License Agreement SeismoTank 1.1, 2007-03-18 Copyright © 2007 Dr.-Ing. Habenberger http://www.seismotank.com PLEASE READ THE FOLLOWING LICENSE AGREEMENT CAREFULLY. 1. DEFINITIONS "Licensee" means you, whether an individual or an entity, to whom Dr Habenberger grants the License, and who is responsible for complying with the contractual obligations of the License, and ensuring that anyone permitted access to the Programs also complies with such obligations. "Licensor" means the person who, or entity which, grants a license to Dr Habenberger to redistribute that person's or entity's intellectual property. "Third Party" means any person or legal entity that is not HRG Ingenieure or the Licensee. 2. ACCEPTANCE AND REFUNDS If Licensee does not accept the terms and conditions of this License and any applicable Addendum, or if Licensee terminates this License, for any reason, within thirty (30) days of Program delivery (the "Acceptance Period"), then Licensee shall immediately return the Programs licensed hereunder to HRG Ingenieure or the authorized distributor from whom Licensee acquired the Programs and, if returned within the Acceptance Period, shall receive a full refund. By retaining a Program throughout the Acceptance Period, Licensee accepts the applicable rights, and agrees to be bound by the applicable obligations and restrictions, of this Agreement including the License Option acquired with respect to that Program. 3. LICENSE GRANT You have a non-exclusive, non-transferable right to use of SeismoTank. You may not distribute SeismoTank in any form without express written permission of HRG Ingenieure GbR. 4. LICENSE RESTRICTIONS You may not emulate, clone, rent, lease, sell modify, decompile, disassemble, otherwise reverse engineer SeismoTank or any its part, except as provided for in this agreement. Any such unauthorized use shall result in immediate and automatic termination of this license. 5. ADDITIONAL FEES The fees for the License granted herein are determined based upon Licensee’s installation and use of the Programs in the country in which the original delivery of the Programs occurs. HRG Ingenieure may charge Licensee an additional fee for any subsequent installation and use of the Programs licensed hereunder in any other country. 6. RETENTION OF RIGHT, TITLE AND INTEREST BY Dr Habenberger AND ITS LICENSORS SeismoTank shall at all times remain the property of Dr Habenberger and/or Dr Habenberger' Licensors and Licensee shall have no right, title, or interest therein, except as expressly set forth in this Agreement. Licensee shall take appropriate action by instruction, agreement, or otherwise with any persons permitted access to the Programs, so as to enable Licensee to satisfy its obligations under the terms of this Agreement. 7. LICENSES FOR THIRD PARTY SOFTWARE HRG Ingenieure has been granted a license from MathWorks Inc. to distribute certain Third Party software. As a condition of this license, HRG Ingenieure is required to distribute SeismoTank to Licensee subject to specific terms and conditions, which may be different from or additional to those contained herein for SeismoTank. Licensee understands and agrees that acceptance of this Agreement also confirms Licensee's acceptance of the applicable provisions for use, including the restrictions on use, of such Third Party software. Licensee's breach of the applicable provisions of any Third Party's license terms shall also be considered a material breach of this Agreement. 8. SOFTWARE MAINTENANCE SERVICE SeismoTank trial version is not supported under any standard support program or service. 9. LICENSE DURATION (“Term”) For Trial License: The Trial License term expires automatically immediately after the duration of fourteen (14) days after the installation of SeismoTank. For Perpetual Licenses: Licensee shall have the right to use the Programs indefinitely, subject to the termination provisions in this Agreement. 10. TERMINATION Dr Habenberger may terminate this Agreement and all Licenses granted hereunder by written notice to Licensee if Licensee breaches any material term of this License, including failure to pay any License fees due, and Licensee has not cured such breach within sixty (60) days of written notification. Licensee may terminate this License at any time, for any reason. Licensee shall not be entitled to any refund if this License is terminated. Upon termination, Licensee shall promptly return all but archival copies of the Programs in Licensee's possession or control, or promptly provide written certification of their destruction. 11. TAXES, DUTIES, CUSTOMS Absent appropriate exemption certificates or other conclusive proof of tax exempt status, Licensee shall pay all applicable sales, use, excise, value-added, and other taxes, duties, levies, assessments, and governmental charges payable in connection with this Agreement or the Licenses granted hereunder, excluding taxes based on or measured by Dr Habenberger income, for which Dr Habenberger shall be solely responsible. 12. ASSIGNMENT Licensee may not assign or otherwise transfer this Agreement and its rights and obligations hereunder, in whole or in part, by operation of law or otherwise, without the written consent of HRG Ingenieure. In the case of any permitted assignment or transfer of or under this Agreement, this Agreement or the relevant provisions shall be binding upon, and inure to the benefit of, the successors, executors, heirs, representatives, administrators and assigns of the parties hereto. HRG Ingenieure may charge Licensee an administrative fee for any permitted assignment. 13. DISCLAIMER The software is provided “as is”, without warranty of any kind, express or implied, including but not limited to the warranties of merchantability, fitness for a particular purpose and noninfringement for any claim, damages or other liability; whether in an action of contract, tort or otherwise, arising from; out of or in connection with the software or the use or other dealings in the software. Especially MathWorks Inc. and its Licensors are excluded from all liability for damages or any obligation to provide remedial actions. SeismoTank should not be relied on as the sole basis to solve a problem or implement a design whose incorrect solution or implementation could result in injury to person or property. If SeismoTank is employed in such a manner, it is at the Licensee's own risk and Dr Habenberger and its licensors explicitly disclaim all liability for such misuse to the extent allowed by law. 14. ENTIRE AGREEMENT This Agreement is incorporated herein by reference, and contain the entire understanding of the parties and may not be modified or amended except by written instrument, executed by authorized representatives of Dr Habenberger and Licensee. In the event of any conflict between this Agreement and any purchase order executed by Licensee (whether executed before or after this Agreement), this Agreement shall prevail.