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END USER LICENSE AGREEMENT 

This copy of Lift & Tech Pro LMS ("the Software Product") and accompanying documentation is owned by Terex Corporation and/or its subsidiaries and affiliated companies (“Terex”). The Software Product is licensed and not sold. This Software Product is protected by copyright laws and treaties, as well as laws and treaties related to other forms of intellectual property. The Licensee's (“Licensee” or "you" or "your") license to download, use, copy, or change the Software Product is subject to these rights and to all the terms and conditions of this End User License Agreement ("Agreement").

Acceptance

YOU ACCEPT AND AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT BY INSTALLING, USING, OR COPYING THE SOFTWARE PRODUCT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, YOU MUST NOT INSTALL, USE, OR COPY THE SOFTWARE PRODUCT. 

License Grant

You herby acknowledge and agree that Terex is the owner of all intellectual property in the Software Product and that this Agreement confers no right of ownership of any such property upon you or any third  person or entity.  Terex grants you, during the Term of this Agreement, a non-exclusive, non-transferable, non-assignable, revocable, limited license to use the Software Product. You are entitled to install and use one copy of the Software Product. In addition, you may make one archival copy of the Software Product. The archival copy must be on a storage medium other than a hard drive, and may only be used for the reinstallation of the Software Product. This Agreement does not permit the installation or use of multiple copies of the Software Product, or the installation of the Software Product on more than one computer at any given time, on a system that allows shared used of applications, on a multi-user network, or on any configuration or system of computers that allows multiple users. Multiple copy use or installation is only allowed if you obtain an appropriate licensing agreement for each user and each copy of the Software Product. You may not act as a service bureau or provide subscription services that allows viewing of the Software Product, or display publicly the visual output of the Software Product.

Restrictions on Transfer

Without first obtaining the express written consent of Terex, you may not assign your rights and obligations under this Agreement, or redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer your rights to the Software Product.

Restrictions on Use

You may not use, copy, or install the Software Product on any system with more than one computer, or permit the use, copying, or installation of the Software Product by more than one user or on more than one computer. If you hold multiple, validly licensed copies, you may not use, copy, or install the Software Product on any system with more than the number of computers permitted by license, or permit  the use, copying, or installation by more users, or on more computers than the number permitted by license. 

You may not decompile, "reverse-engineer", disassemble, or otherwise attempt to derive the source code for the Software Product. or cause or permit any other person or entity to disassemble, decompile, reverse engineer the Software Product, or otherwise obtain the source code, underlying  data  structure, or underlying data content of the Software Product. Underlying data structure and underlying data content includes that data which is not directly accessible or displayable to a user through ordinary entry or program commands, menu selection, keyboard input or pointing device input, where ordinary input is defined solely and exclusively by Terex. Further, underlying data structure and underlying  data  content  is  not  directly displayed to user during normal operation of the Software Product, unless the user engages in unauthorized use, unauthorized tampering, unauthorized code modification, or unauthorized entry associated with the Software Product.

You may not use the database portion of the Software Product in connection with any software other than the Software Product.

Restrictions on Alteration

You may not modify, translate, adapt or prepare any derivative work of the Software Product or its accompanying documentation, or cause or permit any other person or entity to modify, transfer, adapt, or prepare derivative works of the Software Product. Derivative works include but are not limited to translations. You may not alter any files or libraries in any portion of the Software Product. You may not reproduce the database portion or create any tables or reports relating to the database portion. 

Restrictions on Copying

You may not copy any part of the Software Product except to the extent that licensed use inherently demands the creation of a temporary copy stored in computer memory and not permanently affixed on storage medium. You may make one archival copy which must be stored on a medium other than a computer hard drive. 

Derivative Works of Courseware

All intellectual property in works of authorship to the extent comprising Derivative Works of the Software  Product  shall  be  owned  exclusively by Terex. Nothing herein shall be construed to assign or transfer any such intellectual property to you or any sublicensees, and Terex shall retain all right, title and interest therein and thereto subject only to the rights and licenses granted by Terex to you hereunder. You shall, upon the reasonable request of Terex, execute all documents reasonably necessary to confirm such ownership and shall cause others performing services on its behalf to do so. 

