License agreement.
This License Agreement ("Agreement") is entered into between NextLevel Credit Repair Services ("NextLevel," "we," "us," or "our") and the licensee ("Licensee" or "you") for the use of NextLevel's credit repair software and related materials (collectively referred to as the "Software"). By accessing, downloading, or using the Software, you agree to be bound by the terms and conditions of this Agreement.
1. Grant of License
1.1 License Grant: NextLevel grants Licensee a non-exclusive, non-transferable license to use the Software for the purpose of providing credit repair services to Licensee's clients. This license is limited to the term specified in Section 3.
1.2 Restrictions: Licensee shall not, directly or indirectly, do any of the following without prior written consent from NextLevel:
a) Copy, modify, distribute, or create derivative works of the Software;
b) Reverse engineer, decompile, or disassemble the Software;
c) Remove, alter, or obscure any proprietary notices or labels on the Software;
d) Use the Software for any illegal or unauthorized purpose.
2. Ownership and Intellectual Property
2.1 Ownership: NextLevel retains all right, title, and interest in and to the Software, including all intellectual property rights. Licensee acknowledges that this Agreement does not grant Licensee any ownership rights in the Software.
2.2 Feedback: If Licensee provides NextLevel with any suggestions, feedback, or improvements regarding the Software, Licensee grants NextLevel a worldwide, non-exclusive, royalty-free, irrevocable license to use, modify, and incorporate such feedback into the Software.
3. Term and Termination
3.1 Term: This Agreement shall commence on the date Licensee accepts the terms and conditions and shall continue until terminated as set forth herein.
3.2 Termination for Convenience: Either party may terminate this Agreement for any reason by providing thirty (30) days' written notice to the other party.
3.3 Termination for Breach: In the event of a material breach of this Agreement by either party, the non-breaching party may terminate this Agreement immediately upon written notice to the breaching party.
3.4 Effect of Termination: Upon termination of this Agreement, Licensee shall immediately cease using the Software and delete or destroy all copies of the Software in its possession or control. All provisions of this Agreement that by their nature should survive termination shall continue to apply.
4. Confidentiality
4.1 Confidential Information: During the term of this Agreement, both parties may disclose certain confidential information to each other. "Confidential Information" means any non-public information disclosed by one party ("Disclosing Party") to the other party ("Receiving Party") that is designated as confidential or that should be reasonably understood to be confidential given the nature of the information and the circumstances of disclosure.
4.2 Confidentiality Obligations: The Receiving Party shall use the Confidential Information solely for the purposes of this Agreement and shall not disclose or make the Confidential Information available to any third party without the prior written consent of the Disclosing Party. The obligations of confidentiality shall survive the termination of this Agreement.
5. Limitation of Liability
To the maximum extent permitted by applicable law, NextLevel shall not be liable for any indirect, incidental, consequential, or punitive damages arising out of or in connection with the use or inability to use the Software, even if NextLevel has been advised of the possibility of such damages. In no event shall NextLevel's total liability exceed the amount actually paid by Licensee for the Software.
6. General Provisions
6.1 Governing Law: This Agreement shall be governed by and construed in accordance with the laws of [
Jurisdiction]. Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of [Jurisdiction].
6.2 Entire Agreement: This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, or representations, whether written or oral.
6.3 Severability: If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The parties shall replace the invalid or unenforceable provision with a valid and enforceable provision that achieves, to the extent possible, the original intent of the parties.
6.4 Waiver: The failure of either party to enforce any provision of this Agreement shall not be deemed a waiver of such provision or any other provision hereof.
By accepting the terms of this Agreement, Licensee acknowledges that they have read, understood, and agreed to be bound by its terms and conditions.