SMARTLOCK 5.1

EULA - End User License Agreement

SMARTLOCK END USER LICENSE AGREEMENT

ATTENTION: YOU MAY NEED TO SCROLL DOWN TO THE END OF THIS EULA BEFORE YOU CAN AGREE

TO THE EULA AND CONTINUE WITH THE SOFTWARE INSTALLATION.

1. Definitions

(a) "Not For Resale (NFR) Version" means a version, so identified, of the Software

to be used to review and evaluate the Software, only.

(b) "SummerCAD" means SummerCAD, ltd. and its licensors, if any.

2. License Grants

The licenses granted in this Section 2 are subject to the terms and conditions set

forth in this EULA:

SmartLock_A SmartLock_B are all free to use until 2010.1.1

(a) Subject to Section 2(b), you may install and use the Software on a single

computer; OR install and store the Software on a storage device, such as a network

server, used only to install the Software on your other computers over an internal

network, provided you have a license for each separate computer on which the Software

is installed and run. Except as otherwise specifically provided in Section 2(b), a

license for the Software may not be shared, installed or used concurrently on

different computers. Except solely for purposes of installing the Software on a

computer as described above, a license for the Software may not be accessed and used

via a server or network storage device, including without limitation through Citrix

and Citrix-type environments. Subject to the terms and conditions set forth in this

EULA, you shall not have more than one installation of the Software on any single

computer.

(b) Portable or Home Computer Use for Software (Excluding Software Licenses

Acquired under a Volume Discount). Subject to the terms and conditions of this

Agreement, in addition to the copy of the Software permitted in Section 2(a), the

primary user of the primary computer on which the Software is installed may make one

other copy of the Software and install it on either a portable computer or a computer

located at his or her home for his or her exclusive use, provided that :

(A) the copy of the Software on the portable or home computer (i) is not used

at the same time as the copy of the Software on the primary computer and (ii) is used

by the primary user solely as allowed for such version or edition (such as for

educational use only), (B) the copy of the Software on the portable or home computer

is not installed or used after the time such user is no longer the primary user of

the primary computer on which the Software is installed, and (C) the Software was not

licensed under a volume discount.

(c) Subject to the terms and conditions of this Agreement, in the event the

Software is distributed along with other SummerCAD software products as part of a

suite of products (collectively, the "Studio"), the license of the Studio is licensed

as a single product and none of the products in the Studio, including the Software,

may be separated for installation or use on more than one computer.

(d) You may make one copy of the Software in machine-readable form solely for

backup purposes. You must reproduce on any such copy all copyright notices and any

other proprietary legends on the original copy of the Software. You may not sell or

transfer any copy of the Software made for backup purposes. In addition, you may

make copies of the End User Product, and the associated SummerCAD Run-Time, and

distribute those copies; provided, however, that (i) the SummerCAD Run-Time may not

be distributed or used other than as bundled with the Output File as part of the End

User Product, and (ii) you shall require each party to whom the End User Product is

distributed to agree that no title to, or ownership rights in, the SummerCAD Run-Time

are transferred and that the End User Product, including the SummerCAD Run-Time,

shall not be reverse compiled or disassembled.. In addition, you may not distribute

an End User Product the purpose of which is to replay the courseware, presentations,

interactive multimedia material, interactive entertainment products and the like of

others.

(e) You agree that SummerCAD may audit your use of the Software for compliance with

these terms at any time, upon reasonable notice. In the event that such audit reveals

any use of the Software by you other than in full compliance with the terms of this

Agreement, you shall reimburse SummerCAD for all reasonable expenses related to such

audit in addition to any other liabilities you may incur as a result of such non-

compliance.

(f) Unless otherwise set forth in the documentation relating to such code and/or

the Software or in a separate agreement between you and SummerCAD, you may modify the

source code form of those portions of such software programs that are identified as

sample code, sample application code, or components (each, "Sample Application Code")

in the accompanying documentation solely for the purposes of designing, developing

and testing websites and website applications developed using SummerCAD software

programs; provided, however, you are permitted to copy and distribute the Sample

Application Code (modified or unmodified) only if all of the following conditions are

met: (1) you distribute the compiled object Sample Application Code with your

application; (2) you do not include the Sample Application Code in any product or

application designed for website development; and (3) you do not use SummerCAD's

name, logos or other SummerCAD trademarks to market your application. You agree to

indemnify, hold harmless and defend SummerCAD from and against any loss, damage,

claims or lawsuits, including attorney's fees, that arise or result from the use or

distribution of your application.

(g) Your license rights under this EULA are non-exclusive.

