1. DEFINITIONS

1.1) "Product" means the object code copy of the software program provided to You in association with this Agreement, together with the associated original electronic media and all accompanying manuals and other documentation, and together with all enhancements, upgrades, and extensions thereto that may be provided by Teksoft to You from time to time.
1.2) "Licensed Configuration" means to the extent applicable, as indicated on the License Key, the maximum number of concurrent users accessing the Product or any other hardware or software specifications, as declared by You in Your request for License Key, and upon which the licensing fee was derived.
1.3) "Update" shall refer to maintenance releases specific to the Product, as they will be made by Teksoft under no obligation or commitment to do so.
1.4) "Term" refers to the effective duration of the Agreement and is effective for twelve (12) months following possession of this Product.

2. LICENSE & RESTRICTIONS

The Product, including all content, is protected by copyright under foreign laws and international treaties. Unauthorized use of the License may violate copyright, trademark and other laws.

2.1) Non-Commercial (Home/Academic User) License. Teksoft grants to You the non-exclusive, non-transferable right and license to use a copy of the Product on one Hardware Platform (Pocket PC/Smartphone running Windows Mobile OS), during the Term and subject to the terms and conditions of this Agreement. You may not use this license for any commercial or revenue generating activity.
The term ænon-commercialÆ, as used in this License, means private æhomeÆ usage, or academic or other scholarly research which (a) is not undertaken for profit, or (b) is not intended to produce works, services, or data for commercial use, or (c) is neither conducted, nor funded, by a person or an entity engaged in the commercial use, application or exploitation of works similar to the Software.
You may not charge other people to use the Software, nor may you charge them for work you do on their behalf if it involves use of the Software.

2.2) Maintenance & Updates. Teksoft will provide Maintenance updates of the Product to You during the Term at no additional charge. The terms of this Agreement will apply to all Updates provided to You. This grant is not a transfer of title, and under this license. You may not use, republish, upload, post or transmit in any way the Product or any Content except as expressly authorized pursuant to this Agreement.

2.3) General Restrictions. You acknowledge that the source code of the Product, and the underlying ideas or concepts, are valuable intellectual property of Teksoft and You agree not to, except as expressly authorized and only to the extent established by applicable statutory law, attempt to (or permit others to) copy, reproduce, modify or create derivative works from the Product except as expressly authorized pursuant to this Agreement. You will not (and will not allow any third party to) attempt to decompile, disassemble or reverse engineer any software contained within the Product. You will not
(and will not allow any third party to) remove any copyright or other proprietary notations from the Product. You may however make one copy of the Product as may be necessary for backup and archival purposes, provided that your backup copy is not installed or used on any computer/mobile computing device.

You will not distribute, transfer, sale, lease, sublicense, assign or otherwise make available, directly or indirectly, the Product, in part or in whole, to any third party, except through normal usage via the permissible Web Portal interface.

2.4) Specific Restrictions. The Product is licensed to You based on the applicable Licensed Configuration purchased. The License permits the use of the Product in accordance with the designated number of concurrent users. It is a violation of this Agreement to create, set-up or design any hardware, software or system with the intent, or resulting effect, of circumventing the Licensed Configuration.

3. LIMITATION OF LIABILITY

Teksoft assumes no responsibility for the selection of the Product to achieve any intended purpose, for the proper use of the Product or for verifying the results obtained from use of the Product.
We warrant that for a period of ninety (90) days that the Product will perform in substantial accordance with the Documentation. To the extent permitted by applicable law, The foregoing limited warranty is in lieu of all other warranties or conditions, express or implied, and we disclaim any and all implied warranties or conditions, including any implied warranty of title, non-infringement, merchantability or fitness for a particular purpose, regardless of whether we know or had reason to know of your particular needs. No employee, agent, dealer or distributor of ours is authorized to modify this limited warranty, nor to make any additional warranties. Some states do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation may not apply to you.  In no event will Teksoft be liable to you for any damages, including any lost profits, lost savings, or other incidental or consequential damages arising from the use or the inability to use the Product (even if Teksoft or an authorized dealer or distributor has been advised of the possibility of these damages), or for any claim by any other party.

