Software License Agreement

RCSearch License Agreement

Redistribution is not permitted

GRANT

Subject to payment of applicable license fees, Macrobyte Resources ("Macrobyte") grants to you a non-exclusive license to install and use the Software and acccompanying documentation in the manner described below under "Scope of Grant."

SCOPE OF GRANT

You may:

• use the software on any single computer;
• use the software on a second computer, so long as only one copy is used at a time;
• copy the software for archival purposes, provided any copy must contain all of the original Software's proprietary notices, including this license;

You may not:

• modify the Software;
• copy the software other than as specified above;
• distribute, copy, or disclose by any means any updates received under this license;
• remove any proprietary notices or labels on the Software, including this license;

TITLE

Title, ownership rights, and intellectual property rights in the Software shall remain in Macrobyte. The Software is protected by the copyright laws and treaties. Title and related rights in the content accessed through the Software is the property of the applicable content owner and may be protected by applicable law. This License gives you no rights to such content.

TERMINATION

This license will terminate automatically if you fail to comply with the limitations described herein. On termination, you must destroy all copies of the Software and Documentation.

LIMITATION OF LIABILITY.

UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL MACROBYTE OR ITS SUPPLIERS OR RESELLERS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES. IN NO EVENT WILL MACROBYTE BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE AMOUNT MACROBYTE RECEIVED FROM YOU FOR A LICENSE TO THE SOFTWARE, EVEN IF MACROBYTE SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY FOR DEATH OR PERSONAL INJURY TO THE EXTENT APPLICABLE LAW PROHIBITS SUCH LIMITATION. FURTHERMORE, SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU.

HIGH RISK ACTIVITIES.

The Software is not fault-tolerant and is not designed, manufactured 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"). Macrobyte and its suppliers specifically disclaim any express or implied warranty of fitness for High Risk Activities.

MISCELLANEOUS.

All deliverables are by electronic transmission only, there are no deliverables in any other form.

This Agreement represents the complete agreement concerning this license and may only be amended in writing executed by both parties. THE ACCEPTANCE OF ANY PURCHASE ORDER PLACED BY YOU IS EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO THE TERMS SET FORTH HEREIN, AND NOT THOSE IN YOUR PURCHASE ORDER.

If any provision of this Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable. This Agreement shall be governed by Connecticut law (except for conflict of law provisions). The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded.