End User VIRTUO Licence Agreement

Terms and conditions of VIRTUO

Before we get started please read, understand and agree to the following Licence Agreement.

The current online VIRTUO and all related documentation (hereinafter called the "VIRTUO") is made available to you under the terms of this VIRTUO END USER LICENCE AGREEMENT (hereinafter called "THE AGREEMENT"). BY CLICKING THE "ACCEPT" BUTTON, YOU ARE CONSENTING TO BE BOUND BY THE AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT CLICK THE "ACCEPT" BUTTON, AND DO NOT  INSTALL THE VIRTUO.

1 LICENCE GRANT. A+ TRANSITION grants you an individual, non-exclusive licence to use VIRTUO. This Agreement will also govern any software upgrades provided by A+ TRANSITION that replace and/or supplement the original product.

2. TERMINATION. If you breach this Agreement your right to use VIRTUO will terminate immediately and without notice, but all provisions of this Agreement except the Licence Grant (Paragraph 1) will survive termination and continue in effect. Upon termination, you must destroy all copies of VIRTUO.

3. PROPRIETARY RIGHTS. A+ TRANSITION hereby reserves all intellectual property rights in VIRTUO, except for the rights expressly granted in this Agreement. You may not remove or alter any trademark, logo, copyright or other proprietary notice in or on VIRTUO included all attachment. This licence does not grant you any right to use the trademarks, service marks or logos of A+ TRANSITION, except a written consent giving by A+ TRANSITION.  Under no circumstances, user also agrees not to decompile, reverse engineer, disassemble or unlawfully use or reproduce any of, and without limitation, the software, copyrighted or trademarked material, trade secrets, or other proprietary information contained in or on the product VIRTUO.

4 DISCLAIMER OF WARRANTY. VIRTUO IS PROVIDED "AS IS" WITH ALL FAULTS. TO THE EXTENT PERMITTED BY LAW, A+ TRANSITION HEREBY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES THAT VIRTUO IS FREE OF DEFECTS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE AND NON-INFRINGING. YOU BEAR THE ENTIRE RISK AS TO SELECTING VIRTUO FOR YOUR PURPOSES AND AS TO THE QUALITY AND PERFORMANCE OF VIRTUO. THIS LIMITATION WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.

5. LIMITATION OF LIABILITY. EXCEPT AS REQUIRED BY LAW, A+ TRANSITION AND ITS ADMINISTRATORS, DIRECTORS, CONTRIBUTORS AND AGENTS, EMPLOYES WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE VIRTUO, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF REVENUES, GOODWILL, WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, AND COMPUTER FAILURE OR MALFUNCTION PROVIDED BY VIRTUO AND ITS ADMINISTRATORS, DIRECTORS, CONTRIBUTORS AND AGENTS, EMPLOYES. EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH SUCH CLAIM IS BASED. A+ TRANSITION AND ITS ADMINISTRATORS, DIRECTORS, CONTRIBUTORS AND AGENTS, EMPLOYES LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE FEES PAID BY YOU UNDER THE LICENCE (IF ANY).

6. EXPORT CONTROLS. This licence is subject to all applicable export restrictions. You must comply with all export and import laws and restrictions and regulations of any United States or foreign agency or authority relating to VIRTUO and its use.

7. MISCELLANEOUS. (a) This Agreement constitutes the entire agreement between A+ TRANSITION and you concerning the subject matter hereof, and it may only be modified by a written amendment signed by an authorized executive of A+ TRANSITION. (b) Except to the extent applicable law, if any, provides otherwise, this Agreement will be governed by the Qu├ębec laws, Montreal jurisdiction excluding its conflict of law provisions. (c) This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods. (d) If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties' original intent, and the remaining portions will remain in full force and effect. (e) A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. (f) Except as required by law, the controlling language of this Agreement is English. (g) You may NOT assign your rights under this Agreement to any party. (h) This Agreement will be binding upon and inure to the benefit of the parties, their successors and permitted assigns.

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