SIKICH NAVIGATORS END-USER AGREEMENT
  
BEFORE  YOU  CLICK  ON  THE  "I AGREE" BUTTON  TO  USE  THE SIKICH NAVIGATORS (www.Sikich.com) SOFTWARE PROGRAM ACCOMPANYING  THIS LICENSE,  YOU  SHOULD  CAREFULLY  READ  THE FOLLOWING  AGREEMENT.   BY  CLICKING  ON  THE  "I  AGREE"  BUTTON,  YOU INDICATE  YOUR  ACCEPTANCE  OF  THE TERMS OF THIS AGREEMENT.   IF  YOU  DO  NOT  WISH  TO  BE BOUND  BY  THIS  AGREEMENT,  YOU  SHOULD PROMPTLY  EXIT  THIS  SOFTWARE  AND  CONTACT SIKICH LLP OR YOUR MICROSOFT DYNAMICS ERP PARTNER.  
You assume responsibility for the selection of this software program (“program”) to achieve your intended results and for the installation, interaction, use and results obtained from the program.  
SIKICH LLP (www.sikich.com) ("SELLER") grants you a nontransferable license to:  
a. copy the program onto computer workstations attached to your business network and/or file server as it relates to your Microsoft Dynamics ERP registered site name;  
b. use the program on the installed workstations and/or file server;  
c. copy the program for backup purposes in support of your use of the program on the licensed CPU(s).  You must reproduce and include the copyright notice on any copy of the program.  
YOU  MAY  NOT  USE,  COPY OR  MODIFY  THE  PROGRAM  OR  RELATED  MATERIAL  OR ANY  COPY,  MODIFICATION  OR  MERGED  PORTION,  IN  WHOLE  OR  IN  PART,  EXCEPT  AS  EXPRESSLY  PROVIDED  FOR  IN  THIS  LICENSE.  IF  YOU  TRANSFER  POSSESSION  OF  ANY  COPY OF  THE  PROGRAM  OR  RELATED  MATERIAL  TO  ANOTHER  PARTY,  THIS  LICENSE  IS  AUTOMATICALLY  TERMINATED.  
This license is effective upon clicking the "I AGREE" button that appears before this program can be used and also applies to any additional programs you may receive from SELLER.  You may terminate it at any time by destroying the program and the related material together with all copies, modifications, and merged portions in any form.  Termination of this license does not entitle you to a refund.  This license will also terminate upon conditions set forth elsewhere in this Agreement or if you fail to comply with any term or condition of this Agreement.  You agree upon such termination to destroy the program together with all copies, modifications and merged portions in any form, and to provide SELLER with written certification of destruction upon request.  By accepting this license, you acknowledge that the program and back-up copies are protected by copyright and trade secret law, as well as other intellectual property laws and treaties, and that they contain valuable confidential information, and you agree to use reasonable best efforts to protect them from unauthorized reproduction, distribution, disclosure and use.  You may not use or disclose the program except as provided herein, and you may not reverse engineer, decompile, disassemble, create derivative works, sublicense or lease the program or use the program in a service bureau environment.  
THE  PROGRAM  AND  RELATED MATERIAL  IS  PROVIDED  "AS  IS" AND SELLER SPECIFICALLY DISCLAIMS  ANY  EXPRESS  OR  IMPLIED WARRANTIES,  INCLUDING WITHOUT LIMITATION, ANY  WARRANTY  OF MERCHANTABILITY, FITNESS  FOR  A PARTICULAR  PURPOSE OR NONINFRINGEMENT.   YOU  ASSUME  THE ENTIRE  RISK  AS  TO  THE  QUALITY  AND PERFORMANCE  OF  THE PROGRAM.   SHOULD THE  PROGRAM  PROVE  DEFECTIVE,  YOU  ASSUME  THE  ENTIRE  COST  OF  ALL  NECESSARY  SERVICING,  REPAIR  OR  CORRECTION.  
IN  NO  EVENT  WILL  SELLER  BE  LIABLE FOR  ANY  PROBLEMS  ENCOUNTERED  DUE  TO  MODIFICATIONS  OF  THE PROGRAM.  
