SOFTWARE LICENSE AGREEMENT 1. 1 INTRODUCTION 1.1. This Licence Agreement (“Agreement”) is an agreement between you(Licensee) and Inovista Ltd(Licensor), whose business address is 4 Brandon Rd.,Kings Cross, London N7 9AA, United Kingdom. WHEREAS Licensor is the sole owner of all rights, title, and interest in and to the proprietary software product known as Inovista Components , as well as any and all related documentation, user manuals, and related material (collectively, Licensed Documentation). Please read these terms and conditions carefully before downloading or installing any software and applicable documentation as they contain important information about your rights and obligations. It governs your use of the software ("the Software") supplied to you by Inovista Ltd. and related documentation 1.2. By downloading, installing or otherwise using the Software you agree to be legally bound by this Licence Agreement as it may be modified and posted on our website from time to time. 1.3. If you do not wish to be bound by this Agreement, then you may not download or use the Software. 2. LICENCE 2.1. End-User PC Licence: 2.2. With a single End-User PC Licence you may install and use one copy of the Software on a single computer. You may not share the licence between different computers, nor install it on a server based computer, nor use the Software on more than one computer at the same time. As a special exception, the primary user of the Software may make a second copy for his or her exclusive use on either a home or portable computer. 2.3. In addition to the above, if you have bought a licence for a number of concurrent users you may install the Software on any number of computers at one single physical (geographical) location notified to Inovista provided it is used on no more computers than that number of licensed users at any one time. 2.4. 2.1.5 Site Licence: You may install and use the Software on any number of computers or terminals located at the single physical (geographical) location notified to and agreed by Inovista. 3. PAYMENTS 3.1. In consideration of the rights granted hereunder, Licensee shall pay to Licensor for each single license the fee specified on Licensor’s web site. Licensor reserves the right to change this single license fee at any time at its sole discretion. 4. TRAINING 4.1. Licensor shall provide no training as part of this Agreement. 4. RESTRICTIONS ON USE 4.1.1. You may make a reasonable number of copies of the Software solely for backup and recovery purposes. Any such copies shall in all respects be subject to the terms and conditions of this Agreement. 4.1.2. You shall not make copies of the Software additional to those expressly permitted in this Licence Agreement. 4.1.3. You shall not copy any written documentation accompanying the Software. 4.1.4. You shall not remove or obscure any copyright and trademark notices or other proprietary notices relating to the Software. All notices must be duplicated as it appears on the Software on all authorised copies. 4.1.5. You shall not reverse engineer, decompile or disassemble the Software except to the extent expressly permitted by any applicable local laws which may over-rule this restriction. 4.1.6. You may not rent or lease the Software but you may transfer the Software and accompanying documentation on a permanent basis provided that (i) you retain no copies and (ii) the recipient agrees to the terms of the Licence Agreement you are transferring and (iii) you notify Inovista of the transfer in writing. 4.1.7. You shall not use the Software in any way other than in a manner specifically licensed under this Agreement. 5. INTELLECTUAL PROPERTY RIGHTS 5.1. The copyright, patents, trade marks and all other intellectual property rights in the Software and related documentation are owned by and remain the property of Inovista or its suppliers and are protected by national laws and international treaty provisions. You do not obtain any rights in the Software other than those expressly granted in this Agreement. 6. TERMINATION 6.1. This Agreement is effective until terminated. This Agreement will terminate automatically if you fail to comply with any provision of this Agreement. Upon notice of termination from Inovista you shall destroy the documentation and all copies of the Software promptly. 7. WARRANTY 7.1. Licensor warrants that the Licensed Software will conform to the performance standards and specifications set forth in the Licensed Documentation if the Licensed Software is properly installed and used in an appropriate operating environment. This warranty extents only to the degree that, if Licensee documents in writing a malfunction of the Licensed Software, Licensor will make commercially reasonable efforts to correct the malfunction. Licensor does not warrant that the functions contained in the Licensed Software will meet Licensee’s requirements or will operate in the combination that Licensee selects for use, or that the operation of the Licensed Software will be uninterrupted or error free, or that all defects in the Licensed Software will be corrected by Licensor. Licensor’s responsibility under this warranty shall be limited to correcting the portion of the Licensed Software that fails to perform substantially in accordance with the said specifications or, at the option of Licensor, refunding the applicable license fees in which event Licensee shall return all copies of the Licensed Software and related Documentation or destroy that which is not returned. Licensor shall have no liability under the foregoing warranty if (a) Licensee decompiles, reverse engineers, or modifies the Licensed Software without Licensor’s prior written consent, (b) Licensee fails to give Licensor written notice of the claimed breach of warranty, or (c) the failure to perform is caused in whole or in part by persons other than Licensor or by products, equipment, or computer programs not furnished by Licensor. EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED IN THIS SECTION, LICENSOR MAKES NO OTHER WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Except as otherwise provided in this section Licensee takes this software “as is.” 8. LIMITATION OF LIABILITY 8.1. Nothing in this Agreement shall limit Inovista’s liability for: 8.1.1. fraud or other criminal act; 8.1.2. personal injury or death caused by our negligence; 8.1.3. any other liability that cannot be excluded by law. 8.2. Inovista accepts no liability for any indirect or consequential loss or damage, or for any loss of data, profit, revenue, anticipated savings or business, however caused and even if foreseeable or made known to Inovista. 8.3. Except as provided in clause 8.1, Inovista’s maximum liability to you for any cause whatsoever will be limited to the amount paid for the Software. 9 SEVERABILITY If a Court or other competent authority decides that any provision of this Agreement is void or otherwise ineffective in whole or in part then any other part and the other terms and conditions of this Agreement shall continue in full force and effect. 10 THIRD PARTY RIGHTS The parties do not intend that any term of this Agreement shall be enforceable solely by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person who is not a party to this Agreement. 11 ENTIRE AGREEMENT This Agreement constitutes the entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all previous agreements, arrangements or undertakings between the parties relating to the subject matter of this Agreement and any representations or warranties previously given or made to it. 12 ASSIGNMENT You may not assign this Agreement nor any of its rights or obligations hereunder nor sub-license the use (in whole or in part) of the Software without Inovista’s prior consent. 13 NOTICES 13.1 All notices shall be given: 13.1.1 to Inovista a email: email@example.com 13.1.2 to you at either the e-mail or postal address you provide during any ordering process. 13.2 Notice will be deemed received when an e-mail is received in full (or else on the next business day if it is received on a weekend or a public holiday in the place of receipt) or 3 days after the date of posting. 14 GOVERNING LAW This Agreement is governed by and interpreted in accordance with English law. Any disputes or claims relating to this Agreement shall be subject to the exclusive jurisdiction of the English Courts.