PLEASE READ THIS END-USER LICENSE AGREEMENT CAREFULLY BEFORE ACCESSING OR USING THE FREE HOPWA RENT CALCULATOR OR ANY OTHER MATERIALS
AVAILABLE ON THIS WEB SITE (THE "SOFTWARE"). CLICKING ON THE "I ACCEPT THE TERMS AND CONDITIONS" BUTTON BELOW, OR IN ANY OTHER WAY
ACCESSING OR USING THE SOFTWARE, CREATES A LEGALLY ENFORCEABLE CONTRACT AND CONSTITUTES ACCEPTANCE OF ALL TERMS AND CONDITIONS OF THIS
AGREEMENT WITHOUT MODIFICATION.
IF YOU ARE NOT AUTHORIZED TO ENTER INTO THIS AGREEMENT, OR IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT,
THEN YOU MUST NOT CLICK ON THE "I ACCEPT THE TERMS AND CONDITIONS" BUTTON BELOW, AND YOU MUST NOT ACCESS OR USE THE SOFTWARE.
This End-User License Agreement (the Agreement), effective as of the date you accept the terms hereof (the Effective Date), is entered
into between RDE System Support Group, LLC with an address at 44 Cedar Cliff Drive, Wayne, NJ 07470 (Licensor) and you, the user of
the Software and any person or entity on whose behalf you use the Software (collectively, the Licensee). The parties agree as follows:
1.1 License to Use Software. Subject to all terms and conditions in this Agreement, as they may be modified by Licensor from time to time,
Licensor grants Licensee a nonexclusive, nontransferable, non-sublicenseable right and license to use the Software and any materials relating
thereto (the Documentation) without modification (License).
1.2 Permissible Use. Licensee agrees to use the Software and Documentation for informational purposes only.
1.3 Prohibited Use. Licensee may not use the Software except as expressly permitted by this Agreement. Licensee may not: (i) copy or reproduce
any part of the Software; (ii) sell, sublicense, copy, lend, lease, rent, transfer or otherwise make any part of the Software available to any
third party; (iii) decompile, reverse-engineer or disassemble the Software or otherwise attempt to obtain the source code of the Software or
discover the trade secrets of the Software; (iv) otherwise circumvent any technological measure that controls access to the Software; (v) alter,
translate, adapt or modify the Software in any way; (vi) remove or alter the copyright or trademark notices on the Software. or (vii) permit any
third party to engage in any of the foregoing prohibited acts.
forth in this Agreement (collectively, Terms and Conditions): (a) The Software is an open-source product made available solely for the
convenience of Licensee, other users and the public, and Licensee understands that other users will have access to the software on the same
terms as Licensee. (b) Licensee understands that calculations using the Software require the input of data by Licensee, and Licensee is solely
responsible for the accuracy, completeness and legality of data entered and/or utilized to make calculations using the Software. Licensee
understands and agrees that Licensor is not responsible for any inaccuracies in data, inaccuracies or mistakes in calculations, or
misinterpretations or misuse of data or calculations. (c) Licensee understands that Licensor does not record, store or retain any data entered
by Licensee, and Licensor is not responsible for any loss of data or loss of calculations.
1.5 Prohibition On Entering Certain Information. Licensee may not use the software to enter any of the following information with respect to
any individual other than Licensee (Identifying Information): (i) name; (ii) social security number or other identification number; (iii)
residential address or mailing address; (iv) birthdate; (v) date of death; (vi) age; (vii) date of admission or discharge from a medical
facility; (viii) telephone or fax number; (ix) email address; (x) medical record number; health plan beneficiary number or other health plan
account number; (xi) certificate/license numbers; (xii) vehicle identifier, serial number or license plate number; (xiii) device identifiers
and serial numbers; (xiv) Internet Protocol (IP) address numbers and Universal Resource Locators (URLs); (xv) biometric identifiers, including
finger and voice prints; (xvi) full face photographic images or any comparable images; (xvii) any other unique identifying number, code or
characteristic, or (xviii) any information prohibited under federal, state or local law from being possessed, utilized, transferred or disclosed
by Licensee, transmitted to or received by Licensor, disclosed to Licensor or disclosed by Licensor to any other person, including, but not
limited to information which is required to be kept confidential under Section 6 of the Housing Act of 1937, the Privacy Act of 1974, 5 U.S.C.
§552a (Privacy Act), The Freedom of Information Act (FOIA), 5 U.S.C. § 552, Section 208 of The E-Government Act, Housing and Community
Development Act of 1987, 42 U.S.C. §1437d(q)(4), 42 U.S.C. § 1437d (t)(2), 42 U.S.C. § 3543, and the Stewart B. McKinney Homeless Assistance
Act of 1988, 42 U.S.C. § 3544. Licensee bears sole responsibility for any Identifying Information entered into or by means of the Software
that results in any information being considered Protected Health Information (PHI) under the Health Insurance Portability and Accountability
Act of 1996 ("HIPAA") or the regulations thereunder or considered Personally Identifiable Information (PII) as Defined in OMB M-07-16.
