BASICS PAYROLL STATE

2012

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BASICS PAYROLL STATE END USER LICENSE AGREEMENT NOTICE TO USER: PLEASE READ THIS CONTRACT CAREFULLY. BY USING ALL OR ANY PORTION OF BASICS PAYROLL STATE SPREADSHEET ("SOFTWARE") YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING, LIABILITY IN SECTION 4. YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU. IF YOU DO NOT AGREE, DO NOT USE THIS SOFTWARE. The total liability for all claims, whether in contract, tort (including negligence, product and strict liability), or otherwise, arising out of, connected with, or resulting from any performance or on performance hereunder shall not exceed the lesser of the total fees paid by the customer to this entity allocable to the services that give rise to the claim, or the cost of the software as reflected on the purchase order. In no event shall there be liability for any incidental, consequential, indirect or special damages (including, without limitation, damages for loss of revenue, cost of capital, claims of customers for services interruptions or failure of supply, and costs and expenses incurred in connection with labor, overhead, transportation, installation, or removal of equipment or programming, or substitute facilities or supply sources), even if we have been advised of the possibility of such damages. Software License Agreement for BASICS PAYROLL STATE IMPORTANT- PLEASE READ CAREFULLY: BY INSTALLING THE SOFTWARE (AS DEFINED BELOW), COPYING THE SOFTWARE AND/OR CLICKING ON THE 'ACCEPT' BUTTON FOLLOWING, YOU (EITHER ON BEHALF OF YOURSELF AS AN INDIVIDUAL OR ON BEHALF OF AN ENTITY AS ITS AUTHORIZED REPRESENTATIVE) AGREE TO ALL OF THE TERMS OF THIS END USER LICENSE AGREEMENT ('AGREEMENT') REGARDING YOUR USE OF THE SOFTWARE. IF YOU DO NOT AGREE WITH ALL OF THE TERMS OF THIS AGREEMENT, CLICK ON THE 'NO' BUTTON. THIS WILL CANCEL THE INSTALLATION. 1. GRANT OF LICENSE: Subject to the terms below, Marvin Stubbs hereby grants you a non-exclusive, non-transferable license to install and to use BASICS PAYROLL STATE ('Software'). Under this license, you may: (i) install and use the Software on a single computer for your personal, internal use (ii) copy the Software for back-up or archival purposes. (iii)You may not distribute the software to others without first obtaining the required licenses, where applicable. Whether you are licensing the Software as an individual or on behalf of an entity, you may not: (i) reverse engineer, decompile, or disassemble the Software or attempt to discover the source code; (ii) modify, or create derivative works based upon, the Software in whole or in part without the express written consent of Marvin Stubbs; (iii) distribute copies of the Software; (iv) remove any proprietary notices or labels on the Software; (v) resell, lease, rent, transfer, sublicense, or otherwise transfer rights to the Software. 2. TITLE: You acknowledge that no title to the intellectual property in the Software is transferred to you. Title, ownership, rights, and intellectual property rights in and to the Software shall remain that of Marvin Stubbs . The Software is protected by copyright and patent laws of the United States and international treaties. 3. DISCLAIMER OF WARRANTY: YOU AGREE THAT MARVIN STUBBS HAS MADE NO EXPRESS WARRANTIES, ORAL OR WRITTEN, TO YOU REGARDING THE PRODUCTS AND THAT THE PRODUCTS ARE BEING PROVIDED TO YOU 'AS IS' WITHOUT WARRANTY OF ANY KIND. MARVIN STUBBS DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESSED, IMPLIED, OR STATUTORY. YOUR RIGHTS MAY VARY DEPENDING ON THE STATE IN WHICH YOU LIVE. MARVIN STUBBS SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, COVER, RELIANCE, OR CONSEQUENTIAL DAMAGES RESULTING FROM THE USE OF THIS PRODUCT. 4. LIMITATION OF LIABILITY: You use this program solely at your own risk. IN NO EVENT SHALL MARVIN STUBBS BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING BUT NOT LIMITED TO ANY LOSS, OR OTHER INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF THE USE OF THE SOFTWARE, EVEN IF MARVIN STUBBS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL MARVIN STUBBS BE LIABLE FOR ANY CLAIM, WHETHER IN CONTRACT, TORT, OR ANY OTHER THEORY OF LIABILITY, EXCEED THE COST OF THE SOFTWARE. THIS LIMITATION SHALL APPLY TO CLAIMS OF PERSONAL INJURY TO THE EXTENT PERMITTED BY LAW. 5. TERMINATION: This Agreement shall terminate automatically if you fail to comply with the limitations described in this Agreement. No notice shall be required to effectuate such termination. Upon termination, you must remove and destroy all copies of the Software. 6. MISCELLANEOUS: Severability. In the event of invalidity of any provision of this Agreement, the parties agree that such invalidity shall not affect the validity of the remaining portions of this Agreement. Export. You agree that you will not export or re-export the Software outside of the jurisdiction in which you obtained it without the appropriate United States or foreign government licenses. Governing Law. This Agreement will be governed by the laws of the State of Florida as they are applied to agreements between Florida residents entered into and to be performed entirely within Florida. The United Nations Convention on Contracts for the International Sale of Goods is specifically disclaimed. Entire Agreement. You agree that this is the entire agreement between you and Marvin Stubbs, which supersedes any prior agreement, whether written or oral, and all other communications between Marvin Stubbs and you relating to the subject matter of this Agreement. Reservation of rights. All rights not expressly granted in this Agreement are reserved by Marvin Stubbs By clicking the button above, I acknowledge that I accept the terms expressed above and understand that the product being purchased must be used in conjunction with Microsoft Excel a spreadsheet application not provided with this software, and that the program will not function as a stand alone product.

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