CERULEAN SONAR – SONARVIEW SOFTWARE LICENSE AGREEMENT (FREE USE)
This Software License Agreement (“Agreement”) is entered into as of [Effective Date] by and between:
Licensor: Cerulean Sonar Inc., a company organized under the laws of the State of Minnesota, United States (“Cerulean Sonar”).
Licensee: [User / Company Name] (“Licensee”).
1. LICENSE GRANT (FREE USE)
Cerulean Sonar grants Licensee a non-exclusive, non-transferable, non-sublicensable, royalty-free license to use the SonarView software (“Software”) solely in connection with authorized Cerulean Sonar products.
No license fees are required for use of the Software.
2. CLOSED SOURCE SOFTWARE
The Software is proprietary and closed source. This Agreement grants only the right to use the Software, not ownership.
Licensee shall NOT:
- Access, view, or attempt to obtain source code
- Reverse engineer, decompile, or disassemble the Software
- Attempt to derive the underlying algorithms, structure, or design
3. RESTRICTIONS
Licensee shall NOT:
- Copy, distribute, sublicense, rent, lease, or resell the Software
- Modify or create derivative works
- Remove proprietary, copyright, or trademark notices
- Use the Software in violation of applicable laws or export regulations
4. OWNERSHIP
The Software is licensed, not sold. All rights, title, and intellectual property rights in and to the Software remain exclusively with Cerulean Sonar.
5. NO WARRANTY
THE SOFTWARE IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:
- MERCHANTABILITY
- FITNESS FOR A PARTICULAR PURPOSE
- NON-INFRINGEMENT
- ACCURACY OR RELIABILITY OF RESULTS
Cerulean Sonar does not warrant uninterrupted or error-free operation.
6. LIMITATION OF LIABILITY (NO LIABILITY)
TO THE MAXIMUM EXTENT PERMITTED BY LAW, CERULEAN SONAR SHALL HAVE NO LIABILITY WHATSOEVER ARISING OUT OF OR RELATED TO THE SOFTWARE OR ITS USE.
THIS INCLUDES, WITHOUT LIMITATION:
- Direct or indirect damages
- Loss of data
- Loss of profits or revenue
- Business interruption
- Equipment or property damage
- Operational or navigation errors
- Survey inaccuracies
This limitation applies even if Cerulean Sonar has been advised of the possibility of such damages.
7. USE AT YOUR OWN RISK
The Software is provided for visualization and operational support only.
Licensee assumes all responsibility and risk for use of the Software and any decisions made based on its output.
8. TERM AND TERMINATION
This license remains in effect until terminated.
Cerulean Sonar may terminate this Agreement if Licensee breaches any term. Upon termination, Licensee must:
- Immediately stop using the Software
- Destroy all copies of the Software
9. EXPORT COMPLIANCE
Licensee agrees to comply with all applicable United States export laws and regulations.
10. GOVERNING LAW
This Agreement shall be governed by the laws of the State of Minnesota, United States, without regard to conflict of law principles.
11. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the parties regarding the Software and supersedes all prior agreements or understandings.
