The Title, ownership rights and intellectual property rights in and to the Software shall remain with Websystems Inc. ("Developer"). You agree to be bound by the International Copyright Law and all other applicable laws of the United States and Canada including, but not limited to, export control laws. Under no circumstances shall "Websystems Inc." Copyright references be removed from any page within the application.

The Source Code package includes "generated code" that was generated using CodeCharge software, version 2.0.7. The package includes "generated code" only. The CodeCharge project file that was built using CodeCharge 2.0.7 is not included in the package. If you wish to purchase the CodeCharge project file, you must own an unlimited user license and you must contact us to discuss about the reason why you need to purchase this file. The cost of this file is $1500 USD. We may refuse to sell this file to you, for any reason, if we believe that it will be used for an inappropriate purpose, or if we believe this file will be used for any purpose that infringes this actual license agreement. CodeCharge 2.0.7 can be purchased for $149 at http://www.yessoftware.com/purchase/product.php?product_id=5 .

Websystems Inc. ("Developer") hereby grants you a nonexclusive, non-transferable license to use AceProject (as identified on a valid written or electronic purchase order, a Websystems Inc. invoice, or the license key file created by the Software) on a single computer.

This license allows you to install one database of the Software on one server computer, and allows you to create one account in that database. We imply that one account is one Company Login Name. If you need to install multiple AceProject databases on the same server, each database must be licensed separately. If you need to create an additional Account, this account must be created in a separate database, and that database must be licensed separately. You may allow CLIENT access (as in client/server) to the number of users your license allows, that is, to execute the application using a Web browser, provided that the software remains installed and is executed on that one server. It is strictly unlawful to attempt or change the key in order to increase the number of users allowed.

The software may not be copied onto any other computer or hard disk (or other storage media such as CDs, DVDs, Flash Cards, Memory Sticks, etc.) for any purpose other than a system or data backup.

Websystems Inc. shall not be liable for any claim or right to recover damages, including, but not limited to, loss of profit, data, or use of the software or special, incidental, or consequential damages, or other similar claims, even if Websystems Inc. has been specifically advised of the possibility of such damages. Any change made to the database or to AceProject is at the client?s risks.

If AceProject becomes unusable following changes made by the client, repairs will not be covered by free support. The client will have to purchase development hours to correct the situation.

No trial package is available for the Source Code package. Therefore, the Source Code files cannot be sent before they are purchased. Since the free account offers all of the Software features, the Client has sufficient information to take a clear decision before purchasing a license of the Software. If the Client wishes to try AceProject, a free account must be created at the following link: http://www.aceproject.com/server01/CreateAccount.asp?lang=EN

Under no circumstances shall a refund be applied after the Source Code package is sent to the Client. Upon purchase, an email will be sent to the Client, containing a link to download your installation files, within 1-3 business days. Once the email that includes this link is sent, no refund can be applied. No box or cd is shipped.

You may:

1. Alter the software for your own purposes only. However, it is strictly fordibben to alter the software with any aim of resell, rent, lease or any other form of lucrative profit. You may not transfer, lease, assign, sublicense, pledge, share or distribute the Software, partially or entirely.

If you need to alter the Software, you may install the Software on a test environment, which can be physically identical or different from the production environment. One copy of the database and one copy of all project-related files may be installed on the test environment. It is strictly forbidden to use the test environment for production purposes.

You may not:

1. Charge any fee to users for them to access the application, in any way, except if a written agreement between you and us is signed.
2. Permit other individuals, including all end users, to modify, translate, reverse engineer, de-compile, disassemble (except to the extent applicable laws specifically prohibit such restriction), or rent/sell/share/distribute derivative works based on the Software.
3. Copy the Software (except for back-up purposes); rent, lease, transfer or otherwise transfer rights to the Software; or remove any proprietary notices or labels on the Software or documentation. You may not transfer, lease, assign, sublicense, pledge, rent, share or distribute the Software, partially or entirely.

All titles, copyrights, and other intellectual property rights in and to the SOFTWARE (including but not limited to any images, icons, buttons, artwork, design elements, photographs, animations, video, audio, text and "applets," incorporated into the SOFTWARE), the accompanying printed materials, and any copies of the SOFTWARE, are owned by Websystems Inc.. The product is licensed, not sold. Any infringement to this clause will void all warranties.

THE SOFTWARE HAS BEEN TESTED AND ITS DOCUMENTATION HAS BEEN REVIEWED. THEREFORE, WEBSYSTEMS INC. PROVIDES NO WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY DEVELOPER, EITHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THIS SOURCE CODE PACKAGE, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. DEVELOPER DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR NEEDS OR BE FREE FROM ERRORS, OR THAT THE OPERATIONS OF THE SOFTWARE WILL BE UNINTERRUPTED. DEVELOPER DOES NOT WARRANT THE ACCURACY OF THE REPORTS GENERATED. THE FOREGOING EXCLUSIONS AND DISCLAIMERS ARE AN ESSENTIAL PART OF THIS AGREEMENT AND FORM THE BASIS FOR DETERMINING THE PRICE CHARGED FOR THE PRODUCTS.

EXCEPT FOR THE LIMITED WARRANTY PROVIDED ABOVE, WEBSYSTEMS INC. PROVIDES THE SOFTWARE "AS IS" AND WITH ALL FAULTS, AND HEREBY DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY (IF ANY) IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF LACK OF VIRUSES, AND OF LACK OF NEGLIGENCE OR LACK OF WORKMANLIKE EFFORT. ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, OF QUIET ENJOYMENT, OR OF NONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SOFTWARE IS WITH YOU.

EXCLUSION OF ALL DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WEBSYSTEMS INC. BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR ANY INJURY TO PERSON OR PROPERTY, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, FOR LOSS OF PRIVACY FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF WEBSYSTEMS INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS EXCLUSION OF DAMAGES SHALL BE EFFECTIVE EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Without prejudice to any other rights, this license, including the warranties, will terminate automatically if you fail to comply with any term hereof. No notice shall be required from Developer to effect such termination. On termination, you must destroy all copies of the Software, including all of its component parts, and any alterations you may have made. Your obligation to pay accrued charges and fees shall survive any termination of this Agreement.

This Agreement represents the complete agreement concerning this license between the parties and supersedes all prior agreements and representations between them. It may be amended only by a writing executed by both parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable.

These Terms and all matters arising out of or relating to these Terms will be governed by the internal laws of the Province of Quebec, without giving effect to any choice of law rule. In the event of any controversy, claim or dispute between the Parties arising out of or relating to these Terms, such controversy, claim or dispute may be tried solely in a provincial or federal court in the Province of Quebec, Canada. You and we hereby irrevocably consent to the exclusive jurisdiction and venue of such courts.