SELLER may offer telephone and e-mail support services only through an authorized SELLERregistered Microsoft Dynamics ERP partner.  The details of this service and support have been provided to those partners.  SELLER is not obligated or required to provide support services directly to end users of the program.    
SELLER may, from time to time, revise or update the program and/or related material and, in so doing, incurs no obligation to furnish such revisions or updates to you, unless you separately purchase updates through SELLER’s enhancement plan maintenance which is billed and invoiced through your Microsoft Dynamics ERP partner.  You MUST be current on your enhancement plan with SELLER to receive updates.    
SELLER's entire liability and your exclusive remedy shall be limited to the replacement of any program not operating according to SELLER's specifications.  
IN  NO  EVENT  WILL  SELLER OR ITS AFFILIATES, PARTNERS OR EMPLOYEES BE  LIABLE  TO YOU  FOR  ANY  EXPENSES, COSTS, DAMAGES OR LOSSES,  INCLUDING WITHOUT LIMITATION, ANY LOST  PROFITS,  LOST  SAVINGS, INDIRECT, SPECIAL, PUNITIVE  OR  OTHER INCIDENTAL  OR  CONSEQUENTIAL  DAMAGES AND ATTORNEY FEES ARISING  OUT  OF  THE PROGRAM OR THE  USE  OR  INABILITY  TO USE  THE  PROGRAM  EVEN  IF  SELLER  HAS BEEN  ADVISED  OF  THE  POSSIBILITY  OF  SUCH DAMAGES OR OF  ANY  CLAIM ASSOCIATED WITH ANY THIRD PARTY CLAIM, THREAT OR PROCEEDING RELATING TO YOUR USE OF THE PROGRAM UNDER THIS AGREEMENT.  
You may not sublicense, assign or transfer this license, the program or the related materials, and any attempt to do so is void.    
If the program is labelled as an upgrade, you must be properly licensed to use a product identified by SELLER as being eligible for the upgrade. A program labelled as an upgrade replaces and/or supplements the product that formed your eligibility for the upgrade. You may use the resulting updated program only in accordance with the terms of this Agreement.  
YOU ACKNOWLEDGE THAT YOU OWN ALL APPROPRIATE MICROSOFT DYNAMICS ERP LICENSES TO INTEGRATE DATA INTO THE MICROSOFT DYNAMICS DATABASE, INCLUDING BUT NOT LIMITED TO FULL USE CONCURRENT MICROSOFT DYNAMICS ERP LICENSES, MICROSOFT SQL LICENSES OR LIMITED DYNAMICS USER LICENSES   SELLER DOES NOT PROVIDE THESE LICENSES WITH THE PURCHASE OF SELLER’S PROGRAM.  
This Agreement is governed by the laws of the State of Illinois, and any claims arising hereunder shall be litigated in DuPage County, Illinois.  This Agreement is for a license of intellectual property and not for the sale of goods (even though some tangible items may be provided) and is not governed by the Uniform Commercial Code.  
This Agreement is effective from the date upon which you click the “I AGREE” button until terminated in writing. This Agreement will also terminate immediately and without additional notice in the event you breach this Agreement and/or fail to comply with any term or condition of this Agreement.  
 
YOU  ACKNOWLEDGE  THAT  YOU  HAVE  READ THIS  AGREEMENT,  UNDERSTAND  IT  AND AGREE  TO  BE  BOUND  BY  ITS  TERMS  AND CONDITIONS.   YOU  FURTHER  AGREE  THAT  IT IS  THE  COMPLETE  AND  EXCLUSIVE  STATEMENT  OF  THE  AGREEMENT  BETWEEN  US  WHICH  SUPERSEDES  ANY  PROPOSAL  OR PRIOR  AGREEMENTS,  ORAL  OR  WRITTEN,  AND  ANY  OTHER  COMMUNICATIONS  BETWEEN  US  RELATING  TO  THE  LICENSING  OF  SOFTWARE FROM  SELLER.