Untitled Document

SURVEY LICENSE AGREEMENT
Older Dominion Partnership, Inc.

NOTICE TO USER:
Please read this Survey License Agreement (the “Agreement”) carefully. This Agreement is a legal agreement between you (either as an individual person or a single legal entity) and the Older Dominion Partnership, Inc. regarding the Survey that accompanies this Agreement. By accessing, downloading, copying, or otherwise using all or any portion of the Survey, you accepts all the terms and conditions of this Agreement. If you do not accept and agree to the terms and conditions of this Agreement, the Older Dominion Partnership, Inc. is unwilling to license the Survey to you. In that case, do not download, copy, access, or use the Survey.

1. DEFINITIONS
1.1 When used in this Agreement, the following terms shall have the respective meanings indicated, such meanings to be deemed to include or denote the masculine, feminine, or neuter genders and the singular and plural forms of the terms defined, whenever the context so admits or requires:
1.1.1 “Licensor” means the Older Dominion Partnership, Inc.
1.1.2 “Licensee” means the individual person or single legal entity that is deemed to be the licensed user of the Survey.
1.1.3 “Survey” means (a) all of the contents of the files or other media that accompanies this Agreement, including but not limited to (i) registration information, i.e. License key which is unique for a registration name of the Licensee; (ii) related explanatory written materials or files (“Reports”); and (iii) data included in the Survey; and (b) modified versions, updates, additions, and supplements to the Survey, if any, that the Licensor may make available to Licensee (collectively, “Updates”).
1.1.4 “Use” or “Using” means to access, download, copy or otherwise benefit from using the data or functionality of the Survey.

2. GENERAL USE
2.1 Licensee is granted a non-exclusive, worldwide, royalty-free, right and License to Use the downloaded Survey, subject to the terms and conditions of this Agreement and for as long as this Agreement remains in effect.
2.2 The Survey may be downloaded and Used by the Licensee any number of times.
2.3 The Survey may be copied under the condition that original copyright notice and disclaimer of warranty will stay intact and the Licensee will not charge money or fees for the Survey, except to cover distribution costs.
2.4 The Survey can be transmitted to any third party only if User obtains written consent from the Older Dominion Partnership, Inc. and the third party accepts the terms of this Agreement in its entirety. In no event is User permitted to sublicense, rent, lease, or redistribute the Survey for commercial gain.
2.5 The Licensee will not have any proprietary rights in and to the Survey. The Licensee acknowledges and agrees that the Licensor retains all copyrights and other proprietary rights in and to the Survey.
2.6 This Agreement and the license granted above shall terminate upon any breach by Licensee of the terms and conditions of this Agreement.

3. INTELLECTUAL PROPERTY RIGHTS
3.1 This License does not transfer any ownership of intellectual property rights in the Survey. The Survey and any copies made by the Licensee are the intellectual property of, and are owned by, the Licensor.
3.2 The Survey is protected by U.S. copyright laws and international treaty provisions.
3.3 Any attempts to modify or alter in any way the Survey without the Licensor’s written approval are strictly prohibited.
3.4 Any data included in the Survey may only be used by the Licensee for the purpose described herein and may not be disclosed to any third party or used to create any Survey which is substantially similar to the Survey.

4. WARRANTIES
The Survey is being delivered to the Licensee “AS IS”, and the Licensor expressly disclaims any and all warranties, express or implied, including but not limited to the implied warranties of merchantability and fitness for a particular purpose. The entire risk arising out of use of the Survey remains with the Licensee.

5. LIMITATION OF LIABILITY
5.1 Under no circumstances will the Licensor be liable for any damages, claims or costs whatsoever, or any lost profits, interruption to business, lost savings, or any consequential, indirect, or incidental damages arising out of the supply to or User’s use of or inability to use the Survey, even if the Licensor has been advised of the possibility of such loss, damages, claims or costs, or for any claim by any third party.
5.2 The Licensee acknowledges that no promise, representation, warranty, or undertaking has been made by the Licensor to any person or entity as to the consequences or benefits to be obtained from delivery to the Licensee of the Survey.

6. SEVERABILITY
If any provision of this Agreement is held to be invalid or unenforceable, all other provisions shall nevertheless continue to be in full force and effect.

7. MODIFICATION OF AGREEMENT
No amendment, modification or waiver of any of the terms of this Agreement shall be valid unless in writing and executed by all parties. No waiver of any breach or default nor failure to exercise any right under this Agreement shall be deemed a waiver of any subsequent breach or default or right at any time thereafter to require exact and strict compliance with the terms of this Agreement.

8. ENTIRE AGREEMENT
This Agreement contains the entire understanding of the parties, and there are no representations, warranties, covenants or undertakings other than those expressly set forth in this Agreement.

9. GOVERNING LAW
This Agreement shall be construed in accordance with the law of the Commonwealth of Virginia without regard to the conflict of law principles of the Commonwealth of Virginia.