f90SQL-Lite Software License Agreement

Canaima Software provides its proprietary software to its customers according to the terms and conditions herein.

PLEASE REVIEW THE FOLLOWING AGREEMENT BEFORE DOWNLOADING AND INSTALLING THE SOFTWARE. By installing the software, you ("Licensee") indicate your acceptance of the terms of this License Agreement.

Licensee and Canaima Software agree as follows:

1. Definitions. As used in this Agreement:

A. "Software" means the computer software identified as f90SQL-lite in all its versions, in executable code form or in the form delivered to Licensee, and includes any upgrades and additional modules furnished by Canaima Software.

B. "Data" means any data, in any format, provided by Canaima Software as part of this product, or any data, in any format, that is not owned by Canaima Software but is accessed through the use of this software.

C."Documentation" means the materials produced by Canaima Software to describe the operation of the Software.

D."Product" means the Software, Documentation and any Data provided with the Software.

E. "Single user workstation" means any device from which the Software, Data or Documentation may be used or accessed. In the case in which networks of computers or intelligent and nonintelligent terminals are used, each such computer or terminal is considered to be a separate single user workstation.

2. Grant of License.

A. On the terms and subject to the conditions of this Agreement, Canaima Software hereby grants to Licensee the non-exclusive, non-assignable right to use the Product on a single workstation. Canaima Software shall continue to own, and Licensee acknowledges that Canaima Software is the sole owner of the Product (including the media on which the Product may have been supplied).

B. Licensee shall not: use or permit the use of (including by timesharing or network use) the Product by or for the benefit of any entity other than Licensee; use this product for any purpose other than as a learning or teaching tool or as a tool for unsponsored scientific research project; use the Product in a computer service business; make copies of the Documentation; license, sublicense, lease, resell, or grant rights in the Product to others; make verbal or media translations of the Documentation; make telecommunications data transmissions of the Product; use long-haul gateways on any central processing unit on which the Product is used; use Canaima Software's confidential information and trade secrets contained in the Software to aid in the development of software or products that are competitive with the Product; or distribute, rent, or otherwise provide access to the Product to others on either a permanent or temporary basis; use the Product to create data for sale or any other commercial purpose without the prior written permission of Canaima Software.

C.Licensee shall use the Software only in executable code form. Licensee agrees not to attempt to create or permit others to attempt to create, by reverse compiling or unassembling or otherwise, any part of the source programs or object code or file formats from the executable code version of the Software or from other information provided by Canaima Software.

D. If this is an Academic License, Licensee shall have the right to use the Product solely for noncommercial purposes of teaching and unsponsored research. Unless written permission is obtained from Canaima Software, a commercial license is required for use of the Product in contract research performed by academic organizations.

E. If Licensee is a student, Licensee agrees to return the Product to Canaima and/or destroy any copies of the Product in its possession when Licensee ceases to be enrolled as a student at a bonafide academic institution.

3. Proprietary Rights. Licensee acknowledges and agrees that the Product contains trade secrets proprietary to Canaima Software. Neither Licensee nor any entity now or subsequently affiliated with Licensee will, without obtaining prior written consent of Canaima Software, disseminate the Product, or any copies thereof or any part thereof, to any person or other entity except employees of Licensee (and enrolled students of Academic Licensees) to the extent necessary to utilize the Product in conformity with the terms of this Agreement. Licensee agrees to keep the Product secured in a way which prevents unauthorized disclosure or dissemination. Licensee further agrees to notify Canaima Software promptly upon learning of any unauthorized disclosure, dissemination or use of the Product. Licensee agrees that the injury that would result to Canaima Software from violation of this Agreement would be irreparable.

4. Copy Restrictions. The Product is copyrighted. Unauthorized copying of the Product, including Software that has been modified, merged, or included with other software is expressly forbidden; Licensee may be held legally responsible for
any copyright infringement. Subject to these restrictions, Licensee may install one (1) copy of the Product on a hard disk for each copy licensed, and may make one (1) copy of the Product for each copy licensed, solely for backup purposes. Licensee must reproduce and include the copyright notice on the backup copy.

