GMATPrep® SOFTWARE LICENSE AGREEMENT

GMATPrep® SOFTWARE LICENSE AGREEMENT

PLEASE READ THIS GMAC SOFTWARE LICENSE AGREEMENT ("LICENSE") BEFORE USING THE GMATPrep SOFTWARE. BY USING THE GMATPrep SOFTWARE YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE.  IF YOU DO NOT AGREE, DO NOT INSTALL AND/OR USE THIS SOFTWARE. 

The GMAC(R) GMATPrep(R) software is intended to assist you with preparing for the GMAT(R) exam by simulating the actual test experience. The software should be used to help you prepare for the exam, and is no guaranty or assurance of achieving a certain score on the exam.

1. LICENSED SOFTWARE:  The GMAC GMATPrep software, any current or future Add-Ins, documentation and any content, including test questions, test results, lesson summaries, answers, analysis, and all other aspects of the software, (collectively "GMATPrep Software") is licensed, not sold, to you by the Graduate Management Admission Council(R) ("GMAC") for individual use only under the terms of this License.  The terms of this License will govern all software upgrades/updates provided by GMAC that replace and/or supplement the original GMATPrep Software, unless such upgrade is accompanied by a separate license agreement in which case the terms of that license will govern.

2. PERMITTED LICENSE USES AND RESTRICTIONS:  Subject to the terms and conditions of this License, you are granted a non-exclusive, limited, non-transferable, revocable license to install and use the GMATPrep Software and additional content on an appropriate device that you own or control. Technical specifications for installation can be found on the GMATPrep web page at http://www.mba.com

3. OWNERSHIP: The GMATPrep Software, and all intellectual property rights therein, is the property of GMAC (except for the following third party incorporated materials: the GMAT practice test trade dress (look and feel) is the property of NCS Pearson, Inc.).  This license is not a sale, and GMAC and its licensor retain ownership of the GMATPrep Software and trade dress (respectively) and reserve all rights not expressly granted to you.   

3.1. You may:  make one copy of the GMATPrep Software for back up purposes or to physically transfer the GMATPrep Software from one computer to another solely for your individual use. 

3.2. You may not distribute or make the GMATPrep Software or additional content available over a network where it could be used by multiple devices at one time; rent, lease, lend, sell, redistribute or sublicense the GMATPrep Software. You may not transfer the GMATPrep Software or additional content to anyone else without the prior written permission of GMAC.  Any approved transferee shall be bound by the terms of this License.

3.3. You may not, and agree not to enable others to, copy (except as permitted in this License), decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, modify, or create derivative works of, or alter or remove any copyright, trademark, or other proprietary legend from the GMATPrep Software or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law). Any attempt to do so is a violation of the rights of GMAC.

4. TERMINATION: This License is effective until terminated. GMAC may terminate this license upon 30 days' notice posted on http://www.mba.com or as explained below.  Your rights under this License will terminate automatically or otherwise cease to be effective without notice from GMAC if you fail to comply with any term(s) of this License. GMAC may also deploy fraud detection software or other means to monitor compliance with these terms. In the event that GMAC determines that unauthorized copies of the software or additional content are in use, GMAC, without further notice, may immediately disable the use of this software. Upon the termination of this License, you shall cease all use of the GMATPrep Software and additional content, and destroy all copies, full or partial, of the GMATPrep Software and additional content. Sections 3, 5, 6, 7, 8, 9, 10 and 12 of this License shall survive any termination.

5. DISCLAIMER OF WARRANTIES: If you are a customer who is a consumer, you may have legal rights in your country of residence which would prohibit the following limitations from applying to you, and where prohibited they will not apply to you. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT:

5.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, USE OF THE GMATPrep SOFTWARE IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU.

5.2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE GMATPrep SOFTWARE IS PROVIDED "AS IS", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND GMAC HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE GMATPrep SOFTWARE, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS.

