VERAX END-USER LICENSE AGREEMENT FOR SOFTWARE DEVELOPMENT PRODUCTS

This End-User License Agreement ("License agreement" or "EULA") for Verax Software Development Products is a legal agreement between either an individual or a single entity ("Licensee") and Verax Systems ("Licensor"). The agreement covers software which may include one or more elements: binary libraries, source codes, Software Development Kits ("SDK"), associated media and Internet-based services collectively referred to as ("Software").

THE LICENSEE AGREES TO BE BOUND BY THE TERMS OF THIS AGREEMENT BY INSTALLING, COPYING, OR USING THE SOFTWARE. IF YOU DO NOT AGREE, DO NOT INSTALL, COPY, OR USE THE SOFTWARE.

1. LEGAL BASE

The software is sole ownership of the Licensor and is protected by copyrights and international treaties.

2. GRANT OF LICENSE

The Licensor grants the Licensee a non-exclusive, non-transferable, non-sublicenseable right to install and use the Software, subject to the terms and conditions of this Agreement. Software licenses are perpetual unless terminated as described in this Agreement.

2.1. Installation and use. The Licensor grants the Licensee the following rights provided that the Licensee complies with all terms and conditions of this agreement. Alternatively, the Licensee may install a copy of the Software on a one computer solely to create, compile (including byte code compile), test and deploy, in source or object code form, Licensee's application programs and other works ("Works"). Subject to the other terms and conditions of this Agreement, Licensee may distribute his Works to others for production use.

2.2. Backup copy. The Licensee may create a backup copy of the Software.

2.3. License grant for documentation. The documentation that accompanies the Software is licensed for internal, non-commercial purposes only.

3. REDISTRIBUTABLES

3.1 Redistributables. The Software may include certain files, libraries and/or source code and only the compiled libraries in a binary form and that are necessary to use Works created using the Software are designated by Verax Systems as "Redistributables". Subject to the terms and conditions of this License, Licensee may freely redistribute source code or compiled code entirely owned by Licensee and containing Redistributables.

3.2 Other Rights. Contact Verax Systems for the applicable royalties due and other licensing terms for all other uses or distribution of the Redistributables

5. LIMITATIONS ON REVERSE ENGINEERING, DECOMPILATION, AND DISASSEMBLY

You may not reverse engineer, decompile, or disassemble the Software, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.

6. CONSENT TO USE OF DATA

You agree that the Licensor and its affiliates may collect and use technical information gathered as part of the product support services provided to you, if any, related to the Software. The Licensor may use this information solely to improve our products or to provide customized services or technologies to you and will not disclose this information in a form that would allow identification of information source.

7. UPGRADES

This License agreement applies to any Software upgrades (including those downloaded from the Internet), that the Licensor may deliver or make available to Licensee, unless a separate license agreement is provided with the upgrade. To use Software identified as an upgrade, you must first be licensed for the software identified by Licensor as eligible for the upgrade. After installing the upgrade, you may no longer use the original software that formed the basis for your upgrade eligibility, except as part of the upgraded software. The Licensor reserves the right to terminate Internet services provided with the Software at any time.

8. TERMINATION

Without prejudice to any other rights, the Licensor may terminate this agreement if you the Licensee fails to comply with the terms and conditions the agreement. In such event, the Licensee must destroy all copies of the Software and all of its component parts.

9. SEVERABILITY

If any provision of this License agreement is held to be void, invalid, unenforceable or illegal, the other provisions shall continue in full force and effect.

10. LIMITATION OF LIABILITY AND REMEDIES

Notwithstanding any damages that the Licensee might incur for any reason whatsoever (including, without limitation, all damages referenced herein and all direct or general damages in contract or anything else), the entire liability of Licensor and any of its suppliers under any provision of this License agreement and your exclusive remedy hereunder (except for any remedy of repair or replacement elected by the Licensor with respect to any breach of the Limited Warranty) shall be limited to the to the amount actually paid by you for the Software. The foregoing limitations, exclusions and disclaimers shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.

11. LIMITED WARRANTY

The Software has been designed as a general-purpose package, not fit for a particular application or use.

The Licensor warrants that the Software will perform substantially in accordance with the accompanying documentation for a period of ninety (90) days from the date of receipt.

If an implied warranty or condition is created by your state/jurisdiction and federal or state/provincial law prohibits disclaimer of it, you also have an implied warranty or condition, BUT ONLY AS TO DEFECTS DISCOVERED DURING THE PERIOD OF THIS LIMITED WARRANTY (NINETY DAYS). AS TO ANY DEFECTS DISCOVERED AFTER THE NINETY DAY PERIOD, THERE IS NO WARRANTY OR CONDITION OF ANY KIND. Some states/jurisdictions do not allow limitations on how long an implied warranty or condition lasts, so the above limitation may not apply to you.

Any supplements or updates to the Software, including without limitation, any (if any) service packs or hot fixes provided to you after the expiration of the ninety day Limited Warranty period are not covered by any warranty or condition, express, implied or statutory.

Licensor's and its suppliers' entire liability and your exclusive remedy for any breach of this Limited Warranty or for any other breach of this License agreement or for any other liability relating to the Software shall be, at Licensor's option from time to time exercised subject to applicable law, (a) return of the amount paid (if any) for the Software, or (b) repair or replacement of the Software, that does not meet this Limited Warranty and that is returned to Licensor with a copy of your receipt. You will receive the remedy elected by Licensor without charge, except that you are responsible for any expenses you may incur (e.g. cost of shipping the Software to Licensor).

This Limited Warranty is void if failure of the Software has resulted from accident, abuse, misapplication, abnormal use or a virus. Any replacement Software will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer, and Licensor will use commercially reasonable efforts to provide your remedy within a commercially reasonable time of your compliance with Licensor's warranty remedy procedures.