AUVIX, Ltd. END USER LICENSE AGREEMENT This software end user license agreement (this "EULA") is an agreement between you (the "Licensee") and AUVIX, Ltd. ("AUVIX") which sets forth the terms of the license granted by AUVIX to the Licensee as to the Software (as defined below). This EULA provides a license to use the Software and contains warranty information and liability disclaimers. Read this EULA carefully before using the Software. If you do not agree to the terms of this EULA, do not use the Software. The Software is owned and remains the property of AUVIX or its third party licensors, is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The Software is licensed, not sold, solely to the Licensee, for the Permitted Use (as defined below) and only on the terms and conditions set forth below. Certain terms of this EULA do not apply to the Software if you are using it as part of a testing or "Beta" program with regard to which you have not paid consideration (a "Beta Program"). Each such term will be indicated below. The term "Software", means any software component provided to you by AUVIX, any of its related entities or any of its distributors, resellers or other authorized representatives and any copies of it, including any enhancements, derivative works, translations, modifications, updates, releases, versions, Third Party Components or other changes to such software programs, Documentation, sample files, extension files, or other tools and utilities which are provided under this EULA. In some cases, the Software may be composed of both a "client" component that is downloaded from a website and runs on your computers or cellphones (the "Client Component") and a "server" component that is installed on your servers and that your computer or cellphone will access through the Internet or over an internal network (the "Server Component"). Any reference to installation of the Software in this EULA and any license related to such installation refers to both the Client Component and the Server Component. The term "Documentation" means any instructions or other materials (including online documentation) provided with the Software or on any website through which you may access it. The term "Third Party Components" means components of the Software, whether in the form of a runtime version or object code, provided by third party vendors to AUVIX for inclusion as an embedded component of the Software object code or utilities. LICENSE Grant of License. Subject to the terms herein, AUVIX grants the Licensee a non-exclusive, non-transferable, perpetual (except in the event of termination of this EULA) license to the Software solely for the Permitted Use, according to the instructions in the Documentation, and in strict compliance with this EULA. License Fee. The license is conditional upon timely payment of agreed license fees (the "License Fee"). If for any reason the payment of the License Fee is invalidated, the license will immediately lapse and the Licensee will not be entitled to use the Software. This paragraph will not apply to use of the Software in the context of a Beta Program, or in the case the Software is explicitely defined by AUVIX as a free from licence fee. Permitted Use. The Licensee is permitted hereunder to use all capabilities of the Software subject to the terms and conditions contained herein and subject to any limitations as to number of installations, number of rooms or halls covered or other agreed limitations. The Software may be provided with internal or external controls that preclude use except within such agreed limitations. Notwithstanding the above, the Licensee may not: -- Use the Software for commercial time-sharing, rental/service bureau use or for treatment of any person other than the user whose name was supplied as the user during the registration process; -- Create a derivative work of the Software; -- Use Third Party Components included in the Software as a separate, stand-alone product. Modification. Only AUVIX is allowed to alter, maintain, enhance or otherwise modify the Software. Reverse Engineering. The Licensee will not cause, nor permit either through its direct efforts or through any third party, the disassembly, de-compilation, or reverse engineering of the Software. The Licensee will not attempt to create or permit others to attempt to create, by reverse compiling or disassembling or otherwise, any part of the source code of the Software from the object code or from other information made available to the Licensee. The Licensee will make no attempt to gain access to the object code or the source code of the Software. Material Terms and Conditions. The Licensee specifically agrees that, without affecting the materiality of any other provision of this EULA, each of the terms and conditions of this section are material and that failure of the Licensee to comply with these terms and conditions will constitute sufficient cause for AUVIX to immediately terminate this EULA. DECLARATION OF DATA OWNERSHIP AND PRIVACY Data Collection. The Licensee acknowledges and agrees that the Software includes a function which collects certain data resulting from the use of the Software, including information about the types and places of use, the extent to which a facility or equipment of the Licensee's is put to use, use patterns and other data deriving from the use or performance of the Software, the Licensee's facilities and the Licensee's equipment ("Data"). That function