4. TERMINATION OF AGREEMENT

This Agreement takes effect upon your use of the software and remains effective until terminated. This Agreement shall immediately and automatically terminate without notice or any other act upon i) the expiry of the Term; ii) the attempted illegal copying, distribution, transfer, assignment, lease or sale of the Product or License Key, or rights thereto, without the prior written consent of Teksoft; or iii) notice in writing given by one party to the other upon the violation by that party of any provision of this Agreement. Upon termination of this Agreement, You will forthwith cease use of the Product and destroy all of the original and copied Product data and Documentation in its possession , and the Documentation, or any portion thereof, stored in electronic form on any of its computer equipment.
Upon Teksoft's request, You will provide a written certification that all the copies of  the Product, and the Documentation, in whole or in part in any form have been destroyed.
Failure to do so may result in additional fees and charges being levied against You. Any and all use of the License by You following termination of this Agreement is prohibited and may result in additional fees and
charges being levied against You.

5. CONFIDENTIALITY

The Product contains trade secrets and proprietary know-how that belong to the Teksoft and it is being made available to you in strict confidence. Any use or disclosure of the software, or of its algorithms, protocols or interfaces, other than in strict accordance with this Agreement may be actionable as a violation of TeksoftÆs trade secret rights.

6. INDEMNITY

You will indemnify Teksoft and hold them harmless from and against any and all claims which a third party may assert against Teksoft by reason of or as a consequence of Your use of the License.

7. GENERAL PROVISIONS

This Agreement constitute the entire agreement between the parties and supersede all prior agreements and understandings, oral and written, express or implied, by and between any of the parties with respect to the subject matter of this Agreement. No amendment or modification of this Agreement shall be binding unless in writing and signed by a duly authorized representative of both parties. If any one or more of the provisions contained in this Agreement should be invalid, illegal or unenforceable in any respect in any jurisdiction, the validity, legality and enforceability of such provision or provisions shall not in any way be affected or impaired as a result of such event in any other jurisdiction and the validity, legality and enforceability of the remaining provisions contained in this Agreement shall not in any way be affected or impaired as a result of such event, unless in either case as a result of such determination this Agreement would fail in its essential purpose.

8. EXPORT LAW

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.
If any part of this Agreement is found void and unenforceable, it will not affect the validity of the balance of the Agreement, which shall remain valid and enforceable according to its terms. You agree that the Products will not be shipped, transferred or exported into any country or used in any manner prohibited by export administration legislation or any other export laws, restrictions or regulations.

You acknowledge and agree that the Product may be subject to restrictions and controls imposed by the United States Export Administration Act (the "Act") and the regulations thereunder. You agree and certify that neither the Product nor any direct product thereof is being or will be acquired, shipped, transferred, or re-exported, directly or indirectly, into any country, except pursuant to an export control license under the Act and the regulations thereunder, or will be used for any purpose prohibited by the same. By using the Product, You are acknowledging and agreeing to the foregoing, and You are representing and warranting that You will comply with all of the United States and other applicable country laws and regulations when either exporting or re-exporting or importing the Product or any underlying information technology. Further, You represent and warrant that You are not a national of Cuba, Iran, Iraq, Libya, North Korea, Sudan or Syria or a party listed in the U.S. Table of Denial Orders or U.S. Treasury Department's list of Specially Designated Nationals.

9. TITLE AND INTELLECTUAL PROPERTY

All right, title, and interest in and to the Product shall remain with Teksoft. The Product is protected under international copyright, trademark and trade secret and patent laws. The license granted herein does not constitute a sale of the Product or any portion or copy of it.

10. COPYRIGHT AND TRADEMARK NOTICES

All Content is Copyright (C) 2008 Teksoft Ltd. www.teksoftco.com . Any rights not expressly granted herein are reserved to the Teksoft.