Evaluation Edition License

SOFTWARE LICENSE AGREEMENT FOR PRESTO™ SOFTWARE

JackBe® CORPORATION

License Version: EL 0611 dated June 9, 2011

EVALUATION EDITION
This Software License Agreement for Presto Software – Evaluation Edition (the “License”) is a legal agreement between you and JackBe Corporation (“JackBe”) regarding your use of JackBe’s Presto Software – Evaluation Edition, in object code form only, together with any modifications provided by JackBe, any related documentation JackBe provides (“Documentation”), and any technology and utility software licensed to JackBe from third parties (collectively, the “Software”).

By downloading, installing, copying, or otherwise using this “Software” you acknowledge you have read the License, understand it, and agree to be bound by all of its terms and conditions. If you act on behalf of an entity, you warrant that you are duly authorized to enter into this License on behalf of such entity. If you do not agree with all of the terms and conditions of this License, you may not download, install, copy, or otherwise use the Software.

Grant of License. During the term of this License, and subject to its terms and conditions, JackBe grants to you a personal, non-transferable, non-exclusive, limited license to (i) use the Software only for internal, lawful use; (ii) only for evaluation, non-production purposes, specifically for testing, training, development, quality assurance, validation, pilot, demo backup and/or disaster recovery, or other such non-production activities; (iii) make copies of the Software solely for back-up or archival purposes; and (iv) run the Software on no more than two (2) computer CPU Cores. Except as expressly set forth in this Section 1 (“Grant of License”), no licenses of any kind are granted hereunder, implied or otherwise.
Restrictions on Licenses. You may not, nor permit anyone else to: (i) modify, reverse engineer, decompile, disassemble, or create derivative works of all or any portion of the Software; (ii) license, sublicense, sell, resell, distribute, or otherwise transfer rights to the Software; (iii) build a competitive product or build a product using similar ideas, features, functions or graphics, or copy any of the Software's ideas, features, functions, or graphics; (iv) remove any proprietary markings, copyright, notices, logos, trademarks, trade names or labels on the Software; (v) export the Software to any country that does not have copyright laws that will protect the copyright of JackBe and any third party software vendors from whom its licensing rights derive; (vi) copy the Software onto any public or distributed network or use the Software on any computer not under your control; (vii) use the embedded database software as a general SQL server, as stand-alone database, or with applications other than the Software; (viii) use the Software in any capacity other than for evaluation and non-production purposes; (ix) export the Software in violation of US laws or regulations; or (x) otherwise commercially exploit the Software in any way. If, notwithstanding the foregoing restrictions, you make any modifications or derivative works to the Software, you hereby assign to JackBe all right, title and interest in and to such modifications and/or derivative works.
Third-Party Licenses. The Software distributed by JackBe may include certain “Third-Party Software” which JackBe licenses from third parties. You may review any such Third Party Software licenses at http://www.jackbe.com/enterprise-mashup/third-party-licenses and, by using the Software, you agree to be bound by their terms and conditions, in addition to those of this License.
Software Usage and Modifications. This Software is provided free of charge, however, its use is restricted to no more than two (2) CPU Cores and no more than three (3) “Connected Users.” A “Connected User” is defined as a user who is logged into a Presto App on any device (portal, mobile, browser, etc.) or any Presto tool (Hub, App Store, Mashup Studio, Excel Add-On, etc.). Attempting to circumvent the 2 CPU Cores and 3 Connected Users limits, for instance by combing multiple copies of the Software, is strictly prohibited and shall result in immediate termination of this License. You are not entitled to any updates, enhancements, upgrades or modifications to the Software or any support or maintenance services. Notwithstanding the foregoing, JackBe may modify the Software (including degradation of features or performance) at any time and, in its sole discretion, will determine type, frequency, and notification parameters for updates or upgrades of the Software, including the Documentation. If JackBe notifies you that a new version, upgrade, or patch of the Software is available, you must cease using the prior version and download and use the revised Software, or the License will terminate. You may have access to JackBe's forum support materials (http://www.jackbe.com/enterprise-mashup/forum), although JackBe is under no obligation to monitor, correct, or maintain this forum.
Term and Termination. This License is effective as of the date you download the Software and will continue for ninety (90) days, unless terminated earlier (“Term”). At the end of the Term, if you wish to renew, you must contact JackBe for permission, which it is under no obligation to renew or extend the Term. You may terminate this License at any time by ceasing use of the Software and destroying all copies of the Software, including the Documentation. This License will terminate immediately without notice from JackBe if you fail to comply with any provision of this License or if it is explicitly revoked. Upon termination or expiration of this License, you must cease using the Software, uninstall, remove, and destroy all copies of the Software, including the Documentation. Upon termination of this License, the pertinent sections related to a prior or subsequent breach of this License by you will survive.
No Warranties. JackBe makes no warranties, whether express, implied, statutory or otherwise. All implied warranties as to the satisfactory quality, performance, merchantability, fitness for a particular purpose or non-infringement are expressly disclaimed to the maximum extent permitted by law. JackBe makes no warranties that the Software or Third-Party Software is error-free, that their use will be uninterrupted, or that they do not infringe on any other party's intellectual property.
Limitation of Liability. JackBe shall not be liable for special, incidental, exemplary, consequential or indirect damages, related to this License, including without limitation, lost profits, lost savings, or damages arising from loss of use, loss of content or loss of data, regardless of the legal theory on which such damages may be based or whether it has been advised of the possibility of such damages.
Indemnification. You shall indemnify and hold JackBe, its subsidiaries, affiliates, officers, directors, employees, agents, licensors, licensees, and vendors harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' reasonable fees and costs) arising out of or in connection with: (i) Software misuse or a violation of any other provision of this License; (ii) a claim arising from a breach by you of this License; (iii) any action brought against JackBe, as a result of your unauthorized or improper use, export, or re-export of the Software.
Intellectual Property Rights. JackBe expressly retains, without limitation, all rights, title, and interest to all of its patents, trademarks, service marks, copyrights, trade secrets, or any other intellectual property, including, without limitation, the Software and any improved, updated, modified or additional parts thereof, as well as the Documentation. Presto is a registered trademark of JackBe. You may not remove the copyright notice from the Software or Documentation.
Remedies. You agree that if you utilize or otherwise use any of the Software in an unauthorized manner, or breach any terms or conditions of this License, that such use or breach could result in immediate and irreparable injury, loss or damage to JackBe. You therefore agree that in such event, in addition to JackBe’s right to recover damages for a breach of this License, JackBe would be entitled to obtain preliminary and injunctive relief from a court of competent jurisdiction. JackBe shall have the right, with reasonable notice, to audit your use of the Software to assure compliance with this License.
Export Restrictions. You shall comply with all applicable U.S. export laws and regulations, including those related to data privacy, international communications, and the transmission of technical or personal data.
U.S. Government. If acquired by or on behalf of a civilian agency, the U.S. Government acquires the Software subject to the terms of this License, as specified in 48 C.F.R. 12.212 (Computer Software) and 12.211 (Technical Data) of the Federal Acquisition Regulations and its successors. (“FAR”). If acquired by or on behalf of any agency within the Department of Defense (“DOD”), the U.S. Government acquires the Software subject to the terms of this License, as specified in 48 C.F.R. 227.7202 of the DOD FAR Supplement and its successors (“DFAR”). The Software under this License is “commercial computer software” as that term is described in DFAR 252.227-7014(a)(1).
General. This License will be governed by and construed in accordance with the laws of the State of Maryland and the federal U.S. laws applicable therein, excluding its conflicts of law provisions. You agree to submit to the personal and exclusive jurisdiction of the courts located in Montgomery County, Maryland. Neither the United Nations Convention on Contracts for the International Sale of Goods nor UCITA will apply to this License. If any provision of this License is found void and unenforceable, shall be construed, as nearly as possible, to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect. In the event of any conflict between the terms and conditions of this License and the terms and conditions of any license agreements appearing with or in the software products comprising the Software, this License shall prevail. JackBe may amend the terms of the License in its sole discretion, by posting it on its website at: http://www.jackbe.com/enterprise-mashup/startereditionlicense. Your use of the Software after the date of such posting shall constitute acceptance of the updated License. JackBe may send any other notices that affect your use of this License in any way it deems reasonably practical, including posting on its website and/or sending email to the address you provide upon registration. Any personal information you do provide to JackBe is subject to its privacy policy, available at: http://www.jackbe.com/miscellaneous/legal.php. You shall not provide, or cause to be provided, any personal information to JackBe, other than the information required to register the Software.

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