AEC SOFTWARE, INC. SOFTWARE FASTTRACK SCHEDULE END USER LICENSE AGREEMENT (EULA)

NOTE: Refer to the following AEC Software License Agreement and Disclaimer of Warranty and Limited Warranty prior to opening the sealed disk or CD package or beginning the installation process.

These license terms are an agreement between you and AEC Software, Inc. (AEC) They apply to the software that accompanies these license terms, which includes the media on which you received it, if any. The terms also apply to any FastTrack Schedule updates, supplements and support services for this software, unless other terms accompany those items. If so, those terms apply.

By installing, copying, or otherwise using the Software, you agree to be bound by the terms of this License Agreement.

All parts of the FastTrack Schedule documentation and software are protected by United States federal copyright law. Copying the software for any reason other than to make a backup is a violation of law. Individuals who make unauthorized copies of software may be subject to civil and criminal prosecution. AEC Software, Inc. (AEC) licenses certain portions of its software from others who require the following disclaimers:

AEC's licensors make no warranties, express or implied, including without limitation the implied warranties of merchantability and fitness for a particular purpose, regarding the software. AEC's licensors do not warrant, guarantee or make any representations regarding the use or the results of the use of the software in terms of its correctness, accuracy, reliability, currentness or otherwise. The entire risk as
to the results and performance of the software is assumed by you. The exclusion of implied warranties is not permitted by some jurisdictions. The above exclusion may not apply to you. In no event will AEC's licensors, and their directors, officers, employees or agents (collectively AEC's licensors) be liable to you for any consequential, incidental or indirect damages (including damages for loss of business profits, business interruption, loss of business information, and the like)
arising out of the use or inability to use the software even if AEC's licensor has been advised of the possibility of such damages. Because some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitations may not apply to you. AEC's licensors liability to you for actual damages from any cause whatsoever, and regardless of the form of the action (whether in contract, tort (including negligence), product liability or otherwise), will be limited to $50.

This is a legal agreement between you (either an individual or an entity), the end user Licensee and AEC Software, Inc. and its Licensors (AEC, We or Us), the Licensor.

AS DESCRIBED BELOW, USING THE SOFTWARE ALSO OPERATES AS YOUR CONSENT TO THE TRANSMISSION OF CERTAIN COMPUTER INFORMATION DURING ACTIVATION AND VALIDATION.

AEC SOFTWARE LICENSE AGREEMENT

1. NOTICE. We are willing to license the enclosed software to you only on the condition that you accept all of the terms contained in this license agreement. Please read this license agreement carefully before installing the software. By installing, copying, or otherwise using the Software, you agree to be bound by the terms of this agreement. If you do not agree to these terms, we are unwilling to license the software to you, and you should not open the disk or CD package or install the software. In such case, do not install the software and promptly return the unopened disk or CD package and all other material in this package along with proof of payment, to the place of purchase or authorized dealer from whom you obtained it for a refund or credit.

2. Ownership and License. This is a license agreement and NOT an agreement for sale. We continue to own the software and all other copies that you are authorized by this Agreement to make (the Software). Your rights to use the Software are specified in this Agreement, and we retain all rights not expressly granted to you in this Agreement. Nothing in this Agreement constitutes a waiver of our rights under United States Copyright law, international treaty provisions, or any other federal or state law. IF YOU COMPLY WITH THESE LICENSE TERMS, YOU HAVE THE RIGHTS BELOW FOR EACH LICENSE YOU ACQUIRE.

