OneDollarDB3_4_Beta LICENSE AGREEMENT







PLEASE READ THIS LICENSE AGREEMENT ('AGREEMENT') CAREFULLY BEFORE ATTEMPTING TO USE THE SOFTWARE AND BEFORE CLICKING ON THE 'YES' BUTTON OR BREAKING THE SEAL OF ANY INSTALLATION DISKS.CLICKING ON THE 'YES' BUTTON OR BREAKING THE SEALWILL INDICATE YOUR AGREEMENT TO THESE TERMS







DAFFODIL SOFTWARE LIMITED ('DAFFODIL') IS WILLING TO LICENSE THE SOFTWARE AS DEFINED HEREIN (THE 'SOFTWARE') TO YOU (THE 'CUSTOMER') ONLY ON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS AGREEMENT.







IF YOU DO NOT AGREE TO THESE TERMS, THEN DAFFODIL IS UNWILLING TO LICENSE THE SOFTWARE TO YOU, AND YOU SHOULD CLICK ON THE 'NO' BUTTON OR RETURN THE INSTALLATION DISKS TO DISCONTINUE THE INSTALLATION PROCESS.












LICENSE TERMS







1. DEFINITIONS







a) 'CPU' means Central Processing Unit microprocessor in a system.







b) 'IM' means Installed Machine.







c) 'Software' refers to Daffodil DB version OneDollarDB3_4_Beta (Network or Embedded Edition).







2. LICENSE GRANT AND RESTRICTIONS







Daffodil hereby grants to Customer, and Customer hereby accepts, a non-exclusive, non-transferable, revocable license to use the byte code (the 'Copy')of the Software distributed with this Agreement along with related documentation during the term of this Agreement, for: Customers development and deployment purposes.







Customer can use the software, or otherwise deploy the Software or any other programs developed using the Software without any prior notification to Daffodil. Customer can sell, distribute, lease or license the programs developed using the Software at his own terms without any prior notification to Daffodil.







Customer hereby agrees:


1)Not to modify, disassemble, de-compile or reverse-engineer the Software.


2)Not to delete the copyright and other proprietary rights notices on the Software.


3)Not to re-sell, sub-LICENSE, distribute or otherwise transfer the Software to any third party (as the Software is available free of cost).







Any attempt by the Customer to transfer any of the rights, duties or obligations hereunder except as expressly provided for in this Agreement shall be deemed null and void.







3. SUPPORT







The support for the Software will be provided, but not guaranteed, to Customer through the Daffodil Support Forum (www.daffodildb.com/forum) at zero cost. The support services through others channels will be provided under Daffodils then current maintenance support policy, at the terms set forth therein for such services.







4. DISCLAIMER OF WARRANTIES







The Software is provided on an 'as is where is' basis without warranty of any kind. To the extent permitted by applicable law, Daffodil disclaims all warranties, express and implied, including but not limited to implied warranties and conditions of merchantability, fitness for a particular purpose, and any warranties of non-infringement.







5. OWNERSHIP & PUBLICITY







Customer agrees that Daffodil and/or its suppliers own and retain all rights, title and interests in and to the Copy and the Software, including, without limitation, any and all copyrights, patents, trade secrets, trademarks and other intellectual property and proprietary rights therein. Customer agrees not to publish any comparison result of Daffodil DB with any other competitors product.







6. LIMITATION OF LIABILITY







In no event will Daffodil be liable to Customer or any other party, and Customer expressly assumes all responsibility for damages of any kind arising from use of the Software, whether resulting from tort (including negligence), breach of contract or other form of action, including but not limited to indirect, special, incidental and consequential damages (including lost profits) of any kind, arising in any way out of this agreement, even if advised of the possibility of such damages.







7. TERMINATION







Daffodil retains the right to terminate this Agreement if Customer breaches any material term or condition of this Agreement and fails to cure such breach within thirty (30) days of written notice from Daffodil. Upon termination of this Agreement, the rights and licenses granted to Customer under this Agreement shall automatically terminate. Within five (5) days after termination, Customer will destroy all copies of the Software and documentation in Customer's possession. Upon request, Customer will certify to Daffodil that all copies of the Software have been destroyed.







The exercise by Daffodil of any remedies under this Agreement will be without prejudice to its other remedies under this Agreement or otherwise. Notwithstanding the terms agreed to herein by the parties, their rights and obligations under Clauses 3, 4, 5, 6, and 7 will survive the expiration or termination of this Agreement.







8. EXPORT CONTROL







Customer agrees to fully comply with all laws and regulations of India and those of other countries (Export Laws) whose legal jurisdiction the Customer falls under; to assure that the Software cannot be:







1)Exported, directly or indirectly, in violation of Export Laws;


2)Used for any purpose prohibited by export laws, including without limitation, nuclear, chemical or biological weapons production.







9. GOVERNING LAW







This Agreement shall be governed by and be construed in accordance with the Indian laws, excluding its conflicts of law principles. Customer hereby consents to the personal and exclusive jurisdiction and venue of the courts located at New Delhi in India.







10. AUDIT







Upon thirty (30) days prior written notice, Daffodil shall have the right to inspect Customer's records and systems related to Customer's use of the Software to ensure that Customer complies with the terms of this Agreement. Such audit will be conducted during Customer's regular business hours, and will occur no more than once annually. The costs of conducting an audit will be paid by the Customer if the audit discloses that Customer is using copies of the Software in an unauthorized manner.







MISCELLANEOUS







This Agreement constitutes the complete and exclusive agreement between the parties with respect to its subject matter, and supersedes any and all written or oral agreements previously existing between the parties with respect to such subject matter. Any modifications of this Agreement must be in writing signed by both parties. This Agreement will bind and inure to the benefit of each party's successors and assigns, provided that Customer may not assign this Agreement, in whole or in part, without Daffodil's prior written consent.







1)If any provision of this Agreement is found illegal or unenforceable, it will be enforced to the maximum extent permissible, and the legality and enforceability of the other provisions of this Agreement will not be affected. No failure of either party to exercise or enforce any of its rights under this Agreement will act as a waiver of such rights. If the Customer has any issues regarding this agreement or any of its clauses, he can call us at +91-124-5034161 / 62 or e-mail us at info@daffodildb.com.







CUSTOMER ACKNOWLEDGES THAT CUSTOMER HAS READ THIS AGREEMENT, UNDERSTANDS IT AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS. THE SOFTWARE AND THE ACCOMPANYING DOCUMENTATION ARE PROTECTED BY INDIAN COPYRIGHT LAW AND INTERNATIONAL TREATY.