Media Handler Pro End User License Agreement

MediaSoft Pro, Inc. grants to you a non-transferable, non-assignable license to use this version of component in your Applications. Before you install the Component, you must first consent to be bound by the terms of this End User License Agreement (this "Agreement"). This Component is copyrighted and licensed (not sold). IF YOU ARE NOT WILLING TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY NOT INSTALL AND USE THIS COMPONENT.

TITLE. Title, ownership rights, and intellectual property rights in the component shall remain with MediaSoft Pro. The Component is protected by copyright laws and treaties. Title and related rights in the content accessed through the Componentis the property of the applicable content owner and may be protected by applicable law. This license gives you no rights to such content.

TERMINATION. The license will terminate automatically if you fail to comply with the limitations described herein. On termination, you must destroy all copies of the Component.

NO WARRANTY: MediaSoft Pro does not warrant that the Component will be uninterrupted or error-free, that defects will be corrected, or that MediaSoft Pro websites or the server that makes them available are free of viruses or other harmful components. MediaSoft Pro shall have any liability for any damage to you from your use of the component.entire cost of all necessary servicing, repair or correction.

INDEMNIFICATION: You agree to use the component to encode, transmit, decode or receive only those materials for which you have the necessary copyright permissions and/or clearances. You agree to hold harmless, indemnify and defend MediaSoft Pro and itslicensors, and their respective officers, directors and employees from and against any losses, damages, fines and expenses (including attorney's fees and costs) arising out of or relating to any claims that you have encoded, transmitted, decoded and/or received materials in violation of another party's rights.

LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL MediaSoft Pro OR ITS SUPPLIERS OR RESELLERS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, MediaSoft Pro'S TOTAL LIABILITY HEREUNDER SHALL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE LICENSE OF THE SOFTWARE LICENSED TO YOU IN THIS AGREEMENT.


ATTORNEY COSTS. If any action is brought by either party to this Agreement against the other party regarding the subject matter hereof, the prevailing party shall be entitled to recover, in addition to other relief granted, reasonable attorneys' fees and expense of litigation.

EXPORT CONTROLS. You agree not to use or otherwise export or re-export the component except in full compliance with all United States and other applicable laws and regulations and this Agreement.

SEVERABILITY. If any one or more of the provisions contained in this Agreement is invalid, illegal or unenforceable in any respect in any jurisdiction, the validity, legality and enforceability of such provision or provisions shall not, in any way, be affected or impaired thereby in any other jurisdiction and the validity and enforceability of the remaining provisions contained herein shall not, in any way, be affected or impaired thereby.

ENTIRE AGREEMENT. Unless you and MediaSoft Pro have agreed otherwise by execution of a separate written license or similar agreement ("Other Agreement"), this is the entire agreement between you and MediaSoft Pro and supersedes all prior agreements, commitments or representations of any kind, oral or written relating to the Component. In the event of a conflict between this agreement and any Other Agreement, the terms of the Other Agreement shall govern.