2.1 Scope. The term Confidential Information means all trade secrets, know-how, software and other financial, business or technical information
of Licensor that is disclosed by or for Licensor in relation to this Agreement, but not including any information Licensee can demonstrate is
(a) rightfully furnished to it without restriction by a third party without breach of any obligation to the Licensor, or (b) generally available
to the public without breach of this Agreement. All Software and Documentation is Confidential Information.
2.2 Confidentiality. Except for the specific rights granted by this Agreement, Licensee shall not possess, use, transfer or disclose to any
person any Confidential Information without Licensor's prior written consent, and shall use reasonable care to protect the Confidential
Information. Licensee shall not use any Confidential Information to create any software or documentation that is similar to any Software or
Documentation. Licensee shall be responsible for any breach of confidentiality.
3. PROPRIETARY RIGHTS
3.1 Intellectual Property. Exclusive of User-entered data, the Software, any Updates and any Documentation are copyrighted works of Licensor,
and all systems and future modifications are wholly-owned by Licensor. At all times, Licensor shall have title to the Software and all
materials related to the Software, all enhancements, modifications, and new versions of the Software, and all copies of the Software or any
portions of the Software. Licensor's title shall include, but not be limited to, all copyright, trademark, other intellectual property
rights, or other rights in the Software.
3.2 No Implied License. Except for the limited rights and License expressly granted hereunder, no other license is granted, no other use is
permitted and Licensor shall retain all right, title and interest in and to the Software and Documentation (and all patent rights, copyright,
trade secret rights and all other intellectual property and proprietary rights embodied therein).
3.3 No Modifications. Licensee cannot modify the Software or any portions of the Software. Nevertheless, any modifications done to the
Software or any portions of the Software are done for Licensor as "works for hire," as defined by the Copyright Laws of the United States.
Licensee understands that all rights in those modifications shall belong to Licensor.
4. WARRANTY DISCLAIMER
THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL MEET LICENSEE'S REQUIREMENTS,
THAT IT WILL BE ERROR-FREE OR THAT ITS USE WILL BE UNINTERRUPTED. ERRORS OR INTERRUPTIONS IN SERVICE OR OPERATION MAY OCCUR, AND LICENSOR
DISCLAIMS ALL LIABILILTY ARISING THEREFROM. TO THE FULLEST EXTENT PERMITTED BY LAW, LICENSOR HEREBY DISCLAIMS ALL OTHER WARRANTIES, WHETHER
EXPRESS OR IMPLIED, ORAL OR WRITTEN, WHETHER MADE BY LICENSOR OR BY ANY OTHER PERSON, WITH RESPECT TO THE SOFTWARE INCLUDING, WITHOUT
LIMITATION, ALL IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, INTEGRATION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR
PURPOSE AND ALL WARRANTIES ARISING FROM ANY COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE.
5. LIMITATION OF LIABILITY
LICENSEE ACKNOWLEDGES THAT USE OF THE SOFTWARE IS AT LICENSEE'S OWN RISK. IN NO EVENT SHALL LICENSOR BE LIABLE CONCERNING THE SUBJECT
MATTER OF THIS AGREEMENT, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION (WHETHER IN CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE),
FOR ANY (A) MATTER BEYOND LICENSOR'S REASONABLE CONTROL; (B) LOSS OR INACCURACY OF DATA OR CALCULATIONS, LOSS OR INTERRUPTION OF USE, OR COST
OF PROCURING SUBSTITUTE TECHNOLOGY, GOODS OR SUPPORT SERVICES; (C) LOSS OF OR DAMAGE TO ANY COMPUTER, MOBILE DEVICE OR OTHER HARDWARE OR TO
ANY OTHER SOFTWARE AS A RESULT OF USING THE SOFTWARE; (D) INDIRECT, PUNITIVE, INCIDENTAL, RELIANCE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES
INCLUDING, BUT NOT LIMITED TO, LOSS OF BUSINESS, REVENUES, PROFITS OR GOODWILL; OR (E) AGGREGATE DAMAGES, IN EXCESS OF THE AMOUNT PAID TO
LICENSOR FOR THE SOFTWARE THAT GAVE RISE TO THE CLAIM DURING THE PRIOR 12-MONTH PERIOD, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES. THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF THIS AGREEMENT AND SHALL APPLY NOTWITHSTANDING THE FAILURE
OF ANY REMEDY PROVIDED HEREIN.
