Xodo by PDFTron | Document Viewer and Editor TERMS AND CONDITIONS##This is an agreement between You (“You”) and PDFTron Systems Inc. (“PDFTron”) regarding Your use of the Xodo by PDFTron | Document Viewer and Editor and any associated documentation or other materials made available by PDFTron (collectively referred to in this Agreement as the “Software”). ##By installing, accessing or otherwise using the Software, You accept these Terms and Conditions (this “Agreement”). If You do not agree to any of the terms of this Agreement, do not install, access or use the Software. If you are using the Software as an employee or agent of or otherwise on behalf of an organization (the “Organization”), then by using the Software you agree that the Organization is also bound by this Agreement and you confirm that you have the authority to legally bind the Organization to this Agreement.##USE OF THE SOFTWARE. Subject to Your compliance with this Agreement, PDFTron hereby authorizes You to use the Software solely for Your internal business purposes only. ####SCOPE OF LICENSE. The Software is licensed, not sold. This Agreement only gives You some rights to use the Software. PDFTron reserves all other rights. You may use the Software only as expressly permitted in this Agreement. In doing so, You must comply with any technical limitations in the Software that only allow You to use it in certain ways. You may not: a) reverse engineer, decompile or disassemble the Software; b) publish the Software for others to copy; c) remove or modify any copyright or trademark notice, or other notice of ownership or d) rent, lease, lend or distribute the Software.####FEES. Following any free trial period, for each calendar month, or part thereof, during which You use the Software, You must pay the monthly license fee specified in our current price list for each user. All payments to PDFTron for subscriptions are non-refundable.####RESERVATION OF RIGHTS. Except for the licenses expressly granted under this Agreement, PDFTron and its suppliers retain all right, title, and interest in and to the Software and all intellectual property rights therein. You are not authorized to alter, modify, copy, edit, format, create derivative works of, or otherwise use any materials, content, or technology provided under this Agreement except as explicitly provided in this Agreement or approved in advance in writing by PDFTron.####SUPPORT. PDFTron is not obligated to provide any technical or other support (“Support Services”) for the Software to You. However, if PDFTron chooses to provide any Support Services to You, Your use of such Support Services will be governed by then-current PDFTron policies. With respect to any technical or other information You provide to PDFTron in connection with the Support Services, You agree that PDFTron has an unrestricted right to use such information for its business purposes, including for product support and development. PDFTron will not use such information in a form that personally identifies You.####MODIFICATIONS; NOTICES. PDFTron may amend this Agreement at any time by, at PDFTron’s option, posting the amended at the Software’s listing page on the AppExchange or by electronic mail to any e-mail address provided by You to PDFTron or other reasonable means as PDFTron deems appropriate. If You do not agree to these changes, then You must cancel and stop using the Software. If You do not stop using the Software then Your use of the Software will continue under the changed contract. ####SANCTION AND EXPORT RESTRICTIONS. Any use of the Software shall be in compliance with all relevant international, U.N., Canada, USA or EU sales, export or import restrictions and regulations and You agree to comply with them. You represent and warrant that You are not located in a country that is subject to embargo, or that has been designated by the United States as a “terrorist supporting” country; and that You are not listed in any Canadian, United States or EU sanction list of prohibited or restricted parties and You comply with relevant sanctions and embargos.####GOVERNING LAW. This Agreement will be governed by and interpreted in accordance with the laws (procedural and substantive) of the Province of British Columbia and Canada as if made and performed by and between parties situate in such province and without regard to any conflict of laws doctrine. You and PDFTron submit to the exclusive jurisdiction of the courts of the Province of British Columbia in Vancouver, British Columbia, Canada. Notwithstanding any term of this Agreement, PDFTron may apply to a court of competent jurisdiction for interim or injunctive relief pending resolution of the dispute.####DISCLAIMER OF WARRANTY. THE SOFTWARE IS PROVIDED TO YOU "AS-IS" AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PDFTRON DISCLAIMS ALL WARRANTIES, CONDITIONS, REPRESENTATIONS, OR TERMS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, INTEGRATION, SATISFACTORY QUALITY, DESIGN, DURABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, QUIET ENJOYMENT OR QUIET POSSESSION AND THOSE ARISING BY STATUTE OR IN LAW, OR FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE EXCEPT TO THE EXTENT THAT ANY WARRANTIES IMPLIED BY LAW CANNOT BE VALIDLY WAIVED. PDFTRON CANNOT AND DOES NOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE SOFTWARE, THAT THE SOFTWARE WILL OPERATE WITHOUT INTERRUPTIONS OR THAT IT WILL BE ERROR-FREE.####LIMITATION ON AND EXCLUSION OF REMEDIES AND DAMAGES. INDEPENDENT OF, SEVERABLE FROM AND TO BE ENFORCED INDEPENDENTLY OF ANY OTHER ENFORCEABLE OR UNENFORCEABLE PROVISION OF THIS AGREEMENT, IN NO EVENT WILL PDFTRON’S AGGREGATE LIABILITY TO YOU (INCLUDING LIABILITY TO PERSON OR PERSONS WHOSE CLAIM OR CLAIMS ARE BASED ON OR DERIVED FROM A RIGHT OR RIGHTS CLAIMED BY YOU), WITH RESPECT TO ANY AND ALL CLAIMS AT ANY AND ALL TIMES ARISING FROM OR RELATED TO THE SOFTWARE, IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR BREACH OF ANY DUTY) OR OTHERWISE EXCEED U.S. $60.00. IN NO EVENT WILL PDFTRON BE LIABLE YOU FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL OR BUSINESS PROFITS, REVENUE, OR EXPECTED SAVINGS, BUSINESS INTERRUPTION, PERSONAL INJURY, LOSS OF PRIVACY, LOSS OF DATA OR INFORMATION OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS AGREEMENT OR THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF PDFTRON HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH LOSS OR DAMAGES. THE FOREGOING LIMITATION OF LIABILITY AND EXCLUSION OF CERTAIN DAMAGES WILL APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW REGARDLESS OF THE SUCCESS OR EFFECTIVENESS OF OTHER REMEDIES.####INDEMNITY. You agree to defend, indemnify and hold PDFTron harmless from any claim, demand or liability, including reasonable attorneys' fees, made by any third party due to or arising out of Your use of the Software or Your violation of this Agreement.####TERMINATION. PDFTron reserves the right to discontinue offering the Software or to modify the Software at any time, with or without notice, in its sole discretion. If You are dissatisfied with any aspect of the Software at any time, Your sole and exclusive remedy is to cease using the Software. Notwithstanding anything contained in the agreement to the contrary, PDFTron may also, in its sole discretion, terminate or suspend access to the Software to You or any end-user at any time. This Section and Sections 3, 8, 10, 11, 12, 13 and 14 will survive termination of this Agreement or any discontinuation of the offering of the Software along with any other provisions that would reasonably be deemed to survive such events.####Exclusion of Convention. The application of the United Nations Convention on Contracts for the International Sale of Goods will not apply to any part of any transaction which may result from these Terms or this Agreement and the same is strictly excluded from this Agreement.####ENTIRE AGREEMENT. This Agreement is the entire agreement with respect to the Software.
