END-USER LICENSE AGREEMENT FOR IMPROVEBUILD LLC SOFTWARE


This Improvebuild LLC End-User License Agreement ("EULA") is a legal agreement between you, either as an individual or as an agent of a single business entity, and Improvebuild LLC for the Remodeler’s Business Solution software. Remodeler’s Business Solution also includes any updates and supplements to the original Remodeler’s Business Solution provided to you by Improvebuild LLC Any software provided along with Remodeler’s Business Solution that is associated with a separate end-user license agreement is licensed to you under the terms of that license agreement and only such agreement. By installing, copying, downloading, accessing, or otherwise using the Remodeler’s Business Solution, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, do not install or use Remodeler’s Business Solution; you may, however, return it for a full refund.


The Licensee is receiving only a license to use Remodeler’s Business Solution, Updates and Documentation under this Agreement. Improvebuild LLC retains exclusive ownership of and title to all Proprietary Information to the Licensed Software, Updates and Documentation. Remodeler’s Business Solution is copyrighted, patented and/or otherwise constitutes proprietary information of Improvebuild LLC The Licensee must maintain intact all applicable Improvebuild LLC copyright, patent, and/or trademark notices on and in all copies of the Licensed Software, Updates, and Documentation.


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


*  Applications Software. Remodeler’s Business Solution is designed to be multi-user, interactive software. You may install, use, access, display, run, or otherwise interact with only as many copies of Remodeler’s Business Solution as indicated in your purchase agreement.


*  Storage/Network Use. You may also store or install a copy of the Remodeler’s Business Solution on a storage device, such as a network server, used only to run the Remodeler’s Business Solution on your other computers over an internal network. However, you must acquire and dedicate a license for each separate computer on which the Remodeler’s Business Solution is run from the storage device. A license for any one user’s copy of the Remodeler’s Business Solution may not be shared or used concurrently on different computers, even if that same user exclusively uses it.


*  Support Services. Improvebuild LLC provides support services for Remodeler’s Business Solution by telephone at (703) 244-5443 or by e-mailing support@improvebuild.com. Those who purchase a license in conjunction with two or more days of training are entitled to unlimited service by telephone and e-mail. Those who purchase only a license are entitled to eight hours of telephone technical support per user-license and unlimited e-mail support for the first year. Additional 15-minute blocks of telephone technical support may be charged by credit card for $15.00. The user will have unlimited telephone support in the second year and beyond if they have paid the applicable support and maintenance fees. Use of Support Services is governed by Improvebuild LLC policies and programs described in the user manual, in "online" documentation, and/or in other Improvebuild LLC materials. Any supplemental software code provided to you as part of the Support Services shall be considered part of the Remodeler’s Business Solution and subject to the terms and conditions of this EULA.


Technical information provided by customers to Improvebuild LLC as part of the Support Services may be used for business purposes, including product support and development. Improvebuild LLC will not use such technical information in a form that personally identifies you.


This Grant of license is limited as follows:


*        Reservation of Rights. Improvebuild LLC reserves all rights not expressly granted herein.

 

*        Limitations on Reverse Engineering, De-compilation, and Disassembly. You may not reverse engineer, de-compile, or disassemble the Remodeler’s Business Solution, except and only to the extent that applicable law notwithstanding this limitation expressly permits such activity.

*        Separation of Components. The Remodeler’s Business Solution is licensed as a single product. Its’ component parts may not be separated.


*        Trademarks. This EULA does not grant you any rights in connection with any trademarks or service marks of Improvebuild LLC


*        Rental. You may not rent, lease, or lend the Remodeler’s Business Solution.

*        Term and Termination. This license is for the duration of one year from the date of installation or commencement of use, whichever is sooner. The license must be renewed in compliance with Improvebuild LLC procedure to remain in effect for each successive one-year term thereafter. Without prejudice to any other rights, Improvebuild 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 Remodeler’s Business Solution and all of its component parts. If your license has been granted on a lease for a monthly basis or for a fixed term, failure to make prompt payment within the terms agreed upon in your lease will result in immediate termination of this license.


