IMPORTANT - PLEASE READ CAREFULLY

This End-User License Agreement (“EULA”) is a legal agreement between you and VenueVision Corporation (VenueVision), which governs your use of the VenueVision software that will be downloaded from this website to your computer hardware. If you agree to be bound by the terms if this EULA, you may download the available software on this website in accordance with the terms of this EULA. If you do not agree to the terms of this EULA, VenueVision shall not be deemed to have licensed the SOFTWARE to you. In such case, you are not authorized by VenueVision and you may not use the SOFTWARE.

Terms and Conditions

1. Ownership

1.1 All rights, titles and interest in and to the SOFTWARE and the files associated therewith are owned by VenueVision. The foregoing rights to the SOFTWARE are licensed to you on a limited basis as prescribed in the following Article.

1.2 In any event, this provision should not be construed in any way, as an expression to assign or sell any copyrights of, or any other intellectual property rights to, the SOFTWARE from VenueVision to you.

2. Grant of License

2.1 VenueVision grants you a non-exclusive, non-transferable license to install and use one (1) copy of the SOFTWARE on one (1) computer hardware.

2.2 VenueVision further grants you a license to make only one (1) copy of the SOFTWARE at all times, solely for archival purposes, which such copy shall attach and stipulate all copyright and intellectual property rights notices.

2.3 Except for expressly stipulated in Sections 2.1 and 2.2 above, VenueVision does not grant you any license relating to the SOFTWARE. Except to the extent expressly permitted by applicable law, you may not, (i) make any copies of the SOFTWARE except as expressly permitted in accordance with Sections 2.1 and 2.2 of this EULA, (ii) modify the SOFTWARE, (iii) reverse engineer, disassemble, decompile or use the SOFTWARE to create any derivative software, (iv) use the SOFTWARE on more than one (1) computer hardware concurrently, (v) rent or lease the SOFTWARE, (vi) make available to download the SOFTWARE to the public, or (vii) transfer the SOFTWARE to any third person or parties by wire or any other means.

3. WARRANTIES DISCLAIMER

TO THE EXTENT ALLOWABLE BY LAW, THIS SOFTWARE IS PROVIDED TO YOU “AS IS” WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED. VENUEVISION SPECIFICALLY DISCLAIMS AY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, NON-INFRINGEMENT AND/OR FITNESS FOR A PARTICULAR PURPOSE.

4. Limitation of Liability

IN NO EVENT SHALL VENUEVISION BE LIABLE FOR ANY LOSS OF PROFITS, LOSS OF BUSINESS OPPORTUNITIES, LOSS OF USE OF DATA, ITERRUPTION OF BUSINESS, OR FOR INDIRECT, SPECIAL, INCIDENTAL, POUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY KIND, A RISING OUT OF THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF THE SOFTWARE,W HETHER BASED IN CONTRACT, TORT, OR OTHERWISE. YOUR USE OF THE SOFTWARE IS ENTIRELY AT YOUR OWN RISK. SHOULD THE SOFTWARE PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL SERVICE, REPAIR OR CORRECTION AND, TO THE EXTENT PERMITTED BY THE APPLICABLE LAW, YOU AGREE TO UNCONDITIONALLY WAIVE ALL STATUTORY OR OTHER RIGHTS THAT MAY BE HELD BY YOU AGAINST VENUEVISION IN RESPECT OF SUCH DEFECT. Notwithstanding the above, these terms do not purport to limit the statutory rights of a consumer that cannot be waived under the applicable law.

5. Term

This EULA will become effective upon your acceptance and continue in effect unless you cease to use the SOFTWARE. However, VenueVision may terminate this EULA without notice.

6. Governing Laws

If any of the provisions of this EULA shall be declared void, such provisions shall be severable and independent from the other provision of this EULA, and the validity of the other provisions and of the entire EULA shall not be affected.

7. Export Regulations

Unless otherwise expressly provided for by applicable laws, you may not export or re-export the SOFTWARE or any copy or adaptation thereof under the terms of the license.

8. Other Terms

In the event you have agreed to or accepted with any terms and conditions offered by VenueVision or any third party licensor (“Optional Terms”) with respect to use of the Software subject to this Agreement, such Optional Terms shall prevail in all respects to the extent of any conflict with terms and conditions set forth in this Agreement, and non-existence of applicable or corresponding terms in this Agreement.