Maintenance Assistant Free CMMS is the World's Asset Management Choice.

IMPORTANT - PLEASE READ CAREFULLY

This Agreement: This agreement, and any new versions, between Maintenance Assistant Inc. and you, covers all your use of Maintenance Assistant^TM software from any terminals where Maintenance Assistant^TM software has been installed or is being accessed (web terminals), by you or by third parties, and by using Maintenance Assistant^TM software you accept the following.

Jurisdiction's Restrictions: If the law of your country prohibits you from downloading or using our software because you are under the age limit or because our products are not allowed in your country, you may not use it.

License and Restrictions

License. Subject to the terms of this Agreement, Maintenance Assistant Inc. hereby grants you a limited, personal, commercial, non-sublicensable, non-assignable, free of charge license to download, install and use the Maintenance Assistant^TM software on your computer or within your corporate network for the purpose of using the computerized maintenance management system provided by Maintenance Assistant Inc. and any other applications that may be explicitly provided by Maintenance Assistant Inc.. The Maintenance Assistant^TM software is the software distributed by Maintenance Assistant Inc. for computerized maintenance management system, including without limitation any uncompiled source files, user interface and documentation (online or offline), as well as any future programming fixes, updates and upgrades thereof.

No Modifications. You will not undertake, cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of the Maintenance Assistant^TM software or any part thereof.

Third Parties. The Maintenance Assistant^TM software may be incorporated into, and may incorporate itself into, software and other technology owned and controlled by third parties. Any such third party software or technology that is incorporated in the Maintenance Assistant^TM software falls under the scope of this Agreement.

Exclusive Ownership. Any and all Intellectual Property (IP) rights to or arising from the Maintenance Assistant^TM software are and shall remain the exclusive property of Maintenance Assistant Inc.. Nothing in this Agreement intends to transfer any such IP rights to, or to vest any such IP rights in, you. You are only entitled to the limited use of the IP rights granted to you in this Agreement. You will not take any action to jeopardize, limit or interfere with Maintenance Assistant Inc.'s IP rights. Any unauthorized use of Maintenance Assistant Inc.'s IP rights is a violation of this Agreement as well as a violation of intellectual property laws and treaties, including without limitation copyright laws and trademark laws. All title and IP rights in and to any third party content that is not contained in the Maintenance Assistant^TM software, but may be accessed through use of the Maintenance Assistant^TM software, is the property of the respective content owners and may be protected by applicable copyright or other intellectual property laws and treaties.

Re-Distribution. You may re-distribute Maintenance Assistant^TM software provided it remains un-altered and free of charge to the end user. The Maintenance Assistant^TM branding must remain intact, including any and all Maintenance Assistant logos, visual identities and website links.

Additional Terms

The following policies are incorporated into this Agreement and provide additional terms and conditions:

Your Confidential Information and Your Privacy. Maintenance Assistant Inc. is committed to respecting your privacy and the confidentiality of your personal data. The Privacy Policy (The Privacy Policy) sets out how Maintenance Assistant Inc. may use your personal data, and the traffic data as well as the content contained in your server's Maintenance Assistant^TM settings file.

No Warranties. Installing Maintenance Assistant^TM software enables you to run a computerize maintenance management system. Maintenance Assistant Inc. cannot guarantee that your Maintenance Assistant^TM software will always be online, that it will operate without flaw, and that it will not cause any data loss.

Consequential Damages. Maintenance Assistant Inc. is not responsible for any Consequential Damages arising from the installation or use of Maintenance Assistant^TM software.

Resource Utilization. Maintenance Assistant^TM software uses processor and network bandwidth on the installed computer. Network bandwidth limitations and restrictions are subject to the respective service provider, and Maintenance Assistant Inc. cannot give any warranties in this respect. You (the User) accept sole responsibility for the security of your data and undertake to implement all reasonable security measures to prevent any security breaches, including but not limited to the security measures included in the Maintenance Assistant^TM software. Maintenance Assistant Inc. does not assume responsibly for any breach of security resulting in the loss of data. Furthermore, Maintenance Assistant Inc. assumes no responsibility for the loss or corruption of your data or any data directly or indirectly associated with Maintenance Assistant^TM software.

