OMF Job and Competency Analysis Software

OMF Job and Competency Analysis System Software Order

This order form is for ordering the OMF Job and Competency Analysis System, Standard Site and Enterprise Licensing options. The OMF Job and Competency Analysis System uses the latest Adobe Acrobat Professional Java Based Form Technology and is fully compatible with all systems that support Adobe Acrobat Professional v9 and higher. Please visit the OMF Job and Competency Analysis System site page for more information. Prices listed below are effective as of December 1, 2017 and are subject to change without notice. Free Lifetime Software Support is included.

Proprietary Materials / Non Disclosure and License Agreement

AGREEMENT ("Agreement") is  hereby  entered into between Clayton Wallis
("Owner") and  Licensee  ("Customer") on the following terms and conditions:

1.   License to Software Products.  (a) Scope of Use. In consideration of
Customer's  payment of the License Fee with respect to the "Software Products"
described on the Product Schedule attached hereto, Customer is granted a
paid-up, nonexclusive license ("License") in object code form.  In the case of
Single User/Work Station products the Customer may use one (1) copy of each
Software Product on the single non-server CPU on which each Software Product is
originally installed.  In the case of non-multi-user and multi-user server
based products, the Customer may install the Software product on a single
server CPU and allow simultaneous usage up to the user limit associated with
the product. The software may be relocated to another single CPU of Customer,
provided no more than the associated number of copies with the order are
installed or used at any one time.  Customer may make one (1) copy of the
Software Products for archival purposes only.  This License shall continue for
the duration of the Term, as defined in Subsection (c) ("Term, Termination").

(b)  License Not Transferable.  Neither this License, nor any rights hereunder,
may be transferred, assigned or sublicensed in whole or in part without Owner's
prior written consent and any attempt to the contrary shall be void and of no
legal effect.  (c)  Term, Termination.  The term of this Agreement and the
License ("Term") shall commence on the date last below written and shall
continue in full force and effect in perpetuity, unless terminated earlier as
provided herein.  Owner may terminate the Agreement and the License if (i)
Customer fails to pay any amount due hereunder or otherwise materially breaches
any provision hereof and fails to correct such breach or commence corrective
action reasonably acceptable to Owner within ten (10) days after being
notified of such breach; (ii)  Customer becomes insolvent, makes an assignment
for the benefit  of creditors, a receiver is appointed or a petition for
Bankruptcy is filed with respect to Customer and such proceeding is not
dismissed within thirty (30) days.  Termination shall have no effect on the
parties' rights and obligations under Section 6 ("Confidential Information").
Upon termination, Customer shall return or destroy the original and all copies
of the Software Products and shall cease all further use thereof.

2.   Installation Services.  Customer is responsible for installation of all
Software  Products.  Installation services will be provided under a signed
amendment to this Agreement and in consideration for an Installation Fee (or
other pricing arrangement) agreed to by the parties.

3.   Support Services.  This Agreement does not provide for any ongoing
software maintenance  or "Support Services" beyond Owner's warranty obligations
set forth in Section 7 ("Warranties").

4. Training.  This Agreement does not provide for any Training or other
Consulting Services with respect to the use and operation of the Software
Products.  Training Services will be provided under a signed amendment to this
Agreement and in consideration for a Training Fee (or other pricing
arrangement) reasonably acceptable to both parties.

5.   Invoices, Payment and Late Charges.  Customer shall pay the License Fee
and any optional Annual Update Fee upon execution of this Agreement.

6.   Confidential Information.  (a) Acknowledgment of Confidentiality.
Customer hereby acknowledges that the Software Products (including
documentation, source code(if provided under separate agreement), translations,
compilations, partial copies, and derivative works) contain proprietary and
confidential information belonging exclusively to Owner ("Confidential
Information").  Confidential Information does not include (i) information
already known or independently developed by the Customer; (ii) information in
the public domain through no wrongful act of the Customer, or (iii) information
received by the Customer from a third party who was free to disclose it.

