DEFINITIONS. The following definitions apply for
purposes of this Agreement:
"Agreement" means this License Agreement.
"Data" means the information concerning the animals,
including without limitation, the number, the species, the
breed, the animal ownership information, the animal
identification, and the biological test results.
"Documentation" means any written, online or electronic
materials or documentation made available or provided to
you by GVL regarding the Product and Services.
"GVL's System" means GVL's Web-based diagnostic laboratory
request/reporting system, and GVL's online EIA
certificates, For Sale Certificates, Official Certificates
of Veterinary Inspection, and Extended Equine Health Certificate,
including the Website, the Product and the Services.
"Passwords" means any and all passwords issued to you by
GVL to allow you to access the Website.
"Product" means any and all of the following: the
Certificates of Veterinary Inspection, the Extended Equine
Health Certificate, the Laboratory
Submission/Results Reports, the Dog and Cat Pet Lemon Law
(Change of Ownership) Certificates, the Pet License
Certificates. It shall also mean the Documentation.
"Services" means the services described in paragraph 5.
Other terms may be defined elsewhere in this Agreement.
USE OF WEBSITE. Our Website is provided to you without
charge as a convenience and for your information only, but is
subject to change. By merely providing access to our Website
content, we do not warrant or represent that:
the content is accurate or complete;
the content is up-to-date or current;
we have a duty to update any content;
the content is free from technical inaccuracies or
typographical errors;
the content is free from changes caused by third party;
and
access to our Website will be free from interruptions,
errors, computer viruses or other harmful components;
We do not assume any liability for these matters. Your use of
our Web site is at your own risk. Under no circumstances,
including, but not limited to, negligence, shall we be liable
for any direct or indirect, special, incidental or
consequential damages. This includes loss of data or profit
arising out of the use or the inability to use the content of
this Web site, even if one of our representatives has been
advised of the possibility of your damages. If your use of our
Web site results in your need to service, repair or correct
equipment or data, you assume the costs to the extent the law
allows. Some jurisdictions do not allow the exclusion or
limitation of liability for consequential or incidental
damages. In such jurisdictions, our liability is limited to
the greatest extent permitted by law.
COPYRIGHT AND ALL OTHER RIGHTS RESERVED BY GVL. GVL's
System contains patented and copyrighted material, trade
secrets, and other confidential or proprietary information and
materials of GVL or its licensors and suppliers. GVL's System
is protected by United States patent and copyright laws and
international treaty provisions and other federal, state and
other laws protecting the trade secrets or confidential or
proprietary information and materials of GVL and its licensors
and suppliers, and You agree to comply fully with all of those
laws. GVL and its licensors and suppliers reserve all patent,
copyright, trade secret, trademark, service mark, and all
other confidential, proprietary, intellectual and other rights
in and to GVL's System and all rights and interests in and to
GVL's System will at all times remain GVL's or its licensor's
or suppliers' sole and exclusive property. You may not
obscure, remove or otherwise alter any notices of GVL's or any
of its licensors' or suppliers' ownership or other rights,
including patent or copyright notices, from any part of GVL's
System or any output derived from GVL's System.
USE OF PRODUCT AND RESTRICTIONS ON USE. You may access
and utilize GVL's System only for Your internal use in the
United States and only for the tracking/permitting purposes
and laboratory purposes normally and ordinarily associated
with the use of GVL's System.
You may not outsource or otherwise make the Website or any
of the Product available to anyone other than those
expressly authorized by this Agreement, including by or
through any public computer-based information systems,
bulletin boards, on-line services, remote dial-in, file
server, network, or telecommunication links of any kind
for any purpose other than those veterinary practice and
laboratory purposes normally and ordinarily associated
with the use of the particular certificate, report, or
laboratory reports, or for the backup, archival, disaster
recovery, and disaster recovery testing purposes. Any
backup copy must contain all notices that are included on
or within the Product and shall be held by You upon the
terms of this Agreement. You may not alter, modify, or
adapt the Product, or create any derivative works from the
Product. This Agreement gives You no rights to source
code, and You may not disassemble, decompile, reverse
engineer, reverse compile, reverse assemble, or otherwise
translate or convert any of the Product.
Your agreement to use this Product does not give You the
right to, and You may not, reproduce, sell, lease, rent,
sublicense, or otherwise transfer or dispose of any
portion of the Product except for the Veterinary Practice
and Laboratory purposes normally and ordinarily associated
with the use of the particular certificate or report, and
this Agreement is not transferable or assignable by You,
whether voluntarily or involuntarily. You represent and
warrant that the Product is only for Your own internal
use.
You shall at all times remain solely responsible for the
security and integrity of Your computer systems.
Furthermore, You are solely responsible for limiting and
controlling access to GVL's System to and by Your agents
and for the development and maintenance of such systems
and procedures needed to satisfy Your obligation to limit
such access. You hereby agree to keep Your Passwords
secret and to notify GVL immediately if any of Your
Passwords are lost or stolen or if You believe an
unauthorized person has discovered any of Your Passwords.
