EnDMC End User License Agreement (EULA)

This End User License Agreement (the "Agreement") is entered into by and between the user ("User") and The Water Institute of the Gulf, dba as The Water Institute, a Louisiana corporation ("Licensor"). This Agreement governs the use of the Environmental Data and Model Catalog (“EnDMC”) web application (the "Application").

1. License Grant

Licensor grants User a non-exclusive, non-transferable, non-sublicensable, revocable license to use the Application for the sole purpose of searching for, downloading, uploading, creating, and managing metadata records about models and datasets developed by the User, or its assignees, or representatives, or as part of work for hire, in accordance with the terms and conditions of this Agreement (“Services”).

2. Unlawful and Unauthorized Uses

User agrees to use the Application in compliance with all applicable laws, regulations, and third-party agreements. Further, User agrees that User is not, and is not controlled by an individual, organization, or entity organized or located in a country or territory that is the target of sanctions imposed, or on any restricted or sanctioned party list maintained by, the U.S. Government, the European Union, or the United Kingdom.

User may not use the Application in any manner that could damage, disable, overburden, or impair the Services or interfere with any other party’s use of the Services. User will follow all of the documentation Licensor provides for the Services. User will not attempt to change the way the Services function. Licensor may monitor User’s use of the Services for compliance with these rules and Licensor may limit User’s usage or deny User access at Licensor’s discretion if User attempts to exceed the limitations Licensor set or Licensor’s parameters outlined herein.

User may not use the Application to:

  1. Disseminate, store, or transmit material that infringes the copyright, trademark, patent, trade secret, or other intellectual property right of any person;
  2. Create a false identity or to otherwise attempt to mislead any person as to the identity or origin of any communication;
  3. Export, re-export, or permit downloading of any content in violation of any export or import law, regulation, or restriction of the United States and its agencies or authorities, or without all required approvals, licenses, or exemptions;
  4. Interfere, disrupt, or attempt to gain unauthorized access to other accounts or any computer network;
  5. Disseminate, store, or transmit viruses, trojan horses, or any other malicious code or program.
  6. Use the Application in any manner that is in violation of state or federal law.

User may not modify, create derivative works from, reverse engineer, or attempt to derive any source code from the site’s software.

3. User Accounts

In order to access EnDMC, User must register for a user account. If User is entering into this Agreement on behalf of a company or another legal entity, User represents that User has the authority to bind that entity to these Terms, in which case “User” shall mean the entity represented to EnDMC by way of a registered user account and the named individual registered thereunder (i.e., respondeat superior).

User understands that User Content made available on or through the Service comes from a variety of sources and that Licensor does not endorse and is not responsible for the accuracy, usefulness, or intellectual property rights of or relating to such User Content. User understands that Licensor cannot and does not review all User Content. User further understands and acknowledges that User may be exposed to User Content that is inaccurate, misleading, infringing, or otherwise objectionable. User agrees to waive, and hereby does waive, any legal or equitable rights or remedies User has or may have against Licensor, its affiliates, and underlying licensors of this Application with respect thereto.

User agrees that Licensor, its affiliates, and underlying licensors of this Application have no responsibility or liability for the deletion or failure to store any User Content and other communications maintained on or transmitted through use of the Service. User further acknowledges that User is solely responsible for securing and backing up any User Content or other communication User uploads or transmits to or through the Service or Application.

4. Intellectual Property

User acknowledges that all intellectual property rights, including but not limited to copyrights, trademarks, and trade secrets, in and to the Application are and shall remain the exclusive property of Licensor its affiliates and underlying licensors of this Application. Nothing in this Agreement shall be construed to transfer any ownership rights to User.

5. Termination

Licensor may terminate this Agreement at any time if User breaches any provision of this Agreement. Upon termination, User shall cease all use of the Application, and all licenses granted under this Agreement shall immediately terminate.

6. Disclaimer of Warranty

THE SOFTWARE IS PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES, OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF, OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

7. Limitation of Liability

To the fullest extent permitted by applicable law, Licensor and underlying licensors shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses.

8. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Louisiana, without regard to any conflict of law principles.

9. Jurisdiction and Venue – Louisiana

Any legal action or proceeding arising under or in connection with this Agreement shall be brought exclusively in the state or federal courts located in the State of Louisiana, and the parties consent to the personal jurisdiction of such courts.

10. Entire Agreement

This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements, whether oral or written.

By using the Application, User acknowledges that it has read, understood, and agreed to be bound by the terms and conditions of this Agreement.

Licensor:

The Water Institute of the Gulf
1110 River Road S.
Suite 200
Baton Rouge, Louisiana 70802