PLUMB DESIGN, INC.
CONDENSITY SOFTWARE EVALUATION LICENSE AGREEMENT

The Condensity Software (the "Software") is subject to the terms and conditions detailed in the following license agreement.

PLUMB DESIGN, INC. ("PLUMB") LICENSES THE SOFTWARE TO YOU SOLELY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS LICENSE AGREEMENT.  BEFORE YOU CLICK ON THE "I ACCEPT" BUTTON AT THE END OF THIS DOCUMENT, PLEASE READ THE TERMS AND CONDITIONS OF THIS AGREEMENT.  IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS, PLUMB IS UNWILLING TO LICENSE THE SOFTWARE TO YOU, IN WHICH CASE YOU SHOULD CLICK THE "I DO NOT ACCEPT" BUTTON, NOT USE THE SOFTWARE AND REMOVE THE SOFTWARE FROM YOUR SYSTEM.  BY CLICKING ON THE "I ACCEPT" BUTTON OR BY OTHERWISE DOWNLOADING AND USING THE SOFTWARE, YOU ARE CONSENTING TO BE BOUND BY, WARRANTING YOUR COMPLIANCE WITH AND BECOMING A PARTY TO THIS AGREEMENT.

You acknowledge and agree that the Software constitutes the valuable trade secrets of Plumb and that all title, ownership and intellectual property rights in and to the Software shall remain exclusively with Plumb and/or its licensors. The Software is protected by United States and international copyright laws and treaties and other intellectual property law.   In the event that any changes or modifications to the Software are made or suggested by you, you acknowledge that you have no right, title or interest in or to any such changes or modifications, and further agree that such changes or modifications shall be owned exclusively by Plumb.  After your acceptance of this Agreement, you will have a limited, non-exclusive, non-transferable, personal license to use the Software (in object code form only), subject to the terms and conditions of this Agreement, solely for the purpose of evaluating whether to purchase an on-going license to use the Software.  This license shall automatically expire sixty (60) days after the date you download the Software from Plumb (the "Evaluation Period").  Plumb shall have the right to change or add to the terms of this license at any time and to change, discontinue or impose conditions on any aspect of the Software.  Such changes shall be effective upon notification by any means reasonable to give you actual or constructive notice or upon posting such terms on the Software.  YOU ACKNOWLEDGE AND AGREE THAT (I) ANY AND ALL SOFTWARE OR OTHER ITEMS THAT ARE CREATED, PROCESSED OR INCORPORATED WITH OR USING THE CONDENSITY SOFTWARE WILL AUTOMATICALLY, AND WITHOUT NOTICE, PERMANENTLY CEASE TO OPERATE OR FUNCTION FIVE (5) DAYS AFTER CREATION, AND (II) IN NO EVENT SHALL PLUMB HAVE ANY LIABILITY WHATSOEVER ARISING THEREFROM OR IN CONNECTION THEREWITH.  

Subject to the terms and conditions of this Agreement, this license permits you to:

(a) 	use one (1) copy of the Software on a single computer, solely for the purpose of evaluating whether to purchase an on-going license to use the Software; and
(b) 	make a single copy of the Software for archival purposes or copy the Software onto the hard disk of your computer and retain the original for archival purposes, provided that such copy must contain all of the proprietary rights notices provided with the Software.

You will not be entitled to support or hard-copy documentation.  

You may not, or permit others, to:

(a)	copy the documentation that accompanies the Software;
(b)	sublicense, rent, lease, transfer, market, publish, sell, distribute or otherwise transfer the Software or any portion of the Software or any software created or developed using the Software; 
(c)	reverse engineer, decompile, disassemble, modify, translate, make any attempt to discover the source code of the Software or create derivative works from the Software; or
(d)	remove any proprietary notices or labels on the Software.

PLUMB PROVIDES THE SOFTWARE AND ACCOMPANYING DOCUMENTATION "AS IS" WITHOUT ANY REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER, AND, TO THE MAXIMUM EXTENT PERMITTED BY LAW, PLUMB AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, DISTRIBUTORS, DEALERS OR SUPPLIERS ("REPRESENTATIVES") HEREBY DISCLAIM, AND YOU HEREBY WAIVE, ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS, EXPRESS, IMPLIED AND STATUTORY, RELATING THERETO, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SUITABILITY OR ERROR-FREE OPERATION.  THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE AND ACCOMPANYING DOCUMENTATION IS BORNE BY YOU.  PLUMB HAS NO OBLIGATION TO SUPPORT THE SOFTWARE OR ISSUE UPDATES TO THE SOFTWARE.   SOME STATES DO NOT ALLOW EXCLUSIONS OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.  IN ANY EVENT, ANY IMPLIED WARRANTIES ARE LIMITED IN DURATION TO SIXTY (60) DAYS FROM THE DATE OF PURCHASE OF THE LICENSE FOR THE SOFTWARE.  HOWEVER, SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.  

