by Software Arts, Inc.

Software Arts, Inc.
End User License Agreement

NOTICE TO USER:
THIS IS A CONTRACT. BY INDICATING YOUR ACCEPTANCE BELOW, YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. This Software Arts, Inc. ("Licensor") End User License Agreement (the "Agreement") accompanies a Software Arts, Inc. software product ("Software") and related explanatory written materials ("Documentation"). You ("Licensee") must read this Agreement carefully before indicating acceptance at the end of the text of this Agreement. If you do not agree with the terms and conditions of this Agreement, decline where instructed, and you will not be able to use the Software.

Software Arts, Inc. grants to you a nonexclusive license to use the Software and Documentation, provided that you agree to the following:
  1. Use of the Software. You may install and use the Software on a single local area network.
  2. Copyright. The Software is owned by the Software Arts, Inc., and its structure, organization and code are the valuable trade secrets of Software Arts, Inc. The Software is also protected by United States Copyright Law and International Treaty provisions. You must treat the Software just as you would any other copyrighted material. You may not copy the Software in any form. You agree not to modify, adapt, translate, reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Software. Except as stated above, this Agreement does not grant you any intellectual property rights in the Software.
  3. No Warranty. YOU ACKNOWLEDGE THAT THE SOFTWARE MAY HAVE A LIMIT ON THE NUMBER OF RECORDS THAT CAN BE STORED IN EACH OF THE DATABASES OR THE NUMBER OF USERS ALLOWED TO SIMULTANEOUSLY ACCESS THE SOFTWARE. SOFTWARE ARTS, INC. IS LICENSING THE SOFTWARE ON AN "AS-IS" BASIS, AND SOFTWARE ARTS, INC. MAKES NO WARRANTIES EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, AS TO NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT WILL SOFTWARE ARTS, INC. OR ITS SUPPLIERS BE LIABLE TO THE LICENSEE FOR ANY CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES, INCLUDING ANY LOST PROFITS OR LOST SAVINGS, EVEN IF REPRESENTATIVES OF SUCH PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY.
  4. Transfer & Termination of Use. You may not rent, lease, sublicense or lend the Software. You may, however, transfer all your rights to use the Software to another person or legal entity provided (i) that you transfer this Agreement, the Software, and the Documentation to such person or entity, (ii) that you retain no copies, including copies stored on a computer, (iii) that the receiving party accept to be bound by the terms and conditions of this Agreement, and (iv) that Software Arts, Inc. is notified of the transfer of rights.
  5. Governing Law and General Provisions. This Agreement will be governed by the laws in force in the State of California excluding the application of its conflicts of law rules. This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. You agree that the Software will not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions or regulations. This Agreement shall automatically terminate upon failure by you to comply with its terms. This Agreement may only be modified in writing signed by an authorized officer of Software Arts, Inc.

All rights reserved under the copyright laws of the United States. Software Arts, Inc., 6830 Via Del Oro, Suite 109, San Jose, CA 95119-1353.


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