LICENSE AGREEMENT
1. The PC411 service (the "Service") consists of software (the
"Software") provided by PC411, Inc. ("PC411") and information provided by PC411
and third parties ("Information Providers") which may be accessed over the
Service. These terms constitute the entire and only agreement (the "Agreement")
between PC411 and the individual that has registered with PC411 to use the
Service (the "Customer") and supersede all other communications and agreements
with regard to the subject matter hereof.
2. Customer's right to use the Service is not transferable and is subject
to any limits established by PC411, or by Customer's credit card company if
payment is made by credit card. PC411 grants to Customer a personal,
non-exclusive license to use and display the Software on the computer of which
Customer is the primary user. Customer may use and display the Software on a
second computer for Customer's personal use. In no case shall Customer's
account be used by any individual or business other than Customer. Customer may
make copies of the Software and distribute such copies to other potential
customers for their personal use on computers on which they are the primary
users so long as such other potential customers establish their own personal
accounts with PC411. Each additional customer is bound individually by the
terms of this Agreement. The Software constitutes licensed, copyrighted
material and as such Customer specifically agrees not to sell, rent, sublicense,
or in any way generate income from the distribution of the Software. Customer
shall not modify or alter the Software in any way or use the Software for any
purpose other than to use the Service. Title and all ownership in the Software
shall at all times remain with PC411. All copies of the Software made by
Customer shall contain the following copyright notice: "Copyright -C- 1996
PC411, Inc."
3. Except as expressly permitted in this Agreement, Customer may not
reproduce, redistribute, retransmit, publish or otherwise transfer, or
commercially exploit any information or software which Customer receives through
the Service. The entire contents of the Service are copyrighted as a collective
work under the United States Copyright laws. The listings provided by PC411 to
Customer are licensed to PC411 by Pro CD, Inc., Danvers, MA ("Pro CD") and are
hereby sublicensed to Customer. Title and all ownership in the listings are and
shall at all times remain
with Pro CD. The listings constitute licensed material and in order to protect
them, Customer specifically agrees not to sell, rent, loan, lease, sublicense,
assign, distribute, transfer or provide the listings to others and agrees not to
transfer the listings to any computer other than a computer employed by
Customer. Customer agrees to use the Service in accordance with local, state,
and federal laws, which may limit Customer's use of the Service for certain
applications such as direct marketing and other uses. Customer agrees that
neither the Software, information obtained from the Service, nor any other
derivative material obtained from the Service will be exported by it outside the
United States, except as authorized and permitted by the laws and regulations of
the United States.
4. Customer shall pay by credit card (unless other method of payment is
authorized) for any and all charges incurred by Customer and any and all
deposits, advance payments, or registration fees required for use of the Service
at the rates in effect for the billing period in which those charges are
incurred. Prices are subject to change without notice. Customer shall be
responsible for all applicable taxes relating to use of the Service. Customer
is responsible for and must provide all telephone and other equipment and
telephone services necessary to access the Service, which is located in the 310
area code in California, USA. Customer shall be responsible for all use of the
Service accessed through its PC411 account.
5. Customer expressly agrees that use of the Service is at Customer's
sole risk. Neither PC411 nor any of its Information Providers warrant that the
Service will be uninterrupted or error free; nor does PC411 or any of its
Information Providers make any warranty as to the results to be obtained from
use of the Service. The Service is distributed on an "as is" basis without
warranties of any kind, either express or implied, including but not limited to
warranties of title or implied warranties of quality, performance,
merchantability or fitness for a particular purpose. Neither PC411 nor anyone
else involved in creating, producing or delivering the Service shall be liable
for any direct, indirect, incidental, special, punitive, exemplary or
consequential damages arising out of use of the Service or inability to use the
Service. Customer expressly acknowledges that the provisions of this section
shall also apply to the third party information. Customer agrees to indemnify
PC411 against liability for any and all use of Customer's PC411 account.
6. The provisions of sections 3 and 5 are for the benefit of PC411 and
the Information Providers, and each shall have the right to assert and enforce
such provisions directly on their own behalf.
7. PC411 may modify this Agreement or may discontinue or revise any or
all aspects of the Service at its sole discretion and without prior notice.
PC411 reserves the right in its sole discretion to suspend or terminate the
Service to any Customer at any time.
8. PC411 warrants the media on which the Software is recorded to be free
from defects in materials and workmanship under normal use for a period of
ninety (90) days from the date of delivery. PC411's entire liability and
PC411's exclusive remedy will be the replacement of the media not meeting
PC411's limited warranty and which is returned to PC411. Except as provided in
this section, PC411 makes no warranty or representation, either express or
implied, with respect to the media or the Service, including its quality,
performance, merchantability or fitness for a particular purpose. The warranty
set forth in this section is exclusive and in lieu of all others, oral, written,
express or implied. No PC411 dealer, distributor, agent or employee is
authorized to make any modification or addition to this warranty. In no event
will PC411 be liable for direct, indirect, special, incidental, punitive,
exemplary or consequential damages arising out of the use or inability to use
the media or the Service, whether based upon contract, negligence, strict
liability or otherwise, even if advised of the possibility of such damages.
9. This Agreement is made, and shall be governed by and construed in
accordance with, the law of the State of California as applied to agreements
made in and to be performed entirely within California. Any cause of action of
Customer with respect to the Service must be instituted within one year after
the claim or cause of action has arisen or it shall be barred. If any provision
of this Agreement is determined to be invalid by a court of competent
jurisdiction, all other provisions shall remain in full force and effect. The
provisions of sections 3, 5 and 6 and all obligations of and restrictions on
Customer shall survive any termination of this Agreement.