will transmit the Data to AUVIX or allow AUVIX to collect it. AUVIX Ownership of Data. The Data will be AUVIX’s exclusive property. AUVIX may use the Data for any purpose, publish it and make it available to other researchers, regulatory agencies or others. AUVIX will not be obligated to make any payment of any sort to the Licensee relating to such use or publication. Non-Release of Identifying Information. AUVIX will not release Data to third parties that contains identifying information that could associate the Licensee with the Data or identify facilities or equipment as belonging to the Licensee, unless the Licensee agrees in writing or unless AUVIX is required to do so by law or court order. AUVIX may also disclose Data that contains identifying information to third parties in the following circumstances: 1. in the event of a dispute, disagreement or any legal or quasi legal proceeding between the Licensee and AUVIX; 2. in the event that AUVIX believes that disclosure may prevent harm to the Licensee or its property or to any third party and its property; In the event that all or some of the activities of AUVIX are transferred to another corporation or due diligence is being conducted on AUVIX in anticipation of a possible transfer, AUVIX will be permitted to provide all the information in its possession to the corporation that will acquire AUVIX's activities or that is performing the due diligence, provided that the corporation accepts upon itself the provisions of privacy contained here. The above reservation of rights by AUVIX will not impose upon AUVIX an obligation to report or provide information to any party, and no person will have any claim or suit against AUVIX flowing from the transfer or provision of information or the non-transfer or non- provision of the aforesaid information. TITLE TO SOFTWARE AND PROPRIETY RIGHTS Ownership of the Software. The Software is proprietary to AUVIX and title to it is and remains vested with AUVIX. All applicable rights to patents, copyrights, trademarks, trade secrets, moral rights and any other intellectual property rights in and to the Software belong to and will remain the sole property of AUVIX. The Licensee acknowledges that the license granted under this EULA: (i) does not provide the Licensee with title to or ownership of the Software and (ii) that the license granted under this EULA provides the Licensee only with a right of limited use under the terms and conditions of this EULA. All rights not expressively granted to the Licensee are reserved and retained by AUVIX. Trademarks: The Licensee acquires no rights of any sort to any AUVIX trademarks, tradenames, logos or other markings. In no event will the Licensee remove AUVIX’s logos, trademarks, copyright or patent symbol or any other AUVIX or third party proprietary markings or proprietary legends integrated into the Software, placed upon or contained within the Software or automatically included with its output. THIRD PARTY SOFTWARE COMPONENTS The Software may include certain software or software components which may have been developed, and the copyright to which may be held, by third parties ("Third Party Software Components"), and which may have been made available to the public according to certain terms and conditions (Third Party Licenses). Therefore, this EULA will apply to Third Party Software Components only to the extent permitted by the respective Third Party Licenses. In any event of a conflict or contradiction between this EULA and the provisions of a Third Party License, the provisions of the respective Third Party License will prevail over the provisions of this EULA with regard to the respective Third Party Software Component. USE OF THE SOFTWARE Use According to Documentation. The Licensee acknowledges that, the Software must be used solely as permitted under this EULA and according to the instructions in the Documentation. Any attempt to use the Software in other ways may result in poor results or side effects. Minimum Requirements. System requirements detailing the minimum software and hardware requirements for the proper installation and use of the Software are contained in the Documentation. The Licensee warrants and represents that it has met the minimum software and hardware requirements. NO WARRANTIES No Uninterrupted or Error-Free Operation. AUVIX does not warrant the operation of the Software will be uninterrupted or error-free. The Licensee hereby irrevocably waives any claim for damages due to the use of the Software or due to any defect or malfunction resulting from or connected to the use of the Software, including damages related to or based upon: -- Limited functionality or non-functionality of the Software; -- Non-compatibility with the Licensee’s software or hardware systems or printers/press machines; -- Fitness to any of the Licensee’s needs, operational requirements or particular use; -- Loss of data or business opportunities due to software failures or hardware or software conflicts, ot the Documentation provided by AUVIX; -- Any kind of public or private representations, either abstract, false, or fair, concerning the Software, or AUVIX. Disclaimer of Warranty. THE SOFTWARE AND DOCUMENTATION ARE PROVIDED "AS IS". AUVIX MAKES NO PROMISES OR REPRESENTATIONS AND EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ANY WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SOFTWARE. ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR AS TO NON-INFRINGEMENT OF THIRD PARTY RIGHTS ARE EXPRESSLY EXCLUDED, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. AUVIX WILL HAVE NO LIABILITY FOR CONSEQUENTIAL, SPECIAL, INDIRECT, EXEMPLARY, PUNITIVE OR INCIDENTAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF REVENUE OR PROFIT OR COMMERCIAL LOSS OR LOSS OF DATA, OR DAMAGE TO OTHER SOFTWARE OR OTHER COMPUTERS OR COMPUTER MALFUNCTION OR DOWNTIME, IRRESPECTIVE OF THEORY UPON WHICH ANY CLAIM MAY BE BASED, EVEN IF AUVIX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, AUVIX WILL HAVE NO LIABILITY FOR ANY DAMAGE AS A RESULT OF: -- Misuse or abuse of the Software; -- Service or modification made to the Software by anyone other than AUVIX; -- The Software being installed, implemented and operated other than in accordance with all the instructions in the Documentation; -- The Licensee’s failure properly to install all updates made available with respect to the Software, and updates recommended by AUVIX with respect to Third Party Components or third party software (including operating system software) that materially affect performance of the Software; -- The Licensee’s failure to properly maintain all associate equipment, software and environmental conditions in accordance with applicable specifications; and The Licensee acknowledges that AUVIX's Third Party Component licensors make no warranties to the Licensee under this EULA. TERMINATION Term. This EULA and the license granted hereunder will commence upon acceptance by the Licensee of this EULA and will continue until terminated by either party in accordance with the provisions contained herein. Termination by AUVIX. AUVIX will have the right to terminate this EULA and the license granted herein immediately upon the Licensee's failure to comply with any of the material terms and conditions of this EULA; Immediate Termination. Without prejudice to any other rights or remedies available hereunder or under any applicable law or treaty, the license will automatically terminate if the Licensee transfers possession of any copy, modification or module of the Software to any other party or if the Licensee makes any use of the Software other than the Permitted Use. Termination for IP Violations. The foregoing notwithstanding, in the event AUVIX exercises its right to terminate this EULA pursuant to sections "License" and "Title to Software" above, AUVIX will have the right to take immediate action to prevent further use of the Software and the Documentation. MISCELLANEOUS Entire Agreement; Amendment and Waiver. This EULA constitutes the full and entire understanding and agreement between the parties with regard to the subject matters hereof, supersedes all prior courses of dealings, proposals and negotiations between AUVIX and the Licensee and no representations, communications, negotiations or statements not expressed herein will be binding upon AUVIX. Any term of this EULA may be amended and the observance of any term hereof may be waived (either prospectively or retroactively and either generally or in a particular instance) only with the written consent of the parties to this EULA. Delays or Omissions. No delay or omission to exercise any right, power, or remedy accruing to AUVIX upon any breach or default under this EULA will be deemed a waiver of any other breach or default theretofore or thereafter occurring. Severability. If any provision of this EULA is held by a court of competent jurisdiction to be unenforceable under applicable law, then such provision will be excluded from this EULA and the remainder of this EULA will be interpreted as if such provision were so excluded and will be enforceable in accordance with its terms; provided, however, that in such event this EULA will be interpreted so as to give effect, to the greatest extent consistent with and permitted by applicable law, to the meaning and intention of the excluded provision as determined by such court of competent jurisdiction. Successors and Assigns; Assignment. The terms and provisions of this EULA will be binding upon and inure to the benefit of the parties to this EULA and to their respective heirs, successors, assigns and legal representatives, except that the Licensee will not assign, sub-license or otherwise transfer the Software or any rights, duties or obligations under this EULA to any person or entity except as expressly permitted hereunder. A Licensee who is a guardian of a minor users and who acquires a license for the purpose of use by such a minor user may allow such use by such minor user, in accordance with the provisions of this EULA. Governing Law. This EULA will be construed in accordance with and governed for all purposes by the substantive laws of the Russian Federation without regard to principles of conflicts of law. Any conventions regarding the international sale of goods or similar, including, without limitation, the United Nations Convention on Contracts for the International Sale of Goods, will not apply to this EULA. Jurisdiction. The courts of Russian Federation will have the sole and exclusive jurisdiction over any dispute between the parties hereto, and any claim by the Licensee against AUVIX’s employees, ex-employees, officers, agents, or affiliates. The Licensee hereby submits irrevocably to the jurisdiction of such venue. Notwithstanding the aforesaid, and without derogating from the effect thereof, AUVIX may initiate proceedings against the Licensee in any other court of competent jurisdiction.