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                   End-User License Agreement
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               IMPORTANT!  PLEASE READ CAREFULLY.

  THIS END-USER LICENSE AGREEMENT (THE "AGREEMENT") IS A LEGAL AGREEMENT BETWEEN YOU AND EURO OFFICE AMERICAS, INC. ("EuroOffice"). BY CLICKING "AGREE" BELOW, YOU ACCEPT ALL TERMS AND CONDITIONS OF THIS AGREEMENT.  IF YOU DO NOT WISH TO ACCEPT THIS AGREEMENT, YOU SHOULD CLICK "CANCEL" IN WHICH CASE YOU WILL NOT BE ABLE TO INSTALL OR USE THE SOFTWARE. 

1.Use

  Subject to the terms and conditions of this Agreement, EuroOffice hereby grants you a non-exclusive, non-transferable license to install and use the EuroOffice Trackbar Emotion control panel software (the "Software") on any computer connected to a EuroOffice Trackbar Emotion ergonomic pointing device. 

2.Reproduction and Distribution

  You may copy the Software for your own use provided that you do not modify the Software or the distribution package (the .ZIP or .EXE file distributed by EuroOffice) in any way or otherwise create any derivative works based on or including the Software.  You may not sell or distribute the Software, or bundle it for redistribution with other products.  Any copy that you make of the Software, in whole or in part, is the sole and exclusive property of EuroOffice.  You agree to reproduce and include in their entirety all copyright, trademark and other proprietary rights notices on any copy or any portion thereof of the Software and any materials distributed by EuroOffice with the Software. 

3.Reservation of Rights

  EuroOffice reserves all rights not expressly granted herein. This Agreement is not a sale of the Software, any copies or portion thereof.  You shall have no title in or ownership of the Software, or any copies or portion thereof.  EuroOffice reserves the right to offer upgrades to the Software, either for a fee or without cost, at EuroOffice’s sole discretion.  Any such upgrades may be subject to their own End-User License Agreements, and may not be used, copied or distributed except by the terms of those Agreements, if applicable.

4.Proprietary Rights

  The Software is protected by United States and international copyright laws.  The names, marks, brands, logos, designs, trade dress and other designations EuroOffice uses in connection with the Software and the Trackbar Emotion are proprietary to EuroOffice.    

5.Prohibited Actions

  You agree that you will not (a) modify, sell, lease, or create derivative works of the Software; (b) use the Software in connection with any device not sold or distributed by EuroOffice; or (c) use the Software for any illegal purpose.  

6.Disclaimer of Warranties

  YOU AGREE THAT THE SOFTWARE IS PROVIDED TO YOU “AS IS” AND WITHOUT ANY WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.  

7.Indemnification

  YOU AGREE TO INDEMNIFY EUROOFFICE AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES AND AGENTS, AND TO HOLD IT HARMLESS AGAINST ANY CLAIMS, LOSSES OR DAMAGES ASSERTED BY ANY ENTITY, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT, PRODUCT LIABILITY OR OTHERWISE, INCLUDING COURT COSTS AND REASONABLE ATTORNEYS’ FEES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR ATTEMPTED USE OF, THE SOFTWARE.

8.Limitation of Liability

  TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EUROOFFICE SHALL NOT BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY TYPE ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE SOFTWARE.  EUROOFFICE SHALL NOT BE LIABLE FOR ANY USE OF THE SOFTWARE.  YOU ACKNOWLEDGE THAT EUROOFFICE HAS AGREED TO MAKE THE SOFTWARE AVAILABLE IN RELIANCE ON THE EXCLUSIONS AND LIMITATIONS OF LIABILITY AND DISCLAIMERS OF WARRANTY SET FORTH ABOVE AND THAT THE SAME FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES.  

9.Termination

  You may terminate this Agreement at any time by uninstalling and deleting the Software.  EuroOffice may terminate this Agreement at any time for any reason or no reason by providing you with individual notice, or by posting a notice on its website at eurooffice.com.  When this Agreement terminates, all rights granted to you will cease, and you must immediately destroy the Software and all copies in your possession.

10.Governing Law and General Provisions

  The Agreement shall be governed by the laws of the State of California, excluding the application of its conflict of law rules and the United Nations Convention on Contracts for the International Sale of Goods.  Both parties hereby submit to the exclusive jurisdiction of the state and federal courts located in the State of California.  If any part of any provision of this Agreement shall be invalid or unenforceable, such part shall be deemed to be restated to reflect, as nearly as possible, the original intentions of both of the parties in accordance with applicable law, and the remainder of the Agreement shall remain in full force and effect.  This Agreement may only be modified in a writing signed by an officer of EuroOffice.  EuroOffice’s failure to enforce or exercise any right or provision of this Agreement shall not constitute a waiver of such right or provision.  This Agreement is the complete and exclusive statement of the agreement between you and EuroOffice and supersedes any proposal or prior 
agreement, oral or written, and any other communications between you and EuroOffice relating to the subject matter of this Agreement.  

  YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND IT. BY CLICKING "AGREE" BELOW, YOU CONSENT TO BE BOUND BY THESE TERMS AND CONDITIONS.