SERVICES. GVL shall provide You with the use of the
Website for the purpose of accessing the Product during the
term of this Agreement by providing You with passwords. Online
training manual and online support is provided free with
registration. Phone support is not offered.
TERM AND TERMINATION. This Agreement to use the
Services are effective until terminated. You may terminate
this Agreement at any time by giving written notice of
termination to GVL. GVL may terminate this Agreement for any
reason at any time, including, without limitation, if GVL
finds You have breached any term of this Agreement, by
providing written notice to You. The termination of this
Agreement will not relieve You of liability for any breach or
default of this Agreement. All provisions of this Agreement
relating to confidentiality, ownership of intellectual
property, proprietary rights, or limitations of liability
shall survive the termination of this Agreement. Upon
termination, GVL shall deactivate Your Passwords.
NO WARRANTY ON PRODUCT. GVL
DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED,
OF ANY VARIETY ON GVL'S SYSTEM, INCLUDING, WITHOUT LIMITATION,
ALL CONTENT, FUNCTIONS, MATERIALS AND INFORMATION MADE
AVAILABLE ON OR ACCESSED THROUGH THE WEBSITE, AND
GVL'S SYSTEM IS PROVIDED ENTIRELY "AS IS."
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, GVL
DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS
FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. GVL'S SYSTEM IS
NOT WARRANTED TO BE FREE FROM VIRUSES, ERROR OR INTERRUPTION,
NOR DOES IT CONSTITUTE LEGAL ADVICE.
IMITATIONS OF LIABILITY and REMEDIES. GVL AND YOU
HEREBY AGREE THAT YOU SHALL HAVE NO OTHER REMEDY FROM GVL, ITS
LICENSORS, OR ITS SUPPLIERS FOR ANY REASON WHATSOEVER. UNDER
NO CIRCUMSTANCES OR THEORIES, INCLUDING NEGLIGENCE OR BREACH
OF CONTRACT, WILL GVL OR ITS LICENSORS OR SUPPLIERS BE LIABLE
TO YOU OR TO ANY OTHER PERSON OR ENTITY FOR ANY LOST PROFITS,
BUSINESS OR GOODWILL, OR FOR ANY EXEMPLARY, SPECIAL,
INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR INDIRECT DAMAGES
WHATSOEVER, THAT ARE IN ANY WAY RELATED TO, OR ARISE OUT OF,
THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, TO OR OUT OF
ANY PERFORMANCE OR NONPERFORMANCE BY GVL, YOUR LOSS OF DATA,
OR YOUR USE OF OR YOUR INABILITY TO USE OR ACCESS GVL'S SYSTEM
OR ANY OF YOUR OTHER SYSTEMS OR SOFTWARE FOR ANY REASON AND
FOR ANY PURPOSE WHATSOEVER, EVEN IF GVL KNEW, OR SHOULD HAVE
KNOWN, OF THE POSSIBILITY OF ANY OF THOSE DAMAGES. FURTHER, IF
ANY REMEDY UNDER THIS AGREEMENT IS DETERMINED TO HAVE FAILED
OF ITS ESSENTIAL PURPOSE OR OTHERWISE, YOU AGREE THAT ALL OF
THE LIMITATIONS OF LIABILITY AND EXCLUSIONS OF DAMAGES SET
FORTH IN THIS AGREEMENT WILL REMAIN IN FULL FORCE AND EFFECT.
(a) The headings in this Agreement are for convenience of
reference only and shall not be used to interpret or
construe any of the terms of this Agreement. Words and
phrases in this Agreement will be construed as in the
singular or plural number, and as masculine, feminine or
neuter gender, according to the context.
(b) If any term of this Agreement is held to be invalid,
illegal or unenforceable, in whole or in part, the
remaining terms of this Agreement will not be affected
thereby and will continue to be valid, legal and
enforceable, and if any term of this Agreement is held to
be invalid, illegal or unenforceable as written, but by
limiting such term it would become valid, legal and
enforceable, then such term shall be deemed to be written,
construed and enforced as so limited. Without limiting the
foregoing, each term of this Agreement that provides for a
limitation of liability, disclaimer of warranties, or
exclusion of damages is subject to this subparagraph (d).
(c) This Agreement is the entire agreement between You and
GVL pertaining to the subject matters of this Agreement,
and it supersedes all written or oral preliminary
agreements and all prior or contemporaneous discussions
and understandings between You and GVL in connection with
the subject matter of this Agreement, including, without
limitation, any sales literature, brochures or other
written or oral descriptive or advertising material. No
dealer, distributor, reseller or other licensing agent of
GVL has authority to make any modifications or additions
to this Agreement. GVL objects to any additional or
different terms that may be set forth in any documentation
provided by You. This Agreement may be waived or amended
only by a separate writing signed, in standard or
electronic form, by both You and GVL.
(d) GVL may assign this Agreement, without notice to You.
You may not assign this Agreement. This Agreement shall
inure to the benefit of, and shall be enforceable by,
GVL's successors and assigns.
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