third party having no obligation of secrecy to the other party, (iii) is available to the public through no act or failure of the receiving party, (iv) is readily available in the public domain, or (v) is independently developed by the receiving party. The receiving party will immediately return or destroy any or all Confidential Information that has been provided to it by the other party upon the other party’s request.

8. DISCLAIMER OF WARRANTY FOR SOFTWARE. SKETCHCO.COM PROVIDES THE SOFTWARE “AS IS”. SKETCHCO.COM DISCLAIMS ALL IMPLIED WARRANTIES FOR THE SOFTWARE, INCLUDING WARRANTIES OF MECHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. SKETCHCO.COM MAKES NO REPRESENTATIONS CONCERNING THE QUALITY OF THE SOFTWARE AND DOES NOT PROMISE THAT THE SOFTWARE WILL BE ERROR FREE OR WILL OPERATE WITHOUT INTERRUPTION. IN NO EVENT SHALL SKETCHCO.COM BE LIABLE FOR ANY DAMAGES WHATSOEVER ARISING IN ANY WAY OUT OF THE USE OF THE SOFTWARE.

9. LIMITATION OF LIABILITY. IN NO EVENT WILL SKETCHCO,COM BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES ARISING OUT OF THE USE OF THE SOFTWARE BY ANY PERSON, REGARDLESS OF WHETHER SKETCHCO.COM IS INFORMED OF THE POSSIBILITY OF DAMAGES IN ADVANCE. THESE LIMITATIONS APPLY TO ALL CAUSES OF ACTION, INCLUDING BREACH OF CONTRACT, BREACH OF WARRANTY, SKETCHCO.COM’S NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATION AND OTHER TORTS.

10. OWNERSHIP OF SOFTWARE. Bontrager Connection, LLC, the developer, has and will retain through its agent SketchCo.com, all ownership rights in the Software, including all patent rights, copyrights, trade secrets, trademarks, service marks, related goodwill and confidential and proprietary information. Licensee will have no rights in the Software except as explicitly stated in this Agreement.

11. ASSIGNMENT AND DELEGATION. Licensee may not assign this Agreement or any rights under it and may not delegate any duties under this Agreement without SketchCo.com’s prior written consent. Any attempt to assign or delegate without that consent will be void.

12. GENERAL: This Agreement constitutes the entire understanding between SketchCo.com and Licensee with respect to subject matter hereof. Any change to this Agreement must be in writing, signed by SketchCo.com and Licensee. Terms and conditions set forth in any purchase order which differ from, conflict with, or are not included in this Agreement, shall not become part of this Agreement unless specifically accepted by SketchCo.com in writing. Licensee shall be responsible for and shall pay, and shall reimburse SketchCo.com on request if SketchCo.com is required to pay, any sales, use, value added (VAT), consumption or other tax (excluding any tax that is based on SketchCo.com’s net income), assessment, duty, tariff, or other fee or charge of any kind or nature that is levied or imposed by any governmental authority on the Software.

LICENSEE HAS READ THIS AGREEMENT AND UNDERSTANDS AND AGREES TO ALL OF ITS TERMS AND CONDITIONS.