5. Warranties. Licensee acknowledges that Canaima Software does not warrant that the Product will meet Licensee’s needs or is suitable or sufficiently accurate to be fit for any particular purpose or use. Licensee acknowledges that (a) the operation of the Software may not be uninterrupted or error-free; and (b) the functions of the Product may not meet Licensee’s requirements. Canaima Software warrants that the Software will function for a period of 60 days from date of delivery substantially in accordance with the Documentation. Canaima Software DISCLAIMS ANY AND ALL OTHER WARRANTIES AS TO THE PRODUCT, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR USE.

6. Limitation of Liability. The liability of Canaima Software to Licensee, regardless of the form of action or theory of liability, whether under contract or tort (including negligence), and whether under this Agreement or any other agreement, shall not exceed the sum of all amounts paid by Licensee to Canaima Software pursuant to this Agreement.

7. Exclusion of Liability. IN NO EVENT SHALL CANAIMA SOFTWARE BE LIABLE TO LICENSEE FOR CONSEQUENTIAL, PUNITIVE OR INCIDENTAL DAMAGES OF ANY NATURE. Specifically, and not in limitation, Canaima Software shall not be liable for any costs incurred by Licensee due to (a) loss of profits or revenues, (b) loss of use of the Product, (c) loss of data, (d) costs of substitute software, and (e) claims by parties other than the Licensee for similar costs. Canaima Software shall have no liability for any claim of copyright or patent infringement based upon the use of other than a current, unaltered release of the Product or based upon any modification or combination or use of the Product with databases and other programs. No action or claim, regardless of form arising out of this Agreement shall be brought by Licensee more than one year after the cause of action has occurred.

8. Exclusive Remedies. Licensee’s exclusive remedies for any claims against Canaima Software arising out of this Agreement shall be limited to the following, at the option of Canaima Software: (a) replacement by Canaima Software of the Software with software which functions substantially in accordance with the Documentation; (b) repair by Canaima Software of the Software, by patch or workaround, so that it functions substantially in accordance with the Documentation; or (c) refund by Canaima Software of the funds paid by Licensee and received by Canaima Software in respect of the Product.

9. Governing Law. This Agreement shall be governed by the laws of the State of California, United States of America (without regard for any conflict of law rules that would provide that the law of another jurisdiction would govern), and applicable copyright laws.

10. No Waiver. The failure of Canaima Software to enforce any of the provisions of this Agreement shall not be construed to be a waiver of Canaima Software’s right thereafter to enforce such provisions. Moreover, the expiration or termination of this Agreement shall not affect provisions of this Agreement which by their terms and meaning are of a continuing nature, including the provisions of Sections 2(b), 2(c), 3, 5, 6, 7, and 8.

11. Entire Agreement. This Agreement sets forth the entire understanding and agreement between Canaima Software and Licensee as to the subject matter hereof and supersedes the provisions of any prior understandings, representations, sales materials, agreements, and writings, including any purchase orders submitted by Licensee to Canaima Software in respect of the Product. This Agreement may be modified only by a written agreement which is made subsequent to this Agreement and signed by duly authorized representatives of Canaima Software and Licensee. If any of the provisions of this Agreement shall be held by a court or competent jurisdiction to be contrary to law, the remaining provisions of this Agreement shall remain in full force and effect.

12. Term. This Agreement shall take effect upon acceptance by Canaima Software and shall continue in effect for a period of ninety-nine years from such date. (If this Agreement is an Academic License, then it shall continue in effect for a period of one year). Licensee shall return the Product to Canaima Software and/or destroy any copies of the Product in its possession upon the expiration of such term.

13. Termination. In the event that Licensee fails to comply with any of the provisions of this Agreement, this Agreement will automatically terminate without notice. Upon such termination, Licensee shall have no further right to possess or use the Product and Licensee shall promptly return to Canaima Software the Software and/or destroy any copies of the Product in its possession.

U.S. GOVERNMENT RESTRICTED RIGHTS: The Product is provided with RESTRICTED RIGHTS. Use, duplication, or disclosure by the Government is subject to restrictions as set forth in Federal Acquisition Regulation (FAR) clause 52.227-19, COMMERCIAL COMPUTER SOFTWARE — RESTRICTED RIGHTS (JUN 1987). 2/15/95