(b) Covenant Not to Disclose. With  respect to the Confidential Information,
the Customer hereby agrees that during the Term and at all times thereafter it
shall not misappropriate such Confidential Information or disclose it to any
person or entity and shall use at least the same degree of care in safeguarding
the Confidential Information as it uses in safeguarding its own confidential
information.  Consultant Edition licensees are permitted to store client data
in the database and to distribute standard or custom reports to support clients
as needed.  Any Software Product provided in source code form shall be strictly
safeguarded by Customer; if provided in object code form, Customer shall not
alter, modify, disassemble, decompile, reverse engineer or otherwise manipulate
the Software Product so as to discover the underlying design, logic or source
code thereto.  Customer may not alter or remove from any  Software Product or
associated Documentation any proprietary, copyright, trademark or trade secret
legend.

(c)  Injunctive  Relief.  Customer acknowledges that violation of the
provisions of this Section would cause irreparable harm to Owner not adequately
compensable by monetary damages.  In addition to other relief, it is agreed
that injunctive relief shall be available to prevent any actual or threatened
violation of such provisions.

7. Limited Warranty. (a) Owner does not warrant that the functions contained
in the software products will meet business or personal requirements of the
Customer or that the operation of the software will be entirely error free or
appear precisely as described in the documentation.  The Owner represents and
warrants during the Warranty Period (30 days after delivery) only that it will
use its "best reasonable efforts" to provide Software Products that operate
substantially in accordance with its then current Documentation; provided, that
(i) the applicable Software Product is installed, implemented and operated in
accordance with all written instructions supplied by Owner; (ii) Customer
notifies Owner of such defect within ten (10) calendar days after the
appearance thereof; (iii) Customer has properly installed all Updates and paid
all applicable License Fees and Annual Update Fees, and has installed all
updates recommended by Owner with respect to any other equipment or software
that materially affects the performance of the Software Products; (iv) Customer
has properly maintained all associated equipment, software and environmental
conditions in accordance with applicable specifications and industry standards;
(v) Customer has not introduced other equipment or software creating an adverse
impact on the Software Products; (vi) Customer has paid all amounts due
hereunder and is not in default of any provision of this Agreement, and (vii)
Customer has made no changes (nor permitted any change to be made other than by
or with the express approval of Owner) to the Software Product source code.
any unauthorized changes to software product source code will void the warranty
provided under this subsection.  If Owner is required to make an on-site visit
to address problems covered by warranty, the associated standard labor rates
and out-of-pocket travel costs shall be paid by Customer.

(b)Warranty Disclaimer. except as specifically  provided in this section
("warranties") the owner hereby disclaims with respect to all services,
software products, updates or other "deliverables" provided hereunder, all
express and implied warranties, including any implied warranties of
merchantability, title or fitness for a particular purpose. customer represents
and warrants that none of the software products, updates or other deliverables
provided hereunder constitute "consumer products". (c)
disclaimer regarding governmental laws & regulations. the parties hereby agree
that, to the extent any deliverable hereunder is used for the purpose of
generating output used in complying with governmental laws and regulations
(including tax laws and regulations), the customer shall assume all
responsibility for having the deliverables thoroughly tested by qualified
professionals to ensure the output is accurate and complete.

8.   Limitation of Remedies & Liabilities.  The parties acknowledge that the
following provisions have been negotiated by them and reflect a fair allocation
of risk: (a) Remedies.  Except for certain injunctive relief authorized under
Section 6 hereof ("Confidential Information"), Customer's sole and exclusive
remedies for Owner's default hereunder shall be (i) to obtain the repair,
replacement or correction of the Software Product to the extent covered by any
applicable warranty under Section 7 ("Warranty").  Owner has no responsibility
for, nor are any warranties provided for any bundled or underlying fourth
generation language, graphics or other software not produced by the Owner.  In
no event shall the Owner be responsible for refund of any moneys paid for
any product(s) or services whether supplied directly or indirectly to the 
customer.

Customer agrees that warranty is strictly limited to replacement of defective 
software CDs and/or to acquisition of available software service/update packs 
due to the proprietary nature, functions, features and salary survey and other 
proprietary database(s) included.  

 (b)  Liabilities.  except for damages  arising from bodily injury caused
solely by the negligence of owner, owner shall not be liable for anythning
other than those remedies listed in section 8.(a) above.  in no event shall
owner be liable, whether in contract, tort (including negligence) or otherwise,
for any indirect, incidental or consequential damages (including lost profit or
business interruption even if owner is notified in advance of such possibility)
arising out of or pertaining to the subject matter of this agreement.

12.  Compliance with Export Regulations. Unless otherwise specified in the
Product Schedule, the Software Products are intended strictly for domestic use
in the United  States. If transnational licensing is anticipated, and except as
otherwise specified in the Product Schedule, the Customer shall (with the
timely cooperation of Owner) obtain all necessary or  appropriate licenses,
permits or other governmental authorizations or approvals.  Each party shall
indemnify and hold the other harmless from, and bear all expense of, complying
with their respective country's laws, regulations or requirements pertaining to
the importation, exportation, or use of the technology to be provided herein.
Neither party shall take any action, nor omit to take any required action,
which would cause the other party to violate the Foreign Corrupt Practices Act
of 1977 or the U.S. Export Administration Regulations.

12. Proprietary Materials. Customer agrees that Software may be installed on 
one primary personal computer and one backup/alternate personal computer only. 
Customer understands that CompExec, CompBuilder, CompGeo, OMF Market Factor Job 
Evaluation and OMF Job and Competency Analysis Software is licensed and 
not sold on a non disclosure basis only.  Customer agrees not to disclose 
any proprietary or confidential material, and agrees not to copy the 
software or documentation or to attempt to reverse engineer the software.  
Customer agrees that use of the software is subject to the terms of the 
standard license agreement shipped with the software.  

13.  Miscellaneous. This document in conjuntion with the DISCLAIMER section
of the documentation shall constitute the entire agreement between the parties
with respect to the subject  matter hereof and supersedes all other
communications, whether written or oral.  This Agreement may be modified or
amended only by a writing signed by the party against whom enforcement is
sought. Except as specifically permitted herein, neither this Agreement nor any
rights or obligations hereunder may be transferred or assigned without the
other party's prior written consent and any attempt to the contrary shall be
void.  Neither party shall be liable for delays caused by events beyond its
reasonable control.  Any provision hereof found by a court of competent
jurisdiction to be illegal or unenforceable shall be automatically conformed to
the minimum requirements of law and all other provisions shall remain in full
force and effect.  Waiver of any provision hereof in one instance shall not
preclude enforcement thereof on future occasions.  Headings are for reference
purposes only and have no substantive effect.

Customer Agrees with the Proprietary Materials/Non Disclosure and Licensing Terms above

OMF Job and Competency Analysis System Software Order Options

All OMF Job and Competency Analysis Software Licenses include Free Lifetime Support (via Web/e-mail).

Software Description

License Quantity

OMF Job and Competency Analysis System - Standard Single Work Station Professional License

Modern Job and Competency Analysis
Critical And Essential Domain/Competency Linking
Competency Profile Development
Behavioral Based Performance Standards
Single Workstation Professional License.

Web Download

$295
Note: Download Instructions normally provided within one to three business days after order verified.

OMF Job and Competency Analysis System - Enterprise Professional Site License.

Modern Job and Competency Analysis
Critical And Essential Domain/Competency Linking
Competency Profile Development
Behavioral Based Performance Standards
Enterprise Wide Professional Site License.

Web Download

$1,295
Note: Download Instructions normally provided within one to three business days after order verified.

All International Orders fulfilled by electronic distribution are done so in accordance with current U.S. Department of Commerce Office of Export Services Rules, Regulations and Restrictions.

Copyright © 1995 - 2023 International Compensation Technologies and The Clayton Wallis Company.
All Rights Reserved World Wide ictcw.com
Member, WorldatWork - Formerly American and Canadian Compensation Associations (ACA/CCA)

ICT/Clayton Wallis

OMF Job and Competency Analysis System Software Order