2.        UPGRADES. If the Remodeler’s Business Solution is labeled as an upgrade, you must be properly licensed to use a product identified by Improvebuild LLC as being eligible for the upgrade in order to use the Remodeler’s Business Solution. You may use the resulting upgraded product only in accordance with the terms of this EULA. If the Remodeler’s Business Solution is an upgrade of a component of a package of software programs that you licensed as a single product, the Remodeler’s Business Solution 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.


3.        COPYRIGHT. All title and copyrights in and to Remodeler’s Business Solution, the accompanying printed materials, and any copies of Remodeler’s Business Solution are owned by Improvebuild LLC All title and intellectual property rights in and to the content that may be accessed through use of the Remodeler’s Business Solution is the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. This EULA grants you no rights to use such content. If this Remodeler’s Business Solution contains documentation that is provided only in electronic form, you may print one copy of such electronic documentation. You may not copy the printed materials accompanying Remodeler’s Business Solution.

4.        The laws of the State of Virginia govern this EULA and its enforcement.


Should you have any questions concerning this EULA, or if you desire to contact Improvebuild LLC for any reason, please call Improvebuild LLC at (703) 244-5443 or e-mail support@improvebuild.com.


LIMITED WARRANTY

Improvebuild LLC represents and warrants during a one (1) year period following purchase that it will use its “best reasonable efforts” to see that Remodeler’s Business Solution will operate substantially in accordance with its’ then current Documentation; provided, that (i) the applicable Licensed Software is installed, implemented and operated in accordance with all written instructions supplied by Improvebuild LLC; (ii) Licensee notifies Improvebuild LLC of such defect within ten (10) calendar days after the appearance thereof; (iii) Licensee has properly installed all Updates and paid all applicable License Fees and Maintenance Fees, and has installed all Updates recommended by Improvebuild LLC with respect to any other equipment or software that materially affects the performance of the Licensed Software; (iv) Licensee has properly maintained all associated equipment, software and environmental conditions in accordance with applicable specifications and industry standards; (v) Licensee has not introduced other

 

equipment or software creating an adverse impact on the Licensed Software; (vi) Licensee has paid all amounts due hereunder and is not in default of any provision of this Agreement, and (vii) Licensee has made no changes nor permitted any changes to be made other than by or with the express approval of Improvebuild LLC to the Licensed Software source code. ANY UNAUTHORIZED CHANGES TO LICENSED SOFTWARE SOURCE CODE WILL VOID THE WARRANTY PROVIDED UNDER THIS SUBSECTION. If Improvebuild LLC is required to make an on-site visit to address problems covered by warranty, the associated out-of-pocket travel costs shall be paid by Licensee; provided, that notwithstanding any provision hereof to the contrary, Licensee shall pay all travel expenses and standard labor rates if it is later determined by Improvebuild LLC that the reported problem was not covered by warranty.


CUSTOMER REMEDIES

Improvebuild LLC’s entire liability and your exclusive remedy shall be, at Improvebuild LLC’s option, either (a) return of the price paid, if any, or (b) repair or replacement of the Remodeler’s Business Solution that does not meet Improvebuild LLC’s Limited Warranty and which is returned to Improvebuild LLC with a copy of your receipt. This Limited Warranty is void if failure of Remodeler’s Business Solution has resulted from accident, abuse, or misapplication. Any replacement will be warranted for the remainder of the original warranty period or for thirty days, whichever is longer.

NO OTHER WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IMPROVEBUILD LLC DISCLAIMS ALL OTHER WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON- INFRINGEMENT, WITH REGARD TO THE REMODELER’S BUSINESS SOLUTION, AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHERS, WHICH VARY FROM JURISDICTION TO JURISDICTION.


LIMITATION OF LIABILITY. To the maximum extent permitted by applicable law, in no event shall Improvebuild LLC 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 information, or any other pecuniary loss) arising out of the use of or inability to use Remodeler’s Business Solution or the provision of or failure to provide Support Services, even if Improvebuild LLC has been advised of the possibility of such damages. Some states and jurisdictions do not allow the exclusion or limitation of liability; the above limitation may not apply to you.