LICENSE AGREEMENT

END USER LICENCE AGREEMENT for INTUITIVE SYSTEMS LTD SOFTWARE

IMPORTANT- read carefully. This end user licence agreement is a legal agreement between you (either as an individual or a single entity) and INTUITIVE SYSTEMS LTD.

An amendment or addendum may accompany the software. You agree 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.

Grant of licence. Intuitive Systems grants you the following rights provided that you comply with all terms and conditions of this agreement.

Mandatory activation. There may be technological measures in the software that are designed to prevent unlicenced software. You may not be able to exercise your rights to the software unless activation is completed in the manner as described in the launch sequence. You may also need to reactivate your software if you modify your computer hardware or alter the software. Intuitive Systems will use those measures to confirm you have a legally licenced copy of the software. If you are not using a licenced copy of the software, you are not allowed to install the software or future updates.

Reservation rights and ownership. Intuitive Systems reserves all rights not expressly granted to you in this licence. The software is protected by copyright and other intellectual property laws and treaties.

The software is licenced, not sold. This Licence does not grant you any rights to trademarks, or service marks of Intuitive Systems.

Limitations on reverse engineering, de-compilation and disassembly. You may not reverse engineer, decompile, or disassemble the software, except and only to the extent that such activity is expressively permitted by applicable law not withstanding this limitation.

No rental/commercial hosting. You may not rent, lease, lend or provide commercial hosting services with the software.

Additional software/services. This agreement applies to updates, supplements, add on components or Internet based services components of the software that Intuitive Systems may provide to you, or make available to you after the date you obtained your initial copy of the software, unless they are accompanied by separate terms. Intuitive Systems reserve the right to discontinue any Internet based services.

Upgrades. to use software identified as upgrade you must first be licenced for the software identified by Intuitive Systems as eligible for the upgrade. After installing the upgrade, you may no longer use the original software that formed the basis for your upgrade, except as part of the upgrade software.

Not for resale software. Software identified as NOT FOR RESALE or NFR may not be sold or otherwise transferred for value, or used for any other purpose than demonstration, testing or evaluation.

Termination. Without prejudice to any other rights, Intuitive Systems may terminate this agreement if you fail to comply with the terms and conditions of this licence. In such event, you must destroy all copies of the software and all its components.

Grant of special One on One non exclusive Licence agreement. This Agreement shall be subject to such special terms, covenants, agreements, warranties, and conditions set forth (if any) to this Agreement headed “[PRODUCT NAME]” Software Licence Agreement” and if there be any inconsistency between the Conditions and the other provisions of such One to One licence Agreement (including any provision of any other Schedule or Appendix) then, the One to One agreement shall, to the extent of the inconsistency, prevail. The schedules and appendices stipulated in any One to One grant of software licence agreement are deemed to be, are incorporated in, and comprise part of this Agreement.

WARRANTY AND LIMITATIONS

Limited Express Warranty

INTUITIVE SYSTEMS LTD, represents and warrants to Reseller AND END USER that it has sufficient right, title and interest in and to THE Software to enter into this Agreement AND WARRANTS that (a) the software will perform substantially in accordance with the product manual for a period of 90 days from the date of receipt, and will be free from defects in material and workmanship under normal use and service for a period of 1 year from date of receipt.

Limitation of Warranties

THE ABOVE WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, REGARDING THE SOFTWARE AND DOCUMENTATION OR ANY SERVICES PROVIDED BY INTUITIVE SYSTEMS LTD INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOU AGREE THAT NO PROMISE, REPRESENTATION, WARRANTY OR REPRESENTATION HAS BEEN GIVEN BY INTUITIVE SYSTEMS OR RELATED COMPANY TO ANY PERSON OR company IN RELATION TO PROFITABILITY OR ANY OTHER CONSEQUENCE OR BENEFIT TO BE OBTAINED FROM THE DELIVERY AND USE OF THE SOFTWARE AND HAVE RELIED UPON YOUR OWN SKILL AND JUDGEMENT IN DECIDING TO ACQUIRE THE SOFTWARE AND ANY ACCOMPANYING MANUAL OR WRITTEN MATERIAL FOR USE BY YOU. INFORMATION IS AT YOUR SOLE RISK, IN NO EVENT SHALL INTUITIVE SYSTEMS LTD BE LIABLE TO A RESELLER OR END USER FOR INDIRECT, CONSEQUENTIAL, OR INCIDENTAL DAMAGES INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE.

INTUITIVE SYSTEMS LTD’s CUMULATIVE LIABILITY UNDER THIS AGREEMENT, INCLUDING ANY CAUSE OF ACTION IN CONTRACT, TORT OR STRICT LIABILITY, SHALL BE LIMITED TO THE FEES PAID OR REPLACEMENT OF SOFTWARE. RESELLER OR END USER RELEASES INTUITIVE SYSTEMS LTD FROM ALL OBLIGATIONS, LIABILITIES, CLAIMS OR DEMANDS IN EXCESS OF THE LIMITATION.

Customer Remedies

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, INTUITIVE SYSTEMS LTD AND ITS SUPPLIERS ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY UNDER THIS LIMITED EXPRESS WARRANTY AT INTUITIVE SYSTEMS OPTION ARE, (A) RETURN OF THE PRICE PAID. (B) REPAIR OR REPLACEMENT OF THE SOFTWARE WHICH DOES NOT MEET THE WARRANTY AND IS RETURNED TO INTUITIVE SYSTEMS WITH PROOF OF PURCHASE. THE WARRANTY IS VOID IF THE FAILURE OF THE SOFTWARE HAS RESULTED FROM ACCIDENT, ABUSE OR MISAPPLICATION. ANY REPLACEMENT SOFTWARE WILL BE WARRANTED FOR THE REMAINDER OF THE ORIGINAL WARRANTY PERIOD.