End User License Agreement

Green Energy Compass End User License Agreement

PLEASE READ THIS END USER LICENSE AGREEMENT CAREFULLY. BY USING THE SOFTWARE YOU INDICATE ACCEPTANCE OF AND AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT USE THE SOFTWARE.

This End User License Agreement is made by and between Performance Systems Development ("PSD"), located at 124 Brindley St, Ithaca, NY 14850 and you, as a Green Energy Compass user.

General Terms And Conditions

PSD has developed Green Energy Compass including modifications, enhancements, improvements, updates, additions, derivative works, documentation and related material.

You have been provided with a user account, providing access to Green Energy Compass.

NOW, THEREFORE, in consideration of the mutual covenants and premises herein contained, the parties hereto agree as follows:

I. Each user of Green Energy Compass will have a unique User ID and Password, which is intended for that individual's use only and may not be shared with other users. As an individual user of our web sites, you are required to abide by this policy and not share your user ID and password with other users. If you are also an administrator of a Home Energy Improvement or Weatherization Program, you are required to abide by this policy, and inform affiliated users of the same.

II. Users agree that Green Energy Compass is the sole property of PSD. PSD will retain all rights, titles and interests to any enhancements and all property rights therein including without limitation all patent, copyright, trade secret, mask work, trademark, moral right or other intellectual property rights. Users will not modify, reuse, disassemble, decompile, reverse engineer or otherwise translate Green Energy Compass or any portion thereof except to the extent the foregoing restriction is expressly prohibited by applicable law. You may not modify, or create derivative works based upon the Software in whole or in part. Users may not rent, lease, or loan the Software. You may not reverse engineer, decompile, or disassemble the Software.

III. Users acknowledge that Green Energy Compass may contain software bugs, omissions, typographical, or other errors, and that PSD has the right, but not the obligation, to make improvements and changes to Green Energy Compass as PSD deems necessary. When PSD makes these changes, it may do so without providing notice to you or assuming any liability to you.

IV. PSD disclaims any warranties that the operation of Green Energy Compass will be interruption free (we do not guarantee that the availability of our web servers or that access to them will be interruption free) or error free.

V. Green Energy Compass is a benchmarking tool intended for use in evaluating energy use in buildings. Its underlying assumptions are outlined in the User’s Manual, and should be fully reviewed. The capabilities of the software tool should be clearly understood when analyzing situations in which decisions are to be made regarding investments in energy conservation or building performance, and the software should only be applied along with the judgment of a professional trained in the energy field. Performance Systems Development has developed and tested the software using generally accepted engineering principles. However, Performance Systems Development accepts no responsibility for assumptions made in applying the program, or in any default values provided with the program. Results should be checked carefully, for realism, against utility bills, and on the basis of experience in the energy field. Furthermore, because energy savings ultimately depend on human behavior, the weather, and many other factors, Performance Systems Development does not guarantee cost savings associated with the use of the Green Energy Compass software. Performance Systems Development shall in no event be liable should actual energy savings and performance vary from projected savings or performance.

VI. This License Agreement shall be governed, construed and enforced in accordance with the laws of the United States of America and of the State of New York. Any notice required by this Agreement shall be given by prepaid, first class, certified mail, return receipt requested to above address or such other address as may be given from time to time under the terms of this notice provision. No agreements altering or supplementing the terms hereof may be made except by means of a written document signed by the duly authorized representatives of the parties.

Green Energy Compass users shall comply with all applicable federal, state and local laws, regulations, and ordinances in connection with its activities pursuant to this Agreement.

Failure of PSD to enforce a right under this Agreement shall not act as a waiver of that right or the ability to later assert that right relative to the particular situation involved.

If any provision of this Agreement shall be found by a court to be void, invalid or unenforceable, the same shall be reformed to comply with applicable law or stricken if not so conformable, so as not to affect the validity or enforceability of this Agreement.

VII. U.S. Government-Restricted Rights. The Software and accompanying documentation are deemed to be "commercial computer Software" and "commercial computer Software documentation," respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212, as applicable. Any use, modification, reproduction release, performance, display or disclosure of the Software and accompanying documentation by the U.S. Government shall be governed solely by the terms of this Agreement and shall be prohibited except to the extent expressly permitted by the terms of this Agreement.

VIII. Export Restrictions. You may not download, export, or re-export the Software in violation of any United States export law or regulation, or (a) into, or to a national or resident of any country to which the United States has embargoed goods, or (b) to anyone on the United States Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By using the Software, you are representing and warranting that you are not located in, under the control of, or a national or resident of any such country or on any such list.

IX. Termination. Without prejudice to any other rights, PSD may terminate this EULA if YOU fail to comply with the terms and conditions of this EULA. PSD may terminate this EULA by offering YOU a superseding EULA for the SOFTWARE or any replacement or modified version of or upgrade to the SOFTWARE and conditioning your continued use of the SOFTWARE or such replacement, modified or upgraded version on your acceptance of such superseding EULA. In addition, PSD may terminate this EULA by notifying YOU that your continued use of the SOFTWARE is prohibited. In the event that PSDterminates this EULA, YOU must immediately stop using the SOFTWARE and destroy all copies of the SOFTWARE and all of its component parts in your possession.