SOFTWARE PRODUCT LICENSE

The TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT is protected by intellectual property laws and treaties. The Software Product is licensed, not sold.

1. GRANT OF LICENSE
This Section of the LICENSE AGREEMENT describes Your general rights to install and use the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT. The license rights described in this Section are subject to all other terms and conditions of this LICENSE AGREEMENT. General License Grant to Install and Use TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT. You may install and use one copy of the Software Product on a single computer, device, workstation, terminal, or other digital electronic or analog device ("Device").

2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS
Copy Protection
The TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT includes copy protection technology to prevent the unauthorized copying of the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT. It is illegal to make unauthorized copies of the Software Product or to circumvent any copy protection technology included in the Software Product.

DemoSoftware
If the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT is labeled "Demo" then, notwithstanding other sections of this LICENSE AGREEMENT, Your use of the Software Product is limited to use for demonstration, test, or evaluation purposes and You may not resell, or otherwise transfer for value, the Software Product.

Trademarks
This LICENSE AGREEMENT does not grant You any rights in connection with any trademarks or service marks of TRADEANNEX^®.
No rental, leasing or commercial hosting. You may not rent, lease, lend or provide commercial hosting services to third parties with the Software Product.

Support Services
TRADEANNEX^® may provide You with support services related to the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT ("Support Services"). Use of Support Services is governed by the TRADEANNEX^® policies and programs described in the user manual, in "online" documentation, or in other TRADEANNEX^® -provided materials. Any supplemental software code provided to You as part of the Support Services are considered part of the Software Product and subject to the terms and conditions of this LICENSE AGREEMENT. You acknowledge and agree that TRADEANNEX^® may use technical information You provide to TRADEANNEX^® as part of the Support Services for its business purposes, including for product support and development. TRADEANNEX^® will not utilize such technical information in a form that personally identifies You.

Termination
Without prejudice to any other rights, TRADEANNEX^® may terminate this LICENSE AGREEMENT if You fail to comply with the terms and conditions of this LICENSE AGREEMENT. In such event, You must destroy all copies of the Software Product and all of its component parts.

3. UPGRADES
Standard Software Product. If the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT is labeled as an upgrade, You must be properly licensed to use a product identified by TRADEANNEX^® as being eligible for the upgrade in order to use the Software Product. A TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT labeled as an upgrade replaces or supplements (and may disable) the product that formed the basis for Your eligibility for the upgrade. You may use the resulting upgraded product only in accordance with the terms of this LICENSE AGREEMENT. If the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT is an upgrade of a component of a package of software programs that You licensed as a single product, the Software Product may be used and transferred only as part of that single product package and may not be separated for use on more than one Device.

4. INTELLECTUAL PROPERTY RIGHTS
All title and intellectual property rights in and to the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT (including but not limited to any images, photographs, animations, video, audio, music, text, and "applets" incorporated into the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT), the accompanying printed materials, and any copies of the Software Product are owned by TRADEANNEX^® or its suppliers. All title and intellectual property rights in and to the content that is not contained in the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT, but may be accessed through use of the Software Product, is the property of the respective content owners and may be protected by applicable copyright or other intellectual property laws and treaties. This LICENSE AGREEMENT grants You no rights to use such content. If this Software Product contains documentation that is provided only in electronic form, you may print one copy of such electronic documentation. You may not copy the printed materials accompanying the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT.

5. BACKUP COPY
After installation of one copy of the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT pursuant to this LICENSE AGREEMENT, you may keep the original media on which the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT was provided by TRADEANNEX^® solely for backup or archival purposes. If the original media is required to use the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT on the Device, you may make one copy of the Software Product solely for backup or archival purposes. Except as expressly provided in this LICENSE AGREEMENT, you may not otherwise make copies of the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT or the printed materials accompanying the Software Product.

6. EXPORT RESTRICTIONS
You acknowledge that the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT is of Indian origin. You agree to comply with all applicable international and national laws that apply to the TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT, including INDIA.

7. APPLICABLE LAW
Local laws as governed by Indian Laws will apply.

8. LIMITED WARRANTY
Limited Warranty for TRADEANNEX^® ERP TRADING SOFTWARE for products purchased in India and for use in India: Techlink Infoware Pvt. Ltd.’s “TRADEANNEX^® division” warrants that: TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT will perform, to the maximum possible extent, in accordance with accompanying written materials for a period of ninety (90) days from the date of receipt, and Any Support Services provided by TRADEANNEX^® Division shall be, to the maximum possible extent, as described in applicable written materials provided to you by TRADEANNEX, and TRADEANNEX^®’s support engineers will make commercially reasonable efforts to solve any problem issues. Customer options: TRADEANNEX^®’s and its suppliers entire liability and your exclusive remedy shall be, at TRADEANