LICENCE AGREEMENT

THIS LICENCE AGREEMENT (“LICENCE AGREEMENT”) IS A LEGAL AGREEMENT BETWEEN YOU AND ADVANCED NETWORK ENGINEERING CONSULTANTS LIMITED (“ANEC”) FOR THIS SOFTWARE PRODUCT. BY INSTALLING OR USING THE SOFTWARE PRODUCT, YOU ARE AGREEING TO BE UNCONDITIONALLY BOUND BY THE TERMS OF THIS AGREEMENT, EVEN IF THE LICENCE AGREEMENT IS DEEMED A MODIFICATION OF ANY PREVIOUS CONTRACT OR AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS LICENCE AGREEMENT, DO NOT CONTINUE WITH THE INSTALLATION AND REMOVE ANY PROGRAM REFERENCES TO IT.

The Software Product is protected by copyright laws and international copyright treaties, as well with other intellectual property laws end treaties.  Title, ownership rights, and intellectual property rights in the Software Product and all derivative works shall remain in ANEC unless otherwise specified in a separate agreement with ANEC. Title and related rights in the content accessed through the Software Product is the property of the applicable content owner and may also be protected by applicable law. This License gives you no rights to such content. If the copy of the Software Product you received was accompanied by a printed or other form of “hard-copy” License Agreement whose terms vary from this Agreement, then the hard-copy License Agreement governs your use of the SOFTWARE. This Agreement represents the complete agreement concerning this license and can only be amended by written agreement with both parties. The Software Product is licensed, not sold.  All rights not specifically granted under the License Agreement are reserved by ANEC.  For purposes of this License Agreement, “Software Product” refers to the computer software and associated media, printed materials, “online” or other electronic documentation, including without limitation any and all executable files, system files, help files, associated screen layouts, web pages and report formats. “Use” means storing, loading whether into temporary memory (i.e. RAM), or into permanent memory (e.g., hard disk, removable media such as CD-ROM, tape or other storage device)), installing, executing or displaying the Software Product. “You” means the company, entity, Affiliate or individual whose funds are used to pay the license fee or who has otherwise acquired the Software Product.

1. GRANT OF LICENSE

Software Product. ANEC grants You the non-exclusive, non-sub licensable, limited license to Use one copy of the Software Product and any accompanying documentation (“DOCUMENTATION”) for your evaluation and trial without warranty.

High Risk Activities

Due to the large variety of potential applications for the Software Product, the Software Product has not been tested in all situations under which it may be Used. ANEC, its Agents or Resellers shall not be liable in any manner whatsoever for adverse results obtained through the Use of the Software Product. You agree that You are solely responsible for determining if the Software Product is appropriate for Your specific needs. You are also responsible for establishing the adequacy of independent procedures for testing the reliability and accuracy of the results in Using the Software Product.

THE SOFTWARE PRODUCT IS A TRIAL VERSION AND IS NOT FAULT-TOLERANT, NOR DESIGNED, MANUFACTURED OR INTENDED FOR USE IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, SUCH AS IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL, DIRECT LIFE SUPPORT MACHINES, OR WEAPONS SYSTEMS, IN WHICH THE FAILURE OF THE SOFTWARE PRODUCT COULD LEAD DIRECTLY TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE (“HIGH RISK ACTIVITIES”). ANEC SPECIFICALLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR HIGH RISK ACTIVITIES.

2. Ownership

The Software Product is provided for your trial and evaluation only and, there is no transfer to You of any title or ownership of the Software Product. You are not entitled to offer for rent, lease, grant a security interest in, or otherwise transfer rights to the Software Product.

3. Use

Documentation. You may not copy printed materials accompanying the Software Product for reasons other than training and reference purposes.

Network Use. The Software Product is licensed for installation on a single network server or networked workstation and You must acquire and dedicate a license for each computer on which the Software Product is installed.

Second Copy. You may not make additional copies of the Software Product however, the primary User of a computer on which the Software Product is installed may make a copy as a disaster recovery contingent and for archiving (with the inclusion of all copyright and other proprietary notices), only as long as You otherwise comply with the terms and conditions of this License Agreement. A license for the Software Product may not be shared or used concurrently on different computers. You must not permit the use of the Software Product without a valid license.

4. Description of Other Rights and Limitations

You acknowledge that the Software Product in source code form remains a confidential trade secret of ANEC and therefore You agree not to reverse engineer, decompile or disassemble the Software Product, or make any attempt to discover the source code to the Software Product, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation. Except as expressly permitted in this license agreement, the Software Product may not be Used, copied, translated, redistributed, retransmitted, published, sold, rented, leased, marketed, sublicensed, pledged, assigned, disposed of, encumbered, transferred, modified, enhanced, whether in whole or in part, nor may You create derivative works from or based on the Software Product. You may not remove any proprietary notices, labels or other marks from the Software Product.

5. Termination

The license agreement is in effect until terminated. You may terminate it at any time by destroying the Software product, supplemental applications provided by ANEC, and all copies You have made and the media on which it was supplied. The license will terminate automatically if You fail to comply with the limitations described herein. On termination, You must destroy all installation and setup programs, installed copies of the Software Product and documentation. Unauthorized copying or duplication of the Software Product will result in automatic termination of this Agreement and legal proceedings may be implemented.

6. Support

ANEC may provide the User or his agent with customer and technical support related to the Software Product (Support). Use and availability of Support services is governed by ANEC policies and programs described in the documentation or, as agreed at the time when the license is granted.

7. Miscellaneous

If any provision of this Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable. This Agreement shall be governed by the laws of England and Wales.

8. LIMITATION OF LIABILITY.

UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL ANEC OR ITS SUPPLIERS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES. IN NO EVENT WILL ANEC BE LIABLE FOR ANY DAMAGES, EVEN IF ANEC SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY FOR DEATH OR PERSONAL INJURY TO THE EXTENT APPLICABLE LAW PROHIBITS SUCH LIMITATION. FURTHERMORE, SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU.

9. WARRANTY

NO ANEC AGENT, OR EMPLOYEE IS AUTHORIZED TO MAKE ANY MODIFICATION, EXTENSION, OR ADDITION TO THIS AGREEMENT. THE SOFTWARE PRODUCT IS SUPPLIED FOR YOUR EVALUATION AND TRIAL ONLY AND WITHOUT WARRANTY AS TO FITNESS FOR PURPOSE OR USE. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS LICENCE AGREEMENT, DO NOT CONTINUE WITH THE INSTALLATION AND REMOVE ANY PROGRAM REFERENCES TO IT.