1. License Grant
This License grants you only a non-exclusive and limited right to use the Software, and this grant is revocable in accordance with the terms and conditions of this License. You agree that you will not sublicense, assign, transfer, pledge, lease, rent, give or share your rights under this License. You agree that you will not modify, adapt, disassemble, decompile, reverse engineer, or translate the Software’s code, or otherwise attempt to discover the source code of the Software, you will not modify or adapt the Software’s code in any way, and you will not circumvent any elements of the Software that are designed to protect Performitor’s rights and prohibit violations of this License.  You agree that you will not alter or remove any copyright notice or other proprietary designations or notices.

In the event that you fail to comply with any terms and/or conditions hereof, this License shall terminate automatically and Performitor shall be entitled to all remedies in accordance with applicable law and equity.

2. Performitor’s Rights
You acknowledge and agree that the Software is a proprietary product of Performitor LLC under international copyright law and is disclosed to you in confidence. You shall take all reasonable steps to safeguard the Software.  Performitor owns and will retain all copyright, trademark, trade secret and other proprietary rights in and to the Software.  This License conveys to you only a non-exclusive and limited right of use, revocable in accordance with the terms and conditions of this License.

3. Warranties
Performitor makes no warranties of any kind, express or implied, including any implied warranties of merchantability or fitness for particular purpose.  Performitor does not warrant that the Software, its use, operation or your ability to use the Software will be uninterrupted or error-free or that all Software errors will be corrected, and Performitor disclaims this and all other warranties.

4. Limitations of Liability
In no event shall Performitor be liable for any damages to you or any other party whether arising out of contract or from tort including loss of data, profits or business or other special, incidental, exemplary or consequential damages, even if Performitor has been advised of the possibility of such loss or damages. Performitor cumulative liability shall not exceed the license fee paid, if any, for use of this Software.  This section shall survive termination of this License.

5. General
This agreement shall be governed by the laws of Michigan.

6. Other
If any provision of this License is found to be invalid or unenforceable, a modified provision shall be substituted which carries out as nearly as possible the original intent of the parties, and the validity and enforceability of remaining provisions shall not in any way be affected or impaired.  Waiver of any default or of any terms or conditions of this License does not constitute a continuing waiver or a waiver of any other default, term or condition, and the exercise of any right or remedy is without prejudice to the right to exercise any other right or remedy provided by law or equity.