Page 817 - ProShow Producer 9 Final Manual

816 End User License Agreement

there is any conflict or contradiction between this Agreement and the Legal and
Privacy notices, this Agreement will be controlling. Additionally, the Photodex Privacy
notice on the Site describes Photodex's information gathering and dissemination
practices, which may be accessed at http://www.photodex.com/about/privacy.
11. MISCELLANEOUS.

a. No Third Party Beneficiaries. NOTHING EXPRESS OR IMPLIED IN THIS
AGREEMENT IS INTENDED TO CONFER, NOR SHALL ANYTHING HEREIN CONFER,
UPON ANY PERSON OTHER THAN PHOTODEX AND CUSTOMER AND THE RESPECTIVE
SUCCESSORS OR ASSIGNS OF PHOTODEX, ANY RIGHTS, REMEDIES, OBLIGATIONS OR
LIABILITIES WHATSOEVER.

b. Force Majeure. Photodex will not be responsible for any delay or failure to
perform the obligations in this Agreement if the delay or failure is caused by fire,
flood, explosion, war, embargo, government requirement, civil or military authority,
act of God, third party vendors, failure of telecom systems not owned or directly
leased by Photodex, or other similar causes beyond Photodex's control.

c. Entire Agreement. This Agreement is the entire agreement between Customer
and Photodex about Customer's use of the Software. There are no other
representations, warranties, terms, agreements or conditions, written or oral, made
about Customer's use of the Software.

d. Assignment. CUSTOMER AGREES THAT CUSTOMER WILL NOT ASSIGN,
SUBLEASE OR TRANSFER THIS AGREEMENT, NOR ANY RIGHTS UNDER IT, IN WHOLE
OR IN PART, WITHOUT PHOTODEX'S PRIOR WRITTEN CONSENT. PHOTODEX MAY
ASSIGN THIS AGREEMENT AND ANY OBLIGATIONS UNDER THIS AGREEMENT.

e. Governing Law; Venue; Waiver of Right to Jury Trial. This Agreement, and the
relationship between Customer and Photodex, and any litigation between Customer
and Photodex, whether grounded in contract, tort, statute, law or equity, shall be
governed by, construed in accordance with, and interpreted under the laws of the
State of Texas, without giving effect to its choice of laws principles. CUSTOMER AND
PHOTODEX AGREE THAT VENUE FOR ANY LITIGATION OR LEGAL PROCEEDINGS
UNDER THIS AGREEMENT WILL BE IN TRAVIS COUNTY, TEXAS. CUSTOMER AND
PHOTODEX HEREBY AGREE TO WAIVE RIGHT TO A JURY TRIAL FOR ANY CLAIM OR
CAUSE OF ACTION BASED UPON OR ARISING OUT OF THIS AGREEMENT. The scope of
this waiver is intended to be all encompassing of any and all disputes that may be
filed relating to the relationship between Customer and Photodex relating to this
Agreement, including contract claims, tort claims, breaches of duty, common law and
statutory claims.