Licensee agrees to indemnify, defend and hold harmless Licensor, the authors, publishers and anyone involved with the creation, production or
distribution of the Software, including their affiliates, managers, directors, officers, employees, representatives, agents, successors and
permitted assigns (Indemnitees) from and against any claim, suit, demand, loss, damage, expense, cost or liability (including reasonable
attorneys' fees and costs) arising out of or relating to: (i) any allegation or claim that the use of the Software, or any information or
calculation contained in or derived from the Software, caused or contributed to any injury to or loss suffered by any person, unless the
allegation or claim is determined by a court of competent jurisdiction to be the result of the gross negligence or willful misconduct of the
Indemnitee; (ii) Licensee's use of the Software, the License or this Agreement; or (iii) Licensee's violation of any of the Terms and
Conditions of this Agreement.
7. TERM AND TERMINATION
7.2 Termination. This Agreement shall automatically terminate, without further action by any party, immediately upon any material breach by
Licensee of any material terms of this Agreement.
7.3 Effects of Termination. Upon termination of this Agreement for any reason, the License shall immediately terminate and Licensee shall not
attempt to use or access the Software, and all rights, obligations and licenses of the parties hereunder shall cease, except that (a) all
obligations that accrued prior to the effective date of termination and any remedies for breach of this Agreement shall survive any
termination, and (b) the provisions of Sections 2 (Confidentiality), 3 (Proprietary Rights), 4 (Warranty Disclaimers), 5 (Limitation of
Liability), 6 (Indemnification) 8 (General Provisions) and this Section 7 shall also survive.
8. GENERAL PROVISIONS
8.1 Entire Agreement. This Agreement constitutes the entire agreement, and supersedes all prior negotiations, understandings or agreements
(oral or written), between the parties about the subject matter of this Agreement. Any representations about the Software or the License
that were made by or on behalf of any person other than Licensor, that are in addition to or at variance with the terms of this Agreement,
are specifically waived by Licensee. The failure of either party to enforce its rights under this Agreement at any time for any period will
not be construed as a waiver of such rights. If any provision of this Agreement is determined to be illegal or unenforceable, that provision
will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and
8.2 Modifications. Licensor reserves the right, at any time, to update, revise, supplement and otherwise modify this Agreement and to
impose new or additional rules, policies, terms, or conditions on the License or Licensee's use of the Software (Additional Terms).
8.3 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New Jersey, without
regard to its conflicts of law provisions.
8.4 Remedies. Unless specifically provided otherwise, each right and remedy in this Agreement is in addition to any other right or remedy,
at law or in equity. Licensee agrees that, in the event of any breach or threatened breach of Section 4 or 5, Licensor will suffer
irreparable damage for which there is no adequate remedy at law. Accordingly, Licensor shall be entitled to injunctive and other equitable
remedies to prevent or restrain such breach or threatened breach, without the necessity of posting any bond.
8.5 Notices. Any notice or communication hereunder shall be (a) if to Licensor, in writing and either personally delivered or sent via
recognized express delivery courier or certified or registered mail, prepaid and return receipt requested to the address above, or (b) if
to Licensee,sent to the email address entered above. All notices shall be in English, effective upon receipt.
8.6 Assignment. This Agreement and the rights and obligations hereunder are personal to Licensee, and may not be assigned or otherwise
transferred, in whole or in part, without Licensor's prior written consent. Any attempt to do otherwise shall be void and of no effect.
Without Licensee's consent, Licensor may assign this Agreement to any third party. This Agreement shall be binding upon, and inure EULA
8.7 License to the Government. If any user of the Software or Documentation is a department, agency or other entity of the United States
Government, the use, duplication, reproduction, modification, release, disclosure or transfer of the Software and Documentation is
restricted in accordance with FAR 12.212 for civilian agencies and DFAR 227.7202 for military agencies. The Software is commercial computer
software and the Documentation is commercial computer software documentation, and their use is further restricted in accordance with the terms
of this Agreement.
8.8 Basis of Bargain. EACH PARTY RECOGNIZES AND AGREES THAT THE WARRANTY DISCLAIMERS AND LIABILITY AND REMEDY LIMITATIONS ARE MATERIAL
BARGAINED-FOR BASES OF THIS AGREEMENT AND THAT THEY HAVE BEEN TAKEN INTO ACCOUNT BY EACH PARTY AND REFLECTED IN DETERMINING THE CONSIDERATION
TO BE GIVEN BY EACH PARTY HEREUNDER AND IN THE DECISION TO ENTER INTO THIS AGREEMENT.
8.9 Acknowledgment. Licensee acknowledges that (a) it has read and understands this Agreement, (b) this Agreement has the same force and
effect as a signed agreement, (c) Licensor requires identification of the Licensee before issuing this License and (d) issuance of this
License does not constitute general publication of the Software or any other Confidential Information.