New Versions of the Maintenance Assistant^TM software. Maintenance Assistant Inc., in its sole discretion, reserves the right to add additional features or functions, or to provide programming fixes, updates and upgrades, to the Maintenance Assistant^TM software. Maintenance Assistant Inc., in its sole discretion, may modify or discontinue or suspend your ability to use any version of the Maintenance Assistant^TM software, and/or disable any Maintenance Assistant^TM software you may already have accessed or installed without any notice to you, for the repair, improvement, and/or upgrade of the underlying technology or for any other justifiable reason, Maintenance Assistant Inc. will not accept any liability in relation to the direct or indirect damages caused by the release and/or the absence of release of new versions of the Maintenance Assistant^TM software.

What we expect from you

Lawful purposes. You will at any and all times meet with your obligations hereunder, as well as any and all laws, regulations and policies that may apply to the use of the Maintenance Assistant^TM software in your country, including applicable rules that govern the export or import of software. You will use the Maintenance Assistant^TM software solely for lawful purposes. In this respect you may not, without limitation (a) use the software to manage any illegal operations, (b) use any type of spider, virus, worm, trojan-horse, time bomb or any other codes or instructions that are designed to distort, delete, damage or disassemble the Maintenance Assistant^TM software, (c) send any unsolicited commercial communication not permitted by applicable law, (d) endanger any part of any system or Internet connection of Maintenance Assistant Inc. or any third party.

Indemnification. You agree on demand to indemnify, defend and hold Maintenance Assistant Inc., affiliates and Maintenance Assistant Inc. staff harmless from and against any and all liability and costs, including reasonable attorneys' fees incurred by such parties, in connection with or arising out of your (a) violation or breach of any term of this Agreement or any applicable law or regulation, whether or not referenced herein, or (b) violation of any rights of any third party, or (c) use or misuse of the Maintenance Assistant^TM software.

Term, Termination, Updates

Term. This Agreement will be effective as of the date you first install Maintenance Assistant^TM software and will remain effective until terminated by either Maintenance Assistant Inc. or you as set forth below.

Termination. You may terminate this Agreement with immediate effect at any time. Without limiting other remedies, Maintenance Assistant Inc. may limit, suspend, or terminate this license and your use of Maintenance Assistant^TM software, prohibit access to Maintenance Assistant Inc. Website and delete your user account and/or user ID, with immediate effect, if we think that you are in breach of this Agreement, creating problems, legal liabilities (actual or potential), acting inconsistently with respect to our policies, which can be found at www.maintenanceassistant.com/ExtendedPolicy.do, infringing someone else's intellectual property rights, engaging in fraudulent, immoral or illegal activities, or for other similar reasons. Maintenance Assistant Inc. shall effect such termination by providing notice to you to the email address you have provided (if any), and/or by preventing your access to your account. We reserve the right to cancel user accounts that have been inactive for more than one (1) year.

Upon termination of this Agreement, (a) all licenses and rights to use the Maintenance Assistant^TM software shall immediately terminate, and (b) you will immediately cease any and all use of the Maintenance Assistant^TM software, and (c) you will immediately remove the Maintenance Assistant^TM software from all hard drives, networks and other storage media and destroy all copies of the Maintenance Assistant^TM software in your possession or under your control.

Maintenance Assistant Inc. will not be liable in respect of any damage caused by the termination of this Agreement.

Update. Maintenance Assistant Inc. reserves the right to modify this Agreement at any time by publishing the revised Agreement on the Maintenance Assistant Inc. Website. The revised Agreement shall become effective within thirty (30) days of such publication or provision to you, unless you expressly accept the revised Agreement earlier by clicking on the accept button. Your express acceptance or your continued use of the Maintenance Assistant^TM software after expiry of the notice period of thirty (30) days, shall constitute your acceptance to be bound by the terms and conditions of the revised Agreement. You can find the latest version of this Agreement at www.maintenanceassistant.com/Eula.do.