Disclaimer of Warranties and Limitation of Liability

Terex makes no warranty that the Software Product will meet your requirements or operate under your specific conditions of use. Terex makes no warranty that operation of the Software Product will be secure, error free, or free from interruption. YOU MUST DETERMINE WHETHER THE SOFTWARE PRODUCT SUFFICIENTLY MEETS YOUR REQUIREMENTS FOR SECURITY AND UNINTERRUPTABILITY. YOU BEAR SOLE RESPONSIBILITY AND ALL LIABILITY FOR ANY LOSS INCURRED DUE TO FAILURE OF THE SOFTWARE PRODUCT TO MEET YOUR   REQUIREMENTS. TEREX WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE FOR THE LOSS OF DATA ON ANY COMPUTER OR INFORMATION STORAGE DEVICE. TEREX HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED OR STATUTORY REGARDING THE SOFTWARE PRODUCT OR ANY OTHER DELIVERABLES DELIVERED TO YOU HEREUNDER, INCLUDING WITHOUT LIMITATION ALL WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE SOFTWARE PRODUCT  IS  PROVIDED  AS  IS,  WITH  ALL  FAULTS. YOU  USE  THE  SOFTWARE  AT YOUR OWN RISK. TEREX DOES NOT WARRANT THAT THE SOFTWARE PRODUCT OR ANY OTHER DELIVERABLES DELIVERED TO YOU HEREUNDER WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE SOFTWARE PRODUCT WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAN DEFECTS IN THE SOFTWARE CAN BE CORRECTED. FURTHERMORE, TEREX DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING THE USE OR THE RESULTS OF THE USE OF THE SOFTWARE PRODUCT, OR THE CONTENT OF THE SOFTWARE PRODUCT, IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY OR ON BEHALF OF TEREX AS PART OF THE SOFTWARE PRODUCT OR OTHERWISE SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF TEREX’S OBLIGATIONS HEREUNDER. SHOULD THE SOFTWARE PRODUCT OR ANY OTHER DELIVERABLES DELIVERED TO YOU HEREUNDER PROVE DEFECTIVE AFTER TEREX HAS DELIVERED THE SAME, YOU AND YOU ALONE SHALL ASSUME THE ENTIRE COST ASSOCIATED WITH ALL DAMAGES, REPAIRS, SERVICING OR CORRECTION. YOU UNDERSTAND AND AGREE THAT THE SOFTWARE PRODUCT IS NOT INTENDED TO PROVIDE A SUBSTITUTE FOR MANUFACTURERS’ TECHNICAL MANUALS AND DOCUMENTATION APPLICABLE TO EQUIPMENT OPERATION, REPAIR, OR MAINTENANCE, AND THAT NO OPERATION, MAINTENANCE OR REPAIR OF ANY EQUIPMENT WHATSOEVER SHOULD BE UNDERTAKEN OR ATTEMPTED WITHOUT SUCH DOCUMENTATION. 

UNDER NO CIRCUMSTANCES SHALL TEREX, ITS DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY OTHER PARTY FOR INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND (INCLUDING LOST REVENUES OR PROFITS OR LOSS OF BUSINESS) RESULTING FROM USE OF THE SOFTWARE PRODUCT OR THIS AGREEMENT, OR FROM THE FURNISHING, PERFORMANCE, INSTALLATION, OR USE OF THE SOFTWARE PRODUCT, WHETHER DUE TO A BREACH OF CONTRACT, BREACH OF WARRANTY, OR THE NEGLIGENCE OF TEREX OR ANY OTHER PARTY, EVEN IF TEREX IS ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT THE APPLICABLE JURISDICTION LIMITS TEREX'S ABILITY TO DISCLAIM ANY IMPLIED WARRANTIES, THIS DISCLAIMER SHALL BE EFFECTIVE TO THE MAXIMUM EXTENT PERMITTED.

Limitation of Remedies and Damages

Your remedy for a breach of this Agreement or of any warranty included in this Agreement is the correction or replacement of the Software Product. Selection of whether to correct or replace shall be solely at the discretion of Terex. Terex reserves the right to substitute a functionally equivalent copy of the Software Product as a replacement. If Terex is unable to provide a replacement or substitute Software Product or corrections to the Software Product, your sole alternate remedy shall be a refund of the purchase price for the Software Product exclusive of any costs for shipping and handling. Any claim must by you must be made within six (6) months of your purchase or use, whichever is earlier, of the Software Product. All warranties cover only defects arising under normal use and do not include malfunctions or failure resulting from misuse, abuse, neglect, alteration, problems with electrical power, acts of nature, unusual temperatures or humidity, improper installation, or damage determined by Terex to have been caused by you. All limited warranties on the Software Product are granted only to you and are non-transferable. You agree to indemnify and hold Terex harmless from all claims, judgments, liabilities, expenses, or costs arising from your breach of this Agreement and/or negligent acts or omissions.

Governing Law, Jurisdiction and Costs

This Agreement is governed by the laws of Washington, without regard to Washington's conflict or choice of law provisions. Each party hereto agrees to submit to the jurisdiction of the state and federal courts of King County, Washington, in any action or proceeding arising out of or relating to this Agreement. Entire Agreement. This Agreement constitutes the entire agreement between you and Terex with respect to the furnishing of services described herein. No provision of this Agreement shall be deemed waived, amended or modified by either party unless such waiver, amendment or modification is in writing, and signed by an authorized representative of each party. 

Severability

If any provision of this Agreement shall be held to be invalid or unenforceable, the remainder of this Agreement shall remain in full force and effect. To the extent any express or implied restrictions are not permitted by applicable laws, these express or implied restrictions shall remain in force and effect to the maximum extent permitted by such applicable laws. 

Anti-Corruption; Export Controls; No Boycotts.

Licensee agrees that it shall, and that any party retained by the Licensee shall, comply with all applicable laws including, but not limited to, laws prohibiting public corruption and commercial bribery. Licensee further agrees that it shall, and that any party retained or paid by the Licensee shall, comply with all applicable export controls, economic sanctions, embargoes and regulations regarding the export, re-export, shipment, distribution and/or sale of any Products, technology, information, or warranty-related services. Licensee further agrees that it shall not, and any party retained or paid by Licensee shall not, export or re-export any Products, technology, information, or warranty-related services directly, or with its knowledge indirectly, into Sudan or Iran. Licensee further agrees that it shall not, and any party retained or paid by Licensee shall not, export or re-export any Products, technology, information, or warranty-related services directly, or with its knowledge indirectly, into Cuba without Licensee first obtaining written approval from Terex. Failure to comply strictly with all applicable laws and licensing/approval requirements relating to embargoes, sanctions, export or re-export shall be grounds for immediate termination of this agreement by Terex. Notwithstanding anything to the contrary contained in any agreement between Licensee and Terex, or in any other document or agreement relating to the Products sold hereunder, Terex will not comply with requests related to the boycott of any country or other jurisdiction, except to the extent such boycott is required by or otherwise not inconsistent with United States law.