TERMS
OF NON-EXCLUSIVE LICENSE
Christie A. Cline, M.D., M.B.A., P.C.
d/b/a ZiaLogic ("Licensor")
is the Owner of all right title and interest in
________________________________ (the “Licensed Materials”).
Purchase and Use of the Licensed materials constitutes the
following agreement by the purchaser/user (“User”):
1. Grant of License. The Licensed Materials are the sole and exclusive property of
Licensor and are copyrighted. Upon the terms and conditions set forth
herein, Licensor hereby grants to User a non-exclusive license to use
the Licensed Materials. The License is limited to use in a single
project only and may not be used in connection with any other project or
for any other purpose. Nothing
contained herein shall be construed to prevent Licensor from granting
other licenses for the use of the Licensed Materials. The license herein
granted does not include the right to obtain supplements, additions,
republications, renewals, reissues, and extensions of the Licensed
Materials.
2. Limitation on Use of Tradename or Trademark.
Neither the granting of the license herein nor the acceptance of
royalty hereunder shall constitute an authorization or approval of, or
acquiescence in the use of the Licensor's name or any trade name or
trademark of the Licensor in connection with the use of the Licensed
Materials, and the Licensor hereby expressly reserves all rights with
respect to thereto.
3. Warranty Exclusion. Information and materials provided by Licensor in the
Licensed Materials are licensed to User on an “AS IS” basis, without
warranty or conditions of any kind, express or implied, including but
not limited to warranties of merchantability, merchantable quality,
satisfactory quality, fitness for a particular purpose. The results of
the information contained in the Licensed Materials or the results from
the use or application of the materials and systems contained in the
Licensed Materials is not guaranteed or warranted by Licensor and all
such results are assumed by the User.
Nothing contained in the Licensed Materials shall be deemed to
constitute the giving of medical advice or the establishment of any
medical treatment or treatment regimen. Licensor shall have no liability
to User or to any other person for any direct, incidental, special or
consequential damages whatsoever, including any loss of revenue, profit,
increase in expense, or other commercial or economic loss, even if any
such damages may be foreseeable. Licensor
is not responsible for the claims of any third party. It is expressly understood that the limit of Licensor’s
liability is the amount of royalty paid by User.
No representation or warranty has been made by the Licensor that
the Licensed Materials or parts thereof may used free of rights of
others, it being understood that Licensor shall not be liable for any
loss damage or expense arising from any claim of copyright infringement
upon use thereof.
4. Limitation on User.
The Licensed Materials are licensed to User solely for User’s
use in its business for a single project and for no other purpose. User
shall not, without the express written permission of Licensor:
(a) Assign, transfer, sub-license or otherwise convey an interest
in the Licensed Materials, or any part thereof.
(b) Reproduce and/or disseminate in any manner the Licensed
Materials, or any part thereof, to any third person, with the exception
of User’s own employees or project participants who will implement the
use of the Licensed Materials for User.
User shall inform all project participants of the restrictions
imposed by this Agreement.
5. Governing Law.
This Agreement is made in New Mexico and shall be interpreted,
construed and governed according to the laws of the State of New Mexico.
LICENSOR: Christie A. Cline, M.D., M.B.A., P.C.