5.3. GMAC DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE GMATPrep SOFTWARE, THAT THE FUNCTIONS CONTAINED IN THE GMATPrep SOFTWARE WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE GMATPrep SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT THE GMATPrep SOFTWARE WILL BE COMPATIBLE WITH THIRD PARTY SOFTWARE, OR THAT DEFECTS IN THE GMATPrep SOFTWARE WILL BE CORRECTED.

5.4. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY GMAC OR A GMAC AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SHOULD THE GMATPrep SOFTWARE PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.

6. LIMITATION OF LIABILITY: TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT SHALL GMAC BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, CORRUPTION OR LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE GMATPrep SOFTWARE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF GMAC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU.

7. GOVERNING LAW AND LEGAL PROCEEDINGS.  This License will be governed by and construed in accordance with the laws of the Commonwealth of Virginia, excluding its conflict of laws principles.  This License shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. If for any reason a court of competent jurisdiction finds any provision or any portion thereof of the License to be unenforceable the remainder of this License shall remain in full force and effect.  Any dispute arising out of or relating to this License or the GMATPrep Software shall be brought exclusively in a court of competent jurisdiction located in the Commonwealth of Virginia.  

8. EXPORT CONTROL. You may not export or re-export the GMATPrep Software except as authorized by United States law and the laws of the jurisdiction in which the GMATPrep Software was obtained.

9. GOVERNMENT END USERS. The GMATPrep Software are "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.

10. INFORMATION COLLECTION AND USE:  This License covers information collected through your download or use of the GMATPrep Software. By agreeing to this License, you also agree to the Privacy Policy on mba.com, which can be found at http://www.mba.com/privacy. Statistics are collected from all users who download GMATPrep and additional question and exam packs. This information includes, but is not limited to information about your installation of the GMATPrep software (e.g., installation time, accommodation used, platform, version number, etc.), how you use the application (e.g., session ID, event log, session flow and navigation, error log, etc.), and performance on practice GMAT exam questions (e.g., Exam ID, questions, answers, time to answer, exam score, etc.). When you log in and use GMATPrep, your personal information is shared with GMAC, and your use of the GMATPrep Software is compared with your performance on the GMAT exam. By comparing the two, GMAC is able to improve the GMATPrep Software to assist with study efforts and better predict performance on the exam. GMAC may also contact you regarding updates to the GMATPrep Software.

11. DATA SHARING: Without your express permission, GMAC will not disclose or release your information to anyone other than the below, unless required by law to comply with requirements in a judicial or other governmental proceeding or in instances where GMAC determines that it is necessary in order to detect or prevent fraud or other unlawful activity: GMAC key service providers listed in the mba.com privacy policy, as well as the GMATPrep Software development partner: EastBanc Technologies, LLC.

12. GENERAL:  This License constitutes the entire agreement between you and GMAC relating to the GMATPrep Software and supersedes all prior or contemporaneous understandings regarding the GMATPrep Software and this License. No amendment to or modification of this License will be binding unless it is in writing and signed by GMAC. In the event of a dispute between the English and any non-English versions, the English version of this License shall govern, to the extent not prohibited by local law in your jurisdiction.

13. CUSTOMER SERVICE/QUESTIONS/FAQs

Version 2.3

Technical Support

E-mail: gmatprep@mba.com

Telephone - available Monday through Friday, English language support only:

     +1 (866) 739-0238 (toll-free within the U.S and Canada only)

     +1 (703) 668-9602

Developed and distributed in the U.S.A.

GMAC(R), GMAT(R), GMATPrep(R), Graduate Management Admission Council(R), and Graduate Management Admission Test(R) are trademarks of the Graduate Management Admission Council- in the United States and other countries. Pearson, VUE, and the Pearson VUE logo are trademarks in the U.S. and/or other countries of Pearson Education, Inc. or its affiliate(s).

(c)2002-2014, Graduate Management Admission Council(R) (GMAC(R)). All rights reserved.

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