Each license agreement must include a framework – a skeleton – that supports other clauses or systems of clauses in the license agreement. Sometimes these skeletal elements are scattered throughout the agreement and can be difficult to find due to the heavy wording. This license agreement (the “Agreement”) for particular software, documentation, and image files is a legal agreement between you (a person or entity) and Seattle Children`s (“Licensor”) for the software application, documentation, and images known as the Skeletal Dysplasia Atlas (collectively, the “Technology”). 5. INDEMNIFICATION. You agree to defend, indemnify and hold Licensor harmless from and against any and all losses, damages, fines and expenses (including attorneys` fees and expenses) arising out of or in connection with any claim that you (i) have downloaded, copied, installed or used to infringe the rights of another party or any law, or (ii) have violated the terms of this Agreement. If you import the Technology from the United States, you agree to defend, indemnify and hold Licensor harmless from and against any import and export rights or other claims arising out of such importation. C. You agree to use the Technology only in a manner consistent with all applicable laws in the jurisdictions in which you use the Technology, including, but not limited to, applicable copyright and other intellectual property rights restrictions. BY CLICKING THE “ACCEPT”, DOWNLOAD, INSTALL, COPY OR USE THE TECHNOLOGY BUTTON, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, CLICK THE “CANCEL” BUTTON AND/OR DO NOT DOWNLOAD OR INSTALL THE TECHNOLOGY. YOU AGREE THAT YOUR USE OF THE TECHNOLOGY ACKNOWLEDGES THAT YOU HAVE READ AND UNDERSTOOD THIS AGREEMENT AND THAT YOU AGREE TO BE BOUND BY ITS TERMS.
B. LICENSOR PROVIDES THE TECHNOLOGY TO YOU “AS IS” AND, TO THE FULLEST EXTENT PERMITTED BY LAW, DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND TITLE WITH RESPECT TO THE TECHNOLOGY. The grant clause is the most important clause in any license agreement. It says “who gets what.” Although the agreement is obvious, it must be concluded between the party who has the right to grant the license and the party who will exercise that license. The definition clause is the dictionary of the agreement. Parties to the Agreement may define terms such as “Software”, “Use” and “License Fees” to clarify the rights and obligations of the Agreement. D. Licensor may modify this Agreement with respect to versions of the Technology provided to you without payment upon 30 days` written notice. 7. MISCELLANEOUS. You acknowledge that you have read, understood and agree to be bound by its terms. You also agree that this Agreement is the complete and exclusive representation of the Agreement between Licensor and you with respect to the subject matter of this Agreement.
This Agreement is personal to you and may not be assigned without the express written consent of Licensor. Due to the uniqueness of the technology, you understand and agree that Licensor will suffer irreparable damage if you fail to comply with any of the terms of this Agreement, and that financial damages may not be sufficient to compensate Licensor for such breach. Accordingly, you agree that, in addition to any other remedies available to Licensor under the law or in equity, Licensor will be entitled to an injunction without providing any warranty to enforce the terms of this Agreement. This Agreement shall be governed by the laws of the State of Washington in the United States, without the choice of law of the State of Washington taking effect. The location of all actions under this Agreement shall be King County, Washington. If a dispute is brought or arises to enforce the Agreement or any provision, clause or provision of this Agreement, the prevailing party shall be awarded its reasonable attorneys` fees, as well as the costs and expenses associated with such dispute. 1. LICENSE GRANT. Licensor grants you a non-exclusive license to use the Technology under the following conditions: A. You are only allowed to download and install the technology on one computer. .