Judy's CountDown™
User License and Distribution Information

CAREFULLY READ THE FOLLOWING LEGAL AGREEMENT. USE OR DISTRIBUTION OF THE SOFTWARE PROVIDED WITH THIS AGREEMENT (THE 'SOFTWARE') CONSTITUTES YOUR ACCEPTANCE OF THESE TERMS. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT INSTALL, USE, AND/OR DISTRIBUTE THIS SOFTWARE. USE OR DISTRIBUTION OF THIS SOFTWARE IS CONDITIONED UPON COMPLIANCE WITH THE TERMS OF THIS AGREEMENT.

DEFINITIONS. 'SOFTWARE' means the Judy's CountDown collection of software files. 'Use' means storing, loading, installing, executing or displaying the SOFTWARE. “USER DATA” means any images, event definitions, or other data created by a user of the SOFTWARE.

BETA. Judy’s CountDown is currently in beta, meaning that features can be added, changed, or discontinued. In particular, there is no guarantee that the cloud-based portions of Judy’s CountDown will continue to operate, or that any USER DATA will be preserved.

LICENSE GRANT. Judy's Applications grants you a license to use one copy of the version of this SOFTWARE on any one hardware product for as many licenses as you purchase. When you first install a copy of the SOFTWARE, you are granted an evaluation period of not more than 30 days, AFTER WHICH TIME YOU MUST PAY FOR SOFTWARE according to the terms and prices discussed in the SOFTWARE's documentation, or you must remove the SOFTWARE from your computer. You may install the SOFTWARE on additional computers, as long as there is no chance that more than one copy will ever be in use at the same time (for example, your office computer and your laptop computer). To operate multiple copies, you must purchase multiple licenses. Judy's Applications does not support concurrent usage licensing; you must buy one license for every possible simultaneous user. During the beta period, you may use the cloud-based features of the SOFTWARE at no extra charge. This license is not transferable to any other company, entity, or individual.

OWNERSHIP. The SOFTWARE is owned and copyrighted by Judy's Applications. Your license confers no title or ownership in the SOFTWARE and should not be construed as a sale of any right in the SOFTWARE.

COPYRIGHT. The SOFTWARE is protected by United States copyright law and international treaty provisions. You acknowledge that no title to the intellectual property in the SOFTWARE is transferred to you. You further acknowledge that title and full ownership rights to the SOFTWARE will remain the exclusive property of Judy's Applications and you will not acquire any rights to the SOFTWARE except as expressly set forth in this license. You agree that any copies of the SOFTWARE will contain the same proprietary notices which appear on and in the SOFTWARE.

UNAUTHORIZED USE. You may not use, copy, rent, lease, sell, modify, decompile, disassemble, otherwise reverse engineer, or transfer the SOFTWARE except as provided in this agreement. Any such unauthorized use shall result in immediate and automatic termination of this license.

LIMITED DISTRIBUTION. Private individuals, magazines, web sites, and ASP-approved vendors may distribute Judy's CountDown, completely unaltered and without a license key, without further permission. Any such distribution MUST make it clear that the version of Judy's CountDown being distributed is an evaluation version only, and that continued use of the product requires a licensing fee. For other cases or to distribute in modified form, contact Judy's Applications (info@JudysApps.com). Permission to distribute the Judy's CountDown package is not transferable, assignable, saleable, or franchisable. Each vendor wishing to distribute the package must independently satisfy the terms of this limited distribution license.

U.S. GOVERNMENT INFORMATION. Use, duplication, or disclosure by the U.S. Government of the computer software and documentation in this package shall be subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.277-7013 (Oct 1988) and FAR 52.227-19 (Jun 1987). The Contractor/manufacturer is Judy's Applications, 2464 El Camino Real, PMB 125, Santa Clara, CA, 95051.

INSPECTION AND TESTING. You agree and acknowledge that you will thoroughly inspect and test the SOFTWARE for all of your purposes upon commencement of your use. Any suit or other legal action, claim or any arbitration relating in any way to this agreement or software covered by it must be officially filed or officially commenced no later than 90 days after your first use of the software

NO LIABILITY FOR CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL Judy's Applications OR ITS SUPPLIERS BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL OR INDIRECT DAMAGES OF ANY KIND ARISING OUT OF THE DELIVERY, PERFORMANCE OR USE OF THE SOFTWARE, EVEN IF Judy's Applications HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL [COMPANY'S] LIABILITY FOR ANY CLAIM, WHETHER IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY, EXCEED THE LICENSE FEE PAID BY YOU, IF ANY.

GOVERNING LAW. This agreement shall be governed by the laws of the State of California excluding the application of its conflicts of law rules and shall inure to the benefit of Judy's Applications and any successors, administrators, heirs and assigns. Any action or proceeding brought by either party against the other arising out of or related to this agreement shall be brought only in a STATE or FEDERAL COURT of competent jurisdiction located in Santa Clara County, California. The parties hereby consent to in personam jurisdiction of said courts. The United Nations Convention on Contracts for the International Sale of Goods is specifically disclaimed.

SEVERABILITY. In the event of invalidity of any provision of this license, the parties agree that such invalidity shall not affect the validity of the remaining portions of this license.

ENTIRE AGREEMENT. Other than the separately provided limited warranty document, this is the entire agreement between you and Judy's Applications which supersedes any prior agreement or understanding, whether written or oral, relating to the subject matter of this license.

RESERVED RIGHTS. Judy's Applications may revoke any permissions granted here, by notifying you in writing. All rights not expressly granted here are reserved to Judy's Applications.