READ THIS LICENSE CAREFULLY BEFORE USING THIS SOFTWARE PLUGIN. BY USING THIS SOFTWARE YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE, YOU MUST PROMPTLY DELETE AND DESTROY ALL COPIES OF THE SOFTWARE. THE FORM OF THIS LICENSE MAY CHANGE FROM TIME TO TIME. BY ACCEPTING THE TERMS OF THIS LICENSE, YOU ACKNOWLEDGE THAT THE CHANGES MADE FROM TIME TO TIME WILL BE BINDING ON YOU. ANY REVISIONS TO THE FORM OF LICENSE WILL BE POSTED ON OUR WEBSITE, WWW.QRACORP.COM. YOU AGREE TO BE BOUND BY THE MOST CURRENT VERSION OF THE LICENSE POSTED ON THAT SITE. THE USE OF THIS SOFTWARE INCLUDES YOUR AGREEMENT TO BE BOUND BY *JAVA EMBEDDED LICENSING AND MAY REQUIRE YOU TO HAVE A VALID LICENSE TO USE CERTAIN OTHER SOFTWARE PROGRAMS.

1. License. QRA Consulting Inc. (“us”, “our” or “we”) owns or licenses certain technology including, without limitation, computer software (collectively, the “Software”). The Software is designed to improve your requirements documents inside certain third-party software (the “Service”). Our Software is protected by Canadian and foreign intellectual property laws. We retain full and complete title to the Software and all updates and subsequent copies of the Software (including without limitation copies made in violation of the terms of this Agreement) regardless of the medium or form in which the copies may exist.
2. Rights and Restrictions on Use. In consideration of your agreeing to be bound by the terms and conditions set out in this Agreement, and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), we grant you a non-exclusive, personal, non-assignable, non-transferrable (except as set forth herein), revocable license and right to use the Software to process your own data only for your own purposes (and not for the provision of services to others on a commercial basis). You may: (a) use the Software, where “use” means load, execute, store or display the Software in the form provided to you by us. Use rights must be obtained for each person or entity using the Software; and (b) copy the Software, in whole or in part, for backup or archival purposes, but only as long as you reproduce and include on each copy Licensor’s copyright and other proprietary notices. The Software includes confidential information which you agree to keep strictly confidential and neither disclose nor use for any purpose other than the limited use of the Software in accordance with this License. You will not: (a) use, copy, reproduce or transfer the Software other than as set out above or, without limiting the generality of the foregoing, adapt, reverse engineer, decompile, disassemble, translate or modify the Software in any way whatsoever, nor will you create derivative works based on the Software; (b) remove or alter ownership and copyright notices embedded in or on the Software; (c) use, ship, transfer, export or re-export the Software except as authorized and permitted by the laws and regulations of the jurisdiction in which you are using the software, the United States and Canada; or (d) permit any third party to violate the terms and conditions of this Agreement. You represent and warrant that in requesting the Service you will not: (i) violate the rights of any third party; (ii) impersonate any person; (iii) upload viruses or engage in other activities that might cause damage to the site(s) maintained by us or otherwise disrupt our operations by disrupting the our site servers or otherwise; or (iv) engage in or promote participation in any illegal activity.
3. Term. Unless it is terminated prior to the end of that period, this Agreement is effective for successive terms, all as set out in the terms of business which we enter into with you. We may terminate this Agreement prior to that: (a) if you fail to comply with any material provision of this Agreement and do not correct such failure within ten (10) days after written notice of such failure to comply is forwarded to you by email or other means; (b) in the event of the liquidation or insolvency of, the appointment of a receiver or similar officer for, or the assignment for the benefit of creditors by either party, or the filing of a petition in bankruptcy by or against either party; (c) in the event that our ability to support or offer the Software or any part of it is impeded by the actions of one or more third parties; or (d) by providing you with notice in writing not less than thirty (30) days before the end of the then current term. You may terminate this Agreement by providing us with notice in writing not less than thirty (30) days before the end of the then current term.
4. Payment. After the expiry of any trial period, you agree to pay fees, all as mutually agreed upon by both Parties in the terms of business.
5. Change to Software. We may at any time and from time to time modify or discontinue, temporarily or permanently, the Software or any part thereof with or without notice. We are not liable for any modification, suspension or discontinuance of the Software.
6. Accuracy of information. WE OFFER NO WARRANTY THAT THE INFORMATION OR ANALYSIS GENERATED BY THE SOFTWARE IS ERROR FREE. YOU AGREE THAT WE WILL NOT BE LIABLE FOR ANY CLAIMS OR DAMAGES ARISING FROM ANY ERRORS OR INACCURACIES IN THE SOFTWARE OR THE INFORMATION OR ANALYSIS GENERATED BY IT.
7. High Risk Activities. The Software is not designed, manufactured or intended for use in hazardous environments which require fail-safe performance in which its failure could lead directly to death, personal injury or severe physical or environmental damage (collectively, “High Risk Activities”). Without limiting the generality of the foregoing, High Risk Activities include such activities as the operation of aircraft navigation or communications systems, air traffic control, weapon systems or nuclear facilities. ACCORDINGLY, WITHOUT LIMITING THE APPLICABILITY OF SECTIONS 6 AND 8 THROUGH 11 INCLUSIVE, WE SPECIFICALLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR HIGH RISK ACTIVITIES. YOU AGREE THAT WE WILL NOT BE LIABLE FOR ANY CLAIMS OR DAMAGES ARISING FROM THE USE OF THE SOFTWARE IN SUCH APPLICATIONS.