3. Permitted Uses. You are granted the following rights to the Software:
(a) Right to Install and Use. Use means to access, install, download, copy or otherwise benefit from using the functionality of the Software.
One Platform: If both the Macintosh and Windows version of the software are included on the CD, then you are only licensed to use the Software for one platform (i.e. the Macintosh or Windows version), but not both Platforms.
Trial and Conversion. The software may be licensed on a trial basis. Your rights to use trial software are limited to the trial period. The trial software and length of the trial period are set forth during the activation process, and the trial version may contain a subset of the features and functions of the full version. You may have the option to convert your trial rights to perpetual rights. Conversion options will be presented to you at the expiration of your trial period. After the expiration of any trial period without conversion, most features of the trial software will stop running. After the expiration of your trial period, you are legally obligated to discontinue your use of the software and uninstall it.
Multiplexing. Hardware or software you use to pool connections or reduce the number of devices or users that directly access or use the software (sometimes referred to as “multiplexing” or “pooling”) does not reduce the number of licenses you need. The single user version of the software may not be shared, installed or used concurrently on different computers.
Remote Access. The single primary user of the licensed device may access and use the software installed on the licensed device remotely from any other device. You may allow other users to access the software to provide you with support services. You do not need additional licenses for this access. No other person may use the software under the same license at the same time for any other purpose.
Network Use: If you have a Concurrent User Version License of the Software, you may install the Software on the temporary memory, hard disk drive, or other storage device of a single computer which is accessible by multiple computers, such as a network server.
MANDATORY ACTIVATION. Activation associates the use of the software with a specific device. During activation, the software will send information about the software and the device to AEC. This information may include the software version, the license version, the language and the product ID of the software, the Internet protocol address of the device and information derived from the hardware configuration. BY USING THE SOFTWARE, YOU CONSENT TO THE TRANSMISSION OF THIS INFORMATION AND TO THE STORAGE OF THIS INFORMATION ON SERVERS LOCATED IN THE UNITED STATES. After the time recommended for activation expires, your rights to use the software will be limited until the software is activated. This is to prevent its unlicensed use. You can activate the software over the Internet. Internet service charges may apply. Some changes to your computer components or the software may require you to reactivate the software. THE SOFTWARE MAY REMIND YOU TO ACTIVATE UNTIL YOU DO.
VALIDATION. The software may from time to time update or require download of the validation feature of the software. Validation verifies that the software has been activated and is properly licensed. Validation also permits you to use certain features of the software or to obtain additional benefits. During a validation check, the software will send information about the software to AEC. This information includes the version of the software and the product key. AEC does not use the information to identify or contact you. BY USING THE SOFTWARE, YOU CONSENT TO THE TRANSMISSION OF THIS INFORMATION AND TO THE STORAGE OF THIS INFORMATION ON SERVERS LOCATED IN THE UNITED STATES. If the software is not properly licensed, the functionality of the software may be affected. For example, you may need to reactivate the software, or receive reminders to obtain a properly licensed copy of the software, or not obtain certain updates, upgrades or services from AEC. You may only obtain updates or upgrades for the software from AEC or authorized sources.
INTERNET-BASED SERVICES. FastTrack Schedule provides Internet-based services with the software, such as features in the software can retrieve related content from AEC and provide it to you. Examples of these features include templates, updates and online assistance. You may choose not to use these Internet-based services. Except as otherwise noted in materials accompanying a service, AEC may change or cancel them at any time. These Internet-based services connect to FastTrack Schedule or service provider computer systems over the Internet. In some cases, you will not receive a separate notice when they connect.
Single Installation: You may install and use the Software on the temporary memory or hard disk drive or other storage device of any single computer. However, you may not under any circumstances have the Software installed onto the temporary memory or hard drives (or other storage devices) of two or more computers at the same time with a single user license. If you wish to use the Software on more than one computer, you must either erase the Software from the first hard drive before you install it onto a second hard drive, or else license an additional copy of the Software for each additional computer on which you want
to use it.
If you acquired a Single User Version License of this Software for business purposes, and installed it on a single stand-alone computer, you may, for your convenience, allow the primary user of the Software to also install an additional copy of the Software on a second, portable device for the exclusive use of the primary user of the first copy of the Software. so long as the Software is not used on both computers at the same time. If the Software will be used on both computers at the same time, you must purchase another license.
If the Software is licensed at an education discount, then the Software may only be used by enrolled students, faculty, teachers and administrators at an accredited K-12 educational institution (or equivalent) or higher education institution organized and operated exclusively for the purpose of teaching its students. If the Software is licensed at an education discount, then it may not be subsequently used for commercial purposes.
Notwithstanding any other terms of this License, to use Software identified as an upgrade, you must first be licensed for the software identified by AEC Software 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. You agree that the upgrade or update does not constitute the granting of a second license to the Software (i.e. you may not use the upgrade or update in addition to the software it is replacing, nor may you transfer the software which is being replaced to a third party).

(b) Right to Copy. You may copy the Software for backup and archival purposes, provided that the original and each copy is kept in your possession, and that your installation and use of the Software does not exceed that allowed in part (a) above.

(c) No Right to Transfer. You may not rent, lease, sell or otherwise transfer the software, whether on the media, if any, or otherwise, nor any copies of the software, or any of the accompanying documentation. Recipient may not disclose, make available, or otherwise redistribute all or any part of the software or any copies thereof to third parties. In addition, you may not use the software or any part thereof, in any form, in software or other product that is or will be distributed to a third party.

4. Prohibited Uses. You may not, without prior written permission from us and paying additional license fees to us:

(a) Make, use, copy, merge, transfer, sublicense, lend, loan, lease, or rent copies of the Software or documentation or any part thereof except as provided in this Agreement;
(b) Use any backup or archival copies of the Software or documentation or any part thereof (or allow someone else to use such copies) for any purpose other than to replace the original copy in the event it is destroyed or becomes defective;
(c) Disassemble, decompile or unlock, reverse translate, reverse engineer, or in any manner decode the Software or documentation or any part thereof for any reason;
(d) Modify, adapt, translate, or create derivative works of the Software or documentation or any part thereof;
(e) Deploy or use the Software from an application server, such as Citrix.
(f) Use a single user license on a network in a server configuration;
(g) Use multiple single user licenses in conjunction with license metering software, such as Key Server.
(h) publish the software for others to copy;
(i) use the software in any way that is against the law; (j) No other network use is permitted, including but not limited to, using the Software either directly or through commands, data or instructions from or to a Computer not part of your internal network, for internet or web hosting services or by any user not licensed to use this copy of the Software through a valid license from AEC.

