
JUST ADD SOFTWARE, LLC.
SOFTWARE LICENSE AGREEMENT FOR MEDIA SWITCHER™

PLEASE READ THIS SOFTWARE LICENSE AGREEMENT ("LICENSE") CAREFULLY BEFORE USING MEDIASWITCHER™.  BY USING THE JUST ADD SOFTWARE PRODUCT, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT USE THE SOFTWARE. IF YOU DO NOT AGREE TO THE TERMS OF THE LICENSE, YOU MAY RETURN THE JUST ADD SOFTWARE PRODUCT TO THE PLACE WHERE YOU OBTAINED IT FOR A REFUND.  

1. General. The Just Add Software product ("MediaSwitcher™" or "Media Switcher™" hereafter referred to as "MediaSwitcher™") and any third party software, documentation and any other files accompanying this License whether on disk, in read only memory, on any other media or in any other form (collectively the "Just Add Software product") are licensed, not sold, to you by Just Add Software LLC. ("Just Add Software") for use only under the terms of this License, and Just Add Software reserves all rights not expressly granted to you. The terms of this License will govern any software upgrades provided by Just Add Software that replace and/or supplement the original Just Add Software product, unless such upgrade is accompanied by a separate license in which case the terms of that license will govern.  Just Add Software retains all ownership of the software, the source code and the user interface.

Title and intellectual property rights in and to any content displayed by or accessed through MediaSwitcher™ belongs to the respective content owner. Such content may be protected by copyright or other intellectual property laws and treaties, and may be subject to terms of use of the third party providing such content. This License does not grant you any rights to use such content.

2. Permitted License Uses and Restrictions. 
A. Subject to the terms and conditions of this License, you are granted a limited non-exclusive license to install and use MediaSwitcher™.  You may not make the MediaSwitcher™ available over a network where it could be used by multiple computers at the same time. You may make one copy of MediaSwitcher™ in machine-readable form for backup purposes only; provided that the backup copy must include all copyright or other proprietary notices contained on the original. 

B. You may not and you agree not to, or to enable others to, copy (except as expressly permitted by this License), decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, modify, create derivative works of MediaSwitcher™, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law).  Any attempt to do so is a violation of the rights of Just Add Software and its licensors of MediaSwitcher™.

C. MediaSwitcher™ was developed in cooperation with Just Add Power solely for use with Just Add Power's HDMI over IP product line by Just Add Power customers or dealers who have purchased their Just Add Power HDMI over IP equipment through authorized support channels.  Any unauthorized use is prohibited and considered a breach of this license and theft of Just Add Power's and Just Add Software's intellectual property and violation of Just Add Power's and Just Add Software's copyrights.

3. Transfer. You may not rent, lease, lend, redistribute or sublicense MediaSwitcher™. You may, however, make a one-time permanent transfer of all of your license rights to MediaSwitcher™ to another party, provided that: (a) the transfer must include all of the MediaSwitcher™ Software, including all its component parts, original media, printed materials and this License; (b) you do not retain any copies of MediaSwitcher™, full or partial, including copies stored on a computer or other storage device; and (c) the party receiving the MediaSwitcher™ Software reads and agrees to accept the terms and conditions of this License. 

Updates: If a Just Add Software update completely replaces (full install) a previously licensed version of the MediaSwitcher™ Software, you may not use both versions of the MediaSwitcher™ Software at the same time nor may you transfer them separately.

4. Consent to Use of Data. You agree that Just Add Software and its subsidiaries may collect and use technical and related information, including but not limited to technical information about your computer, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to you (if any) related to MediaSwitcher™ and to verify compliance with the terms of this License.¬†

5. Termination. This License is effective until terminated. Your rights under this License will terminate automatically without notice from Just Add Software if you fail to comply with any term(s) of this License. Upon the termination of this License, you shall cease all use of the MediaSwitcher™ Software and destroy all copies, full or partial, of the MediaSwitcher™ Software.

6. Disclaimer of Warranties. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF MEDIASWITCHER™ (AS DEFINED ABOVE) IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. MEDIASWITCHER™ IS PROVIDED "AS IS", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND JUST ADD SOFTWARE AND JUST ADD SOFTWARE'S LICENSORS (COLLECTIVELY REFERRED TO AS "JUST ADD SOFTWARE" FOR THE PURPOSES OF SECTIONS 6 AND 7) HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO MEDIASWITCHER™, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. JUST ADD SOFTWARE DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF MEDIASWITCHER™, THAT THE FUNCTIONS CONTAINED IN MEDIASWITCHER™ WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF MEDIASWITCHER™ WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN MEDIASWITCHER™ WILL BE CORRECTED. YOU FURTHER ACKNOWLEDGE THAT MEDIASWITCHER™ IS NOT INTENDED OR SUITABLE FOR USE IN SITUATIONS OR ENVIRONMENTS WHERE THE FAILURE OF, OR ERRORS OR INACCURACIES IN THE CONTENT, DATA OR INFORMATION PROVIDED BY MEDIASWITCHER™ COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE, INCLUDING WITHOUT LIMITATION THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL, LIFE SUPPORT OR WEAPONS SYSTEMS. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY JUST ADD SOFTWARE OR A JUST ADD SOFTWARE AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SHOULD MEDIASWITCHER™ PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.  

7. Limitation of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL JUST ADD SOFTWARE BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE MEDIASWITCHER™, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF JUST ADD SOFTWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall Just Add Software's total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of fifty dollars ($50.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.

8. Export Control. You may not use or otherwise export or reexport MediaSwitcher™ except as authorized by United States law and the laws of the jurisdiction in which MediaSwitcher™ was obtained. In particular, but without limitation, MediaSwitcher™ may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person‚Äôs List or Entity List. By using MediaSwitcher™, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use these products for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of missiles, or nuclear, chemical or biological weapons.

9. Government End Users. MediaSwitcher™ and related documentation are "Commercial Items", as that term is defined at 48 C.F.R. ¬ß2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in 48 C.F.R. ¬ß12.212 or 48 C.F.R. ¬ß227.7202, as applicable.  Consistent with 48 C.F.R. ¬ß12.212 or 48 C.F.R. ¬ß227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.

10. Controlling Law and Severability. This License will be governed by and construed in accordance with the laws of the State of Delaware, as applied to agreements entered into and to be performed entirely within Delaware between Delaware residents. This License shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of this License shall continue in full force and effect.  

11. Complete Agreement; Governing Language. This License constitutes the entire agreement between the parties with respect to the use of MediaSwitcher™ licensed hereunder and supersedes all prior or contemporaneous understandings regarding such subject matter. No amendment to or modification of this License will be binding unless in writing and signed by Just Add Software. Any translation of this License is done for local requirements and in the event of a dispute between the English and any non-English versions, the English version of this License shall govern.