THE SOFTWARE CONTAINS SHUTDOWN AND/OR LOCKING MECHANISMS THAT WILL (I) PREVENT THE USE OF THE CONDENSITY SOFTWARE UPON THE EXPIRATION OF THE EVALUATION PERIOD, AND (II) PREVENT THE USE OF ANY SOFTWARE OR OTHER MATERIALS CREATED, PROCESSED OR INTEGRATED WITH OR USING THE CONDENSITY SOFTWARE FIVE (5) DAYS AFTER SUCH SOFTWARE OR OTHER MATERIALS ARE CREATED.

REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE, IN NO EVENT AND UNDER NO LEGAL THEORY (TORT, CONTRACT OR OTHERWISE) SHALL PLUMB OR ITS REPRESENTATIVES BE LIABLE TO YOU OR ANY OTHER PERSON FOR (A) ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER, INCLUDING, WITHOUT LIMITATION, DAMAGE FROM LOSS OF DATA, GOODWILL, WORK STOPPAGE OR INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL OR NON-COMMERCIAL DAMAGE OR LOSS, WHETHER ARISING FROM USE OR POSSESSION OF THE SOFTWARE OR OTHERWISE, OR (B) ANY DAMAGE OR LOSS OF ANY KIND WHATSOEVER SUFFERED BY YOU OR ANY OTHER PERSON, EVEN IF PLUMB OR ANY OF ITS REPRESENTATIVES HAVE BEEN SPECIFICALLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS AND REGARDLESS OF THE FORM OF THE CLAIM ASSERTED AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURCHASE, PLUMB AND ITS REPRESENTATIVES TOTAL LIABILITY TO YOU FOR ACTUAL DAMAGES FOR ANY CAUSE WHATSOEVER WILL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE SOFTWARE.  YOU AGREE TO INDEMNIFY AND HOLD PLUMB HARMLESS AGAINST ALL CLAIMS ARISING DIRECTLY OR INDIRECTLY FROM YOUR USE OR POSSESSION OF THE SOFTWARE.

SOME JURISDICTIONS DO NOT ALLOW EXCLUSIONS OF AN IMPLIED WARRANTY OR LIMITATIONS OF LIABILITY, SO THIS DISCLAIMER MAY NOT APPLY TO YOU AND YOU MAY HAVE OTHER LEGAL RIGHTS THAT VARY BY JURISDICTION.

You agree to abide by the copyright law and all other applicable laws of the United States, including, but not limited to, export control laws.  The Software or underlying information or technology may not be downloaded or otherwise exported or reexported (i) into (or to a national or resident of) Cuba, Iraq, Libya, Yugoslavia, North Korea, Iran, Syria or any other country to which the U.S. has embargoed goods; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders.  By downloading or using the Software, you are agreeing to the foregoing and you are representing and warranting that you are not located in, under the control of, or a national or resident of any such country or on any such list.

The license to use the Software shall terminate immediately and automatically without notice if you fail to comply with any limitation contained herein.  In addition, Plumb may terminate this license upon notice to you (which may be delivered electronically by the same means as this Software is distributed), and you may terminate this license at any time by destroying or erasing your copy of the Software.  Upon any termination of this license, you must immediately discontinue using and destroy the Software and all copies thereof.   Plumb reserves the right at any time to alter prices, features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics of the Software.

RESTRICTED RIGHTS LEGEND.  Use, duplication, or disclosure by the Government is subject to restrictions as set forth in applicable sections of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or applicable sections of the Commercial Computer Software-Restricted Rights clause at 48 CFR 52.227-19, as applicable, Plumb Design, Inc., 636 Broadway, Suite 1202, New York, New York  10012.

This Agreement can only be modified in writing signed by you and an authorized officer of Plumb. The representatives of Plumb are not authorized to make modifications to this Agreement, or to make any additional representations, warranties, or commitments binding on Plumb.    Should any term of this Agreement, for any reason, be held to be illegal or unenforceable by a court of competent jurisdiction, the remaining terms of this Agreement will continue in full force and effect, and the offending term shall be limited or modified to the extent necessary to make it enforceable.  This Agreement shall be construed in accordance with the internal laws of the State of New York, without application of conflict-of-law principles. This Agreement shall be deemed entered into at New York, New York, and shall be construed as to its fair meaning and not strictly for or against either party.  In any action to enforce this Agreement or arising out of this Agreement, you hereby consent to the jurisdiction of and venue in the courts of the State of New York and the federal courts located within the Borough of Manhattan, City of New York, for the adjudication of all matters relating hereto or arising hereunder.  You agree not to bring suit against Plumb in any jurisdiction other than the Borough of Manhattan in the State of New York.