5. Limited Warranty. We make the following limited warranties, for a period of thirty (30) days from the date you acquired the Software from us or our authorized dealer. This limited Warranty is void if 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 or thirty (30) days, whichever is longer. Neither these remedies nor any product support services offered by AEC are available outside of the United States of America. The above warranty applies to the software and not the trial version.

(a) Media. The disks, or CD, and documentation in this package will be free from defects in materials and workmanship under normal use. If the disks or CD or documentation fail to conform to this warranty, you may, as your sole and exclusive remedy, obtain a replacement free of charge if you return the defective disk or documentation to us (postage paid) with a dated proof of purchase.

(b) Software. The Software in this package will materially conform to the documentation that accompanies it. If the Software fails to operate in accordance with this warranty, you may, as your sole and exclusive remedy, return all of the Software and the documentation to the place of purchase or authorized dealer from whom you acquired it, along with a dated proof of purchase, specifying the problem, and they will provide you with a new version of the Software or a full refund at their election.

(c) WARRANTY DISCLAIMER. WE DO NOT WARRANT THAT THIS SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT ITS OPERATION WILL BE UNINTERRUPTED OR ERROR-FREE. WE EXCLUDE AND EXPRESSLY DISCLAIM ALL EXPRESS AND IMPLIED WARRANTIES NOT STATED HEREIN, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Some states do not allow the exclusion of implied warranties, so the above exclusion may not apply to you. This limited warranty gives you specific legal rights, and you may also have other legal rights, which vary from state to state.

(d) HIGH RISK ACTIVITIES DISCLAIMER. THIS SOFTWARE IS NOT DESIGNED OR INTENDED FOR USE OR RESALE AS ON-LINE CONTROL EQUIPMENT IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, SUCH AS IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL, DIRECT LIFE SUPPORT MACHINES, OR WEAPONS SYSTEMS, IN WHICH THE FAILURE OF THE SOFTWARE COULD LEAD DIRECTLY TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE (HIGH RISK ACTIVITIES). AEC SPECIFICALLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR HIGH RISK ACTIVITIES.

6. LIMITATION OF LIABILITY. AEC, ITS DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS (COLLECTIVELY AEC) LIABILITY TO YOU FOR ANY LOSSES SHALL BE LIMITED TO DIRECT DAMAGES FROM ANY CAUSE WHATSOEVER, AND SHALL NOT EXCEED THE AMOUNT YOU ORIGINALLY PAID FOR THE SOFTWARE. IN NO EVENT WILL AEC BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, OR SPECIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE), WHETHER FORESEEABLE OR UNFORESEEABLE, REGARDLESS OF THE BASIS OF THE CLAIM AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some jurisdictions do not allow these limitations or exclusions, so they may not apply to you.

7. United States Government Restricted Rights. This software and documentation is commercial computer software under the Federal Acquisition Regulation and agency supplements to it (FAR). This software and documentation are provided to the Federal Government and its agencies only under the restricted rights provision of the FAR applicable to commercial computer software developed at private expense and not in the public domain. Use, duplication or disclosure by the U.S. Government or any agency or instrumentality thereof is subject to restrictions as set forth in subdivision (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DEARS 252.227-7013, or in FAR 52.227-19, or in FAR 52.227-14, as applicable and as set forth in this license to the extent that the restrictions in this license are not inconsistent with the Government's minimum rights in restricted rights software. Contractor / Manufacturer is AEC Software, Inc., 22611 Markey Court, Building 113, Sterling, Virginia 20166 U.S.A.

8. Export Controls. You agree that you will not directly or indirectly transfer the Software or documentation to any country to which such transfer would be prohibited by the United States Export Administration Act and the regulations issued thereunder.

9. TERMINATION. Without prejudice to any other rights, AEC Software may terminate this EULA if you fail to comply with the terms and conditions of this EULA. In such event, you must destroy all copies of the Software and all of its component parts.

10. Illegal Use of the Software: If you are found to be using pirated software or found to be using the Software in contravention to this EULA you will be prosecuted to the full extent of the law.

11. Miscellaneous Provisions. This Agreement will be governed by and construed in accordance with the substantive laws of the Commonwealth of
Virginia, U.S.A. This is the entire agreement between us relating to the contents of this package, and supersedes any prior purchase order, communications, advertising or representations concerning the contents of this package. No change or modification of this Agreement will be valid unless it is in writing, and is signed by us.

International Transactions: If you acquired this Software outside the U.S.A. or for use outside the U.S.A. you agree to the following: The parties hereto have expressly required that the present Agreement and its Exhibits be drawn up in the English language.

If you have any questions about this Agreement, write to AEC Software Inc., 22611-113 Markey Court, Sterling, Virginia 20166 U.S.A. or call at (703) 450-1980.

FastTrack Schedule(TM) is a trademark of AEC Software, Inc.