Disclaimer of Warranties and Limitation of Liability

No warranties. THE Maintenance Assistant^TM software IS PROVIDED "AS IS" WITH ALL FAULT AND WITH NO WARRANTIES WHATSOEVER; MAINTENANCE ASSISTANT INC. DOES NOT, EITHER EXPRESSED, IMPLIED OR STATUTORY, MAKE ANY WARRANTIES, CLAIMS OR REPRESENTATIONS WITH RESPECT TO THE Maintenance Assistant^TM software, INCLUDING, WITHOUT LIMITATION, WARRANTIES OR CONDITIONS OF QUALITY, PERFORMANCE, INTEGRITY OF DATA, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR USE FOR A PARTICULAR PURPOSE. MAINTENANCE ASSISTANT INC. FURTHER DOES NOT REPRESENT OR WARRANT THAT THE Maintenance Assistant^TM software WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE AND ERROR-FREE OR WILL OPERATE WITHOUT PACKET LOSS, NOR DOES MAINTENANCE ASSISTANT INC. WARRANT ANY CONNECTION TO OR TRANSMISSION FROM THE INTERNET.

Your own Risk. You acknowledge and agree that the entire risk arising out of the use or performance of the Maintenance Assistant^TM software remains with you, to the maximum extent permitted by law.

No Liability. The Maintenance Assistant^TM software is being provided to you free of charge. ACCORDINGLY, YOU ACKNOWLEDGE AND AGREE THAT MAINTENANCE ASSISTANT INC., ITS AFFILIATES, ITS LICENSORS AND THE MAINTENANCE ASSISTANT INC. STAFF WILL HAVE NO LIABILITY IN CONNECTION WITH OR ARISING FROM YOUR USE OF THE Maintenance Assistant^TM software, AS SET FORTH BELOW. YOUR ONLY RIGHT OR REMEDY WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE Maintenance Assistant^TM software IS TO IMMEDIATELY UNINSTALL AND CEASE USE OF SUCH Maintenance Assistant^TM software.

Limitation of Liability. IN NO EVENT SHALL MAINTENANCE ASSISTANT INC., ITS AFFILIATES, ITS LICENSORS OR THE MAINTENANCE ASSISTANT INC. STAFF BE LIABLE, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER FORM OF LIABILITY, FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOSS OF OR CORRUPTION TO DATA, INTERRUPTION, COMPUTER FAILURE OR PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THE Maintenance Assistant^TM software, EVEN IF MAINTENANCE ASSISTANT INC., ITS AFFILIATES OR THE MAINTENANCE ASSISTANT INC. STAFF HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Jurisdiction Limitations. As some jurisdictions do not allow some of the exclusions or limitations as set forth above, some of these exclusions or limitations may not apply to you. In such event the liability will be limited as far as legally possible under the applicable legislation.

Miscellaneous

Entire Agreement. The terms and conditions of this Agreement constitute the entire agreement between you and Maintenance Assistant Inc. with respect to the subject matter hereof and will supersede and replace all prior understandings and agreements, in whatever form, regarding the subject matter.

Partial Invalidity. Should any term or provision hereof be deemed invalid, void or un-enforceable either in its entirety or in a particular application, the remainder of this Agreement shall nonetheless remain in full force and effect.

No waiver. If Maintenance Assistant Inc. does not take action against all breaches of this Agreement, it does not mean that is waives its right at a later time to enforce the same.

Assignment. You are not allowed to assign this Agreement or any rights hereunder. Maintenance Assistant Inc. is allowed at its sole discretion to assign this Agreement or any rights hereunder to any third party, without giving prior notice.

Applicable Law and Competent Court. This Agreement shall be governed by and construed in accordance with the laws of Ontario, Canada without giving effect to any conflict of laws or provisions whether contained in Canadian law or the laws of your current state or country of residence. Any legal proceedings arising out of or relating to this Agreement will be subject to the jurisdiction of the courts of the province of Ontario, Canada.

Language. The original English version of this Agreement may have been translated into other languages. In the event of inconsistency or discrepancy between the English version and any other language version of this Agreement, the English language version shall prevail.

© Maintenance Assistant Inc. All rights reserved - Last revised: 11.08.2009.