(h) Mandatory Product Activation. The license rights granted under this

Agreement may be limited to the first thirty (30) days after you first install the

Software unless you supply information required to activate your licensed copy in the

manner described during the setup sequence of the Software. You may need to

activate the Software through the use of the Internet or telephone; toll charges may

apply. There are technological measures in this Software that are designed to prevent

unlicensed or illegal use of the Software. You agree that SummerCAD may use those

measures and you agree to follow any requirements regarding such technological

measures. You may also need to reactivate the Software if you modify your computer

hardware, alter the Software, or install the Software on another computer. Product

activation is based on the exchange of information between your computer and

SummerCAD. None of this information contains personally identifiable information

nor can they be used to identify any personal information about you or any

characteristics of your computer configuration.

(i) If and only if the Software is SummerCAD Contribute software : Subject to

the Contribute Publishing Services software end user license agreement accompanying

such software, you shall not connect to the Contribute Publishing Services software

unless you have purchased a license to connect to such Contribute Publishing Services

software for each individual who may connect to such Contribute Publishing Services

software; provided, however, Trial Versions of SummerCAD Contribute software may

install and connect to the Contribute Publishing Services software in accordance with

the Contribute Publishing Services software end user license agreement.
3. License Restrictions

(a) Other than as set forth in Section 2, you may not make or distribute copies of

the Software, or electronically transfer the Software from one computer to another or

over a network.

(b) You may not alter, merge, modify, adapt or translate the Software, or

decompile, reverse engineer, disassemble, or otherwise reduce the Software to a

human-perceivable form.

(c) Unless otherwise provided herein, you may not rent, lease, or sublicense the

Software.

(d) Other than with respect to a Trial Version or a Not For Resale Version of the

Software, you may permanently transfer all of your rights under this EULA only as

part of a sale or transfer, provided you retain no copies, you transfer all of the

Software (including all component parts, the media and printed materials, any

upgrades, all platforms, this EULA, the serial numbers, and, if applicable, all other

software products provided together with the Software), and the recipient agrees to

the terms of this EULA. If the copy of the Software is licensed as part of the whole

Studio (as defined above), the Software shall be transferred only with and as part of

the sale or transfer of the whole Studio, and not separately. You may retain no

copies of the Software. You may not sell or transfer any Software purchased under a

volume discount. You may not sell or transfer any Trial Version or Not For Resale

Version of the Software. If the Software is an Education Version, You may not sell

or transfer any such Software to anyone except to another entity or person who is

otherwise qualified to purchase Education Versions of the Software.

(e) Unless otherwise provided herein, you may not modify the Software or create

derivative works based upon the Software.

(f) Education Versions may not be used for, or distributed to any party for, any

commercial purpose.

(g) Unless otherwise provided herein, you shall not (A) in the aggregate, install

or use more than one copy of the Trial Version of the Software, (B) download the

Trial Version of the Software under more than one username, (C) alter the contents of

a hard drive or computer system to enable the use of the Trial Version of the

Software for an aggregate period in excess of the trial period for one license to

such Trial Version, (D) disclose the results of software performance benchmarks

obtained using the Trial Version to any third party without SummerCAD's prior written

consent, or (E) use the Trial Version of the Software for a purpose other than the

sole purpose of determining whether to purchase a license to a commercial or

education version of the software; provided, however, notwithstanding the

foregoing, you are strictly prohibited from installing or using the Trial Version of

the Software for any commercial training purpose.

(h) You may only use the Not for Resale Version of the Software to review and

evaluate the Software.

(i) You may not export the Software into any country prohibited by the United

States Export Administration Act and the regulations thereunder.

(j) You may receive the Software in more than one medium but you shall only

install or use one medium. Regardless of the number of media you receive, you may

use only the medium that is appropriate for the server or computer on which the

Software is to be installed.

(k) You may receive the Software in more than one platform but you shall only

install or use one platform.

(l) You shall not use the Software to develop any product having the same primary

function as the Software.

(m) In the event that you fail to comply with this EULA, SummerCAD may terminate the

license and you must destroy all copies of the Software (with all other rights of

both parties and all other provisions of this EULA surviving any such termination).

(o) You may receive the Software in more than one language but you shall only

install or use one language version.

4. Upgrades

Except if the Software is an Education Version:

If this copy of the Software is an upgrade from an earlier version of the Software,

you must possess a valid full license to a copy of an earlier version of the Software

used to upgrade to this upgrade copy in order to install and/or use this upgrade

copy. You may continue to use each earlier version copy of the Software to which

this upgrade copy relates on your computer after you receive this upgrade copy,

provided that, (i) the upgrade copy and the earlier version copy are installed and/or

used on the same computer only and the earlier version copy is not installed and/or

used on any other computer; (ii) you comply with the terms and conditions of the

earlier version's end user license agreement with respect to the installation and/or

use of such earlier version copy; (iii) the earlier version copy or any copies

thereof on any computer are not transferred to another computer unless all copies of

this upgrade copy on such computer are also transferred to such other computer; (iv)

the earlier version copy or any copies thereof are not transferred to any other party

unless you also transfer this upgrade copy and any copies thereof to such other party

in accordance with Section 3; and (v) you acknowledge and agree that any obligation

SummerCAD may have to support and/or offer support for the earlier version of the

Software may be ended upon availability of the upgrade.

If the Software is an Education Version:

If this copy of the Software is an upgrade from an earlier version of the Software,

you must possess a valid full license to a copy of an earlier version of the Software

used to upgrade to this upgrade copy in order to install and/or use this upgrade

copy, and the upgrade copy is provided to you on a license exchange basis. You agree

by your installation and use of such copy of the Software to voluntarily terminate

your earlier EULA and uninstall, destroy and cease using the earlier version of the

Software or transfer it to another person or entity.

5. Prior Same Version License and Exchanges

If this copy of the Software is licensed as part of the Studio (as defined above),

and you have a prior license to the same version of the Software, and the Studio was

licensed to you with a discount based, in whole or in part, on your prior license to

the same version, the Software is provided to you on a license exchange basis. You

agree by your installation and use of this copy of the Software to voluntarily

terminate your EULA with respect to such prior license and that you will not continue

to install or use such prior license of the Software or transfer it to another person

or entity.

If this copy of the Software ("New License") has been acquired via a permitted

exchange (other than in connection with an upgrade) with a different type of Software

license previously acquired by you ("Old License") (e.g. Education Version license

for a Commercial Version license, where permitted), you must possess a valid full

license to a copy of such Old License in order to install and/or use this New

License, and the New License is provided to you on a license exchange basis. You

agree by your installation and/or use of such copy of the New License to voluntarily

terminate your earlier EULA to the Old License and uninstall, destroy and cease using

the Old License. You agree to not transfer the Old License to another person or

entity.

6. Ownership

The foregoing license gives you limited license to use the Software. SummerCAD and

its suppliers retain all right, title and interest, including all copyright and

intellectual property rights, in and to, the Software (as an independent work and as

an underlying work serving as a basis for any application you may develop), and all

copies thereof. All rights not specifically granted in this EULA, including Federal

and International Copyrights, are reserved by SummerCAD and its suppliers.

7. LIMITED WARRANTY AND DISCLAIMER

(a) Except with respect to any Sample Application Code, Trial Version and Not For

Resale Version of the Software, SummerCAD warrants that, for a period of ninety (90)

days from the date of delivery (as evidenced by a copy of your receipt): (i) when

used with a recommended hardware configuration, the Software will perform in

substantial conformance with the documentation supplied with the Software; and (ii)

the physical media on which the Software is furnished will be free from defects in

materials and workmanship under normal use.

(b) SummerCAD PROVIDES NO REMEDIES OR WARRANTIES, WHETHER EXPRESS OR IMPLIED, FOR

ANY SAMPLE APPLICATION CODE, TRIAL VERSION AND THE NOT FOR RESALE VERSION OF THE

SOFTWARE. ANY SAMPLE APPLICATION CODE, TRIAL VERSION AND THE NOT FOR RESALE VERSION

OF THE SOFTWARE ARE PROVIDED "AS IS".

(c) EXCEPT AS SET FORTH IN THE FOREGOING LIMITED WARRANTY WITH RESPECT TO SOFTWARE

OTHER THAN ANY SAMPLE APPLICATION CODE, TRIAL VERSION AND NOT FOR RESALE VERSION,

SummerCAD AND ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES AND REPRESENTATIONS,

WHETHER EXPRESS, IMPLIED, OR OTHERWISE, INCLUDING THE WARRANTIES OF MERCHANTABILITY

OR FITNESS FOR A PARTICULAR PURPOSE. ALSO, THERE IS NO WARRANTY OF NON-INFRINGEMENT

AND TITLE OR QUIET ENJOYMENT. SummerCAD DOES NOT WARRANT THAT THE SOFTWARE IS ERROR-

FREE OR WILL OPERATE WITHOUT INTERRUPTION. NO RIGHTS OR REMEDIES REFERRED TO IN

ARTICLE 2A OF THE UCC WILL BE CONFERRED ON YOU UNLESS EXPRESSLY GRANTED HEREIN. THE

SOFTWARE IS NOT DESIGNED, INTENDED OR LICENSED FOR USE IN HAZARDOUS ENVIRONMENTS

REQUIRING FAIL-SAFE CONTROLS, INCLUDING WITHOUT LIMITATION, THE DESIGN, CONSTRUCTION,

MAINTENANCE OR OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION

SYSTEMS, AIR TRAFFIC CONTROL, AND LIFE SUPPORT OR WEAPONS SYSTEMS. SummerCAD

SPECIFICALLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR SUCH PURPOSES.

(d) IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SOFTWARE, ALL

SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF

DELIVERY.

(e) NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY SummerCAD, ITS DEALERS,

DISTRIBUTORS, AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE

SCOPE OF ANY WARRANTY PROVIDED HEREIN.