8. No Warranty. WE DO NOT WARRANT THAT YOUR USE OF THE SOFTWARE OR THE INFORMATION OR ANALYSIS GENERATED BY IT WILL BE ERROR FREE, VIRUS FREE OR SECURE. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THESE LIMITATIONS MAY NOT APPLY TO YOU. THE SOFTWARE IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE DO NOT REPRESENT OR WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT IT OR THE INFORMATION OR ANALYSIS GENERATED BY IT WILL BE ERROR FREE, OR THAT ANY DEFECTS ARE CORRECTABLE. THE FOREGOING WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY US, OUR REPRESENTATIVES, AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY THAT IN ANY WAY INCREASES THE SCOPE OF THIS LIMITED WARRANTY. THIS LIMITED WARRANTY GIVES YOU SPECIFIED LEGAL RIGHTS, AND YOU MAY HAVE OTHER LEGAL RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD US HARMLESS FROM AND AGAINST ANY CLAIM IN EXCESS OF THE LIMITATION SET FORTH IN SECTION 9. THIS INDEMNIFICATION SHALL APPLY EVEN IN THE EVENT OF BREACH OF CONTRACT, ACTIVE OR PASSIVE NEGLIGENCE, OR OTHERWISE ON OUR PART, OR ANY CLAIM OF FAILURE OF ESSENTIAL PURPOSE.
9. Limited Liability. YOU ARE RESPONSIBLE FOR THE SELECTION, USE OF AND RESULTS OBTAINED FROM THE SOFTWARE AND FOR ENSURING THAT ITS USE DOES NOT VIOLATE ANY LEGAL OBLIGATIONS (WHETHER IMPOSED BY STATUTE, CONTRACT OR OTHERWISE). UNLESS OTHERWISE REQUIRED BY APPLICABLE LAW, NEITHER WE NOR OUR RELATED COMPANIES, SUBSIDIARIES, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS SHALL BE LIABLE FOR ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES RESULTING FROM THE USE OF THE SOFTWARE HOWEVER CAUSED INCLUDING, WITHOUT LIMITATION, DAMAGES FOR PERSONAL LOSS OR DAMAGE, LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION OR OTHER PECUNIARY LOSS, LOST DATA, LOSS OF COMPUTER TIME, FAILURE TO REALIZE EXPECTED SAVINGS, OR ANY OTHER COMMERCIAL OR ECONOMIC LOSS OF ANY KIND AND ARISING IN CONSEQUENCE OF OUR PERFORMANCE, FAILURE TO PERFORM, OR OTHER BREACH UNDER THIS AGREEMENT, IRRESPECTIVE OF WHETHER WE HAD ADVANCE NOTICE OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL LIABILITY INCLUDING, BUT NOT LIMITED TO, ANY POSSIBLE LIABILITY FOR INDEMNITY, DEFENCE AND HOLD HARMLESS OBLIGATIONS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU FOR YOUR USE OF THE SOFTWARE.
10. Allocation of Risk. YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO THE DISCLAIMERS CONTAINED IN THIS AGREEMENT. YOU AGREE THAT THE ABOVE WARRANTIES AND LIMITATIONS OF LIABILITY REFLECT THE ALLOCATION OF RISK BETWEEN THE PARTIES AND THE PRICE OF THE SOFTWARE.
11. Representation and warranty. You represent, warrant and covenant that no materials of any kind submitted through or in connection with your use of the Software will (i) violate or infringe upon the rights of any third party, including without limitation copyright, trade-mark, trade secret, privacy or other personal or proprietary rights; or (ii) contain libelous or otherwise unlawful material. You hereby undertake and agree to indemnify, defend and hold us and all of our related companies, subsidiaries, directors, officers, employees, agents, information providers, licensors and licensees (collectively, the “Indemnified Parties”) harmless from and against any and all liability and costs (including, without limitation, legal fees on a solicitor and client basis) incurred by the Indemnified Parties in connection with any claim arising out of any breach, either by you or any user of your account, of this Agreement or the foregoing representations, warranties and covenants. You undertake and agree to cooperate as fully as reasonably required in the defense of any such claim. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.
12. General. This Agreement constitutes the entire agreement between the Parties with respect to the Software. Any controversy in relation to this Agreement or arising hereunder shall be governed by and interpreted in accordance with the laws of the province of Nova Scotia, Canada without regard to conflict of laws principles. The parties to this Agreement agree that the United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement and its application is expressly excluded. No waiver or modification of any of the terms of this Agreement shall be valid unless made in writing and signed by us. Should any provision of this Agreement be found by a court of competent jurisdiction to be illegal, void or otherwise unenforceable such provision shall be severed from the rest of this Agreement and the rest of this Agreement shall remain in full force and effect, and be binding upon you and us as though the said provision or provisions had never been included. This Article and Articles 2 and 6 through 11 shall survive the termination of this Agreement for any reason. Should you have any questions concerning this Agreement you may contact us by writing to 101-6080 Young St, Halifax, NS, Canada B3K 5L2.