Strategic Designs Ltd. Software License Agreement

1.	READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE INSTALLING THE PROGRAM. THIS SOFTWARE LICENSE AGREEMENT IS A LEGAL AGREEMENT BETWEEN YOU AND Strategic Designs Ltd., FOR THE SOFTWARE PRODUCT ENTITLED "STARTERS ORDERS 2" WHICH INCLUDES COMPUTER SOFTWARE AND ANY ASSOCIATED MEDIA. BY INSTALLING, COPYING, OR OTHERWISE USING THE PROGRAM YOU ACKNOWLEDGE THAT YOU HAVE READ THIS SOFTWARE LICENSE AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS.  IF YOU DO NOT AGREE TO THE TERMS OF THIS SOFTWARE LICENSE AGREEMENT, DO NOT INSTALL OR USE THE PROGRAM AND DELETE ALL COPIES IN YOUR POSSESSION. 

2.	Strategic Designs Ltd. grants you a non-exclusive, non-transferable license to use the Program, but retains all property rights in the Program and all copies thereof. You may not transfer, distribute, rent, sub-license, or lease the Program or documentation, except as provided herein; or alter, modify, or adapt the Product or documentation, or portions thereof. You understand that STARTERS ORDERS 2, once purchased can only be installed once on the end-users computer and that hard drive failure, or installation on a new computer, may render the Title unusable. In such an event, the End-User must phone the Softwrap toll free number and show proof of purchase via a transaction number to unwrap the Title for further use. This will only be done once for the transfer to a new computer or disk, and thereafter the Title must be re-purchased.

3.	You acknowledge that the Program in source code form remains a confidential trade secret of Strategic Designs Ltd.  You agree not to modify or attempt to reverse engineer, decompile, or disassemble the Program, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.

4.	OWNERSHIP: All right, title and interest and intellectual property rights in and to the Program (including but not limited to any titles, computer code, themes, objects, characters, stories, dialog, catch phrases, concepts, artwork, images, animations, video, sounds, audio-visual effects, music, musical compositions, text and "applets," incorporated into the Program), and any copies of the Program, are owned by Strategic Designs Ltd. or its licensors. This Agreement grants you no rights to use such content other than as part of the Program. All rights not expressly granted under this Agreement are reserved by Strategic Designs Ltd.

5.	You are responsible for assessing your own computer and the results to be obtained therefrom. YOU EXPRESSLY AGREE THAT USE OF THE PROGRAM IS AT YOUR SOLE RISK. THE PROGRAM IS PROVIDED ON AN "AS IS," "AS AVAILABLE" BASIS, UNLESS SUCH WARRANTIES ARE LEGALLY INCAPABLE OF EXCLUSION. Strategic Designs Ltd. AND ITS LICENSORS DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND THOSE ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE, REGARDING THE PROGRAM. Strategic Designs Ltd. AND ITS LICENSORS ASSUME NO RESPONSIBILITY FOR ANY DAMAGES SUFFERED BY YOU, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA, ITEMS OR OTHER MATERIALS FROM ERRORS OR OTHER MALFUNCTIONS CAUSED BY Strategic Designs Ltd., ITS LICENSORS, LICENSEE AND/OR SUBCONTRACTORS, OR BY YOUR OR ANY OTHER PARTICIPANT'S OWN ERRORS AND/OR OMISSIONS. Strategic Designs Ltd. and its licensors make no warranty with respect to any related software or hardware used or provided by Strategic Designs Ltd. in connection with the Program except as expressly set forth above.

6.	LIMITATION OF LIABILITY.  YOU ACKNOWLEDGE AND AGREE THAT Strategic Designs Ltd. AND ITS LICENSORS SHALL NOT ASSUME OR HAVE ANY LIABILITY FOR ANY ACTION BY Strategic Designs Ltd. OR ITS CONTENT PROVIDERS, OTHER PARTICIPANTS OR OTHER LICENSORS WITH RESPECT TO CONDUCT, COMMUNICATION OR CONTENT OF THE PROGRAM. Strategic Designs Ltd. AND ITS LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES RESULTING FROM POSSESSION, USE, OR MALFUNCTION OF THE PROGRAM, INCLUDING DAMAGES TO PROPERTY, LOSS OF GOODWILL, COMPUTER FAILURE OR MALFUNCTION AND, TO THE EXTENT PERMITTED BY LAW, DAMAGES FOR PERSONAL INJURIES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT AS EXPRESSLY PROVIDED HEREIN, Strategic Designs Ltd. AND ITS LICENSORS' ENTIRE LIABILITY TO YOU AND YOUR EXCLUSIVE REMEDY FOR ANY BREACH OF THIS AGREEMENT IS LIMITED SOLELY TO THE TOTAL AMOUNT PAID BY YOU FOR THE PROGRAM, IF ANY. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN DAMAGES, IN SUCH STATES Strategic Designs Ltd. AND ITS LICENSORS' LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW. 

7.	INJUNCTION. Because Strategic Designs Ltd. would be irreparably damaged if the terms of this License Agreement were not specifically enforced, you agree that Strategic Designs Ltd. shall be entitled, without bond, other security or proof of damages, to appropriate equitable remedies with respect to breaches of this Agreement, in addition to such other remedies as Strategic Designs Ltd. may otherwise have under applicable laws.

8.	INDEMNITY. At Strategic Designs Ltd. request, you agree to defend, indemnify and hold harmless Strategic Designs Ltd., its affiliates, contractors, officers, directors, employees, agents, licensors, licensees, distributors, content providers, and other users of the Program, from all damages, losses, liabilities, claims and expenses, including attorneys' fees, arising directly or indirectly from your acts and omissions to act in using the Program pursuant to the terms of this License Agreement or any breach of this License Agreement by you. Strategic Designs Ltd. reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you hereunder, and in such event, you shall have no further obligation to provide indemnification for such matter. 

9.	TERMINATION. Without prejudice to any other rights of Strategic Designs Ltd., this License Agreement and your right to use the Program may automatically terminate without notice from Strategic Designs Ltd. if you fail to comply with any provision of this Agreement or any terms and conditions associated with the Program. In such event, you must destroy all copies of this Program and all of its component parts.

10.	GENERAL PROVISIONS. You may not use, copy, modify, sublicense, rent, sell, assign or transfer the rights or obligations granted to you in this Agreement, except as expressly provided in this Agreement. Any assignment in violation of this Agreement is void. 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, and such decision shall not affect the enforceability of: (i) such provision under other circumstances, or (ii) the remaining provisions hereof under all circumstances. Strategic Designs Ltd. failure to enforce at any time any of the provisions of this Agreement shall in no way be construed to be a present or future waiver of such provisions, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by Strategic Designs Ltd. of any provision, condition or requirement of this Agreement shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement. Notwithstanding anything else in this Agreement, no default, delay or failure to perform on the part of Strategic Designs Ltd. shall be considered a breach of this Agreement if such default, delay or failure to perform is shown to be due to causes beyond the reasonable control of Strategic Designs Ltd. This Agreement represents the complete agreement concerning this License Agreement between you and Strategic Designs Ltd. 


STARTERS ORDERS 2 - Game and Software © 2005 Strategic Designs Ltd.  Developed by Strategic Designs Ltd.  Starters Orders, Strategic Designs Ltd. and their respective logos are trademarks and/or registered trademarks of Strategic Designs Ltd. All rights reserved.