CPS FX1234 - A;C Database End-User License Agreement

A/C DATABASE END-USER LICENSE AGREEMENT
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THIS IS A LEGAL AND BINDING AGREEMENT BETWEEN YOU, THE END-USER (“YOU”), AND MOTOR Information Systems, Hearst Business Publishing,
Inc. (“MOTOR”). BY ACCESSING ANY OF THE MOTOR DATABASES VIA THIS WEB SITE, YOU AGREE TO ALL THE TERMS AND CONDITIONS OF THIS
AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS OR USE THE DATABASES.
1. LICENSE GRANT. MOTOR hereby grants to You a nontransferable, non-exclusive, limited license to access and use the MOTOR Databases
(“DATABASES”), including any updates provided by MOTOR on a vehicle-by-vehicle look-up basis, for vehicle specication reference only, in
accordance with the terms and conditions of this Agreement.
2. USER RESTRICTIONS. The Databases may only be used on one physical service equipment unit, and may not be used at any other site
nor made accessible from any other site via a computer network. You agree that You shall not, and shall not permit others, including
but not limited to third parties, to directly or indirectly (i) alter or copy in any form or medium all or any part of the Databases (except for
data located on an individual, vehicle by vehicle, lookup basis), nor make such data part of any electronic retrieval system; (ii) create any
derivative work from, or adaptation of, the Databases; (iii) use the Databases to facilitate the generation of collision repair estimates; (iv)
lease, license, sell, or otherwise publish, communicate, distribute or display to third parties in any form or medium all or any part of the
Databases, (v) create any publications, in electronic, printed or other format, based in whole or in part on data from the Databases, alone
or in combination with any other data; (vi) download the Databases (other than the data obtained on a vehicle-by-vehicle look-up basis) or
transmit the Databases electronically by any means; (vii) use the Databases on multiple computers or at multiple locations unless such use
is covered by an individual license for each computer or use; (viii) remove any product identication, copyright, trademark or other notice
from the Databases or the Documentation; (ix) use any graphics contained in the Databases other than as specically granted in Section
1 above; or (x) reverse engineer, reverse assemble, or reverse compile the Databases; (xi) MOTOR in its sole judgment shall be entitled to
discontinue providing any OEM proprietary data from the Databases in the event it is, for any reason, not available or in the event any OEM
imposes commercially unreasonable fees or restrictions on use of such data.
3. OWNERSHIP; CONFIDENTIALITY. You agree that the data contained in the Databases contain condential information, and that MOTOR or
its licensing OEMs owns all rights in the Databases and the data contained therein, including without limitation all copyright and other
proprietary rights. You agree to keep condential and use your best efforts to prevent and protect the Databases from unauthorized
disclosure or use. You agree that the condentiality obligations shall survive termination of this Agreement.
4. DISCLAIMER OF WARRANTIES, LIABILITY. MOTOR FURNISHES THE DATABASES ON AN “AS IS” BASIS AND WITHOUT ANY WARRANTY. MOTOR
DOES NOT WARRANT THAT USE OF THE DATABASES WILL BE UNINTERRUPTED OR ERROR FREE, OR WILL MEET YOUR REQUIREMENTS.
MOTOR SPECIFICALLY EXCLUDES AND DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF THIRD PARTY
INTELLECTUAL PROPERTY RIGHTS AND ANY WARRANTY THAT MAY ARISE BY REASON OF TRADE USAGE, CUSTOM OR COURSE OF DEALING
AND YOU HEREBY EXPRESSLY WAIVE ANY AND ALL SUCH WARRANTIES. YOU ASSUME THE ENTIRE RISK AS TO RESULTS AND PERFORMANCE
OF THE DATABASES. UNDER NO CIRCUMSTANCES SHALL MOTOR BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY OR
CONSEQUENTIAL DAMAGES OF ANY KIND OR NATURE WHATSOEVER, ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT OR
THE DATABASES. SUCH LIMITATION ON DAMAGES INCLUDES, BUT IS NOT LIMITED TO, LOST GOODWILL, LOST PROFITS, LOSS OF DATA,
WORK STOPPAGE OR IMPAIRMENT OF OTHER GOODS, REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BROUGHT, EVEN IF
MOTOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR IF SUCH DAMAGE COULD HAVE BEEN REASONABLY FORESEEN, AND
NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY EXCLUSIVE REMEDY PROVIDED IN THIS AGREEMENT.
5. TERM; TERMINATION. This Agreement is effective for the period of time set forth in your Agreement with the web site owner hosting the
DATABASES, but in no event longer than the term of the agreement between MOTOR and that web site Distributor. MOTOR may terminate
this Agreement if You do not comply with any term or condition of this Agreement. Should this Agreement terminate, You agree to destroy
any data previously obtained from the DATABASES.
6. MISCELLANEOUS.
(a) This Agreement is the complete and exclusive statement between You and MOTOR relating to the subject matter hereof and supersedes