SOFTWARE LICENSE AGREEMENT


ATTENTION: PLEASE READ THIS DOCUMENT CAREFULLY BEFORE USING THIS SOFTWARE.  THE INDIVIDUAL OR ENTITY USING THIS SOFTWARE (THE "END USER") AGREES TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT INSTALL AND/OR USE THE SOFTWARE.


1. 	License.
	The enclosed computer program(s) and the accompanying documentation (both “Software”) are provided to the End User by H View Labs, Inc. ("Licensor") for use only under the following terms. Licensor reserves any right not expressly granted to the End user. The End User owns the disk on which the Software is recorded, but Licensor retains ownership of all copies of the Software itself. License granted to End User confers no title or ownership in the SOFTWARE and should not be construed as a sale of any right in the SOFTWARE. This Software is protected by copyright laws. End User acknowledges that no title to the intellectual property in the SOFTWARE is transferred to it.  End User further acknowledges that title and full ownership rights to the SOFTWARE will remain the exclusive property of Licensor and End User will not acquire any rights to the SOFTWARE except as expressly set forth in this license.

	When the End User first obtains a copy of the Software, it comes as a trial (evaluation) version with limitations of the ability of the user to distribute applications created with the Software. The End User is expected to use the trial version of the SOFTWARE on its system and to thoroughly evaluate its usefulness and functionality before making a purchase. This "Try before You Buy" approach is the ultimate guarantee that the Software will perform to the End User's satisfaction; therefore, the End User understands and agrees that THERE IS NO REFUND POLICY FOR ANY PURCHASE of the Software. If/when the End User has finished the evaluation period and wants to eliminate the limitations imposed by the trial version of the Software, it must pay for the full (registered) version of the Software according to the terms and prices effective at the time of purchase. The full (registered) version of the Software consists of the trial version and a Software key.
	The SOFTWARE requires a software key code. End User acknowledges that the SOFTWARE will not be fully functional without a certain, unique software key code. This software key code will be furnished to End User by Licensor and End User agrees that such software key code is to be used solely with the SOFTWARE for which it is provided. UNDER NO CIRCUMSTANCE IS END-USER ALLOWED TO TRANSFER THE SOFTWARE KEY TO ANOTHER PARTY. When the SOFTWARE and all rights under this License are transferred to another party End User must destroy all copies of his software key. A new software key will be furnished to transferee by Licensor upon the written notice of the transfer set forth below.

	End User is granted a limited, non exclusive license to do only the following:

	A.	Install and maintain the full (registered) version of the Software on only one computer at any time for use only in the End User's own business. 

	B.	 Make one copy in machine readable form solely for backup or archival purposes for the computer which the Software is installed. The Software is protected by copyright law. As an express condition of this License, the End User must reproduce on the backup copy Licensor's copyright notice and any other proprietary legends on the original copy supplied by Licensor.

	C.	Transfer the Software and all rights under this License to another party together with a copy of this License and all written materials accompanying the Software, provided (i) the End User gives Licensor written notice of the transfer (including in such notice the identity of the transferee), (ii) the other party reads and agrees to accept the terms and conditions of this License by written notice to Licensor.

	D.	Distribute applications created with copies of the SOFTWARE that have been validly licensed, provided (before distributing the application) either: (i) the End User verifies that the recipient has a valid license of the SOFTWARE for each computer on which the application will be used or (ii) the End User obtains separate licenses of the SOFTWARE for the recipient in the recipient's name for each computer on which the application will be used. 


2.	 Restrictions.
	The End-User may NOT reverse engineer, sublicense, assign, distribute copies to or authorize all or a portion of the Software to be copied by others, export, re-export, download, or ship the SOFTWARE in violation of the laws and regulations of the applicable jurisdiction in which you use or are downloading the SOFTWARE. Under no circumstance is “floating” or shared use permitted under this Agreement. The Software contains trade secrets.

3.	 Protection and Security.
	The End User agrees to use its best efforts and to take all reasonable steps to safeguard the Software to ensure that no unauthorized person shall have access thereto and that no unauthorized copy, publication, disclosure or distribution in whole or in part, in any form, shall be made. The End User acknowledges that the Software contains valuable confidential information and trade secrets and that unauthorized use and/or copying are harmful to Licensor.

4.	 Termination.
	This License is effective until terminated. This License will terminate immediately without notice from Licensor if the End User fails to comply with any of its provisions. Upon termination the End User must destroy the Software and all copies thereof, and the End User may terminate this License at any time by doing so.


5.	 NO OTHER WARRANTIES.
	LICENSOR DOES NOT WARRANT THAT THE SOFTWARE IS ERROR FREE. LICENSOR DISCLAIMS ALL OTHER WARRANTIES WITH RESPECT TO THE SOFTWARE, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT OF THIRD PARTY RIGHTS.  SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.  THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. 

6. 	SEVERABILITY.
	In the event of invalidity of any provision of this license, the parties agree that such invalidity shall not affect the validity of the remaining portions of this license.  	

7. 	NO LIABILITY FOR CONSEQUENTIAL DAMAGES.
	IN NO EVENT SHALL LICENSOR OR HIS SUPPLIERS BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL OR INDIRECT DAMAGES OF ANY KIND ARISING OUT OF THE DELIVERY, PERFORMANCE OR USE OF THE SOFTWARE, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL LICENSOR'S LIABILITY FOR ANY CLAIM, WHETHER IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY, EXCEED THE LICENSE FEE PAID BY END USER, IF ANY

8.	 Enhancements.
	From time to time Licensor may, in its sole discretion, advise the End User of updates, upgrades, enhancements or improvements to the Software and/or new releases of the Software (collectively, "Enhancements"), and may license the End User to use such Enhancements upon payment of prices as may be established by Licensor from time to time. All such Enhancements to the Software provided to the End User shall also be governed by the terms of this License. IN ORDER FOR THE END USER TO BE ASSURED THAT IT WILL BE ADVISED OF AND LICENSED TO USE ANY ENHANCEMENTS TO THE SOFTWARE, THE END USER MUST NOTIFY LICENSOR IN WRITING OF ITS ACCEPTANCE OF THIS LICENSE AND ITS NAME AND CURRENT ADDRESS. 

9.	 General.
	This License will be governed by and construed in accordance with the laws of the Republic of Dominica, and shall inure to the benefit of Licensor and End User and their successors, assigns and legal representatives. The End-User agrees that any action relating to this License shall be instituted and prosecuted only in the courts of competent jurisdiction of the Republic of Dominica.  If any provision of this License is held by a court of competent jurisdiction to be invalid or unenforceable to any extent under applicable law, that provision will be enforced to the maximum extent permissible, and the remaining provisions of this License will remain in full force and effect. Any notices or other communications to be sent to Licensor must be mailed, postage prepaid, to the following address: H View Labs, Inc., 9 Tanbark Circuit,Suite 2050, Werrington Downs, NSW 2747, Australia.

	This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof, and all prior proposals, agreements, representations, statements and undertakings are hereby expressly cancelled and superseded. This Agreement may not be changed or amended except by a written instrument executed by a duly authorized officer of Licensor.

10.	 Acknowledgment.
	BY INSTALLING THE SOFTWARE, THE END USER ACKNOWLEDGES THAT IT HAS READ THIS LICENSE, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS. Should you have any questions concerning this License, contact Licensor at the address set forth above.

Copyright © 2004 H View Labs, Inc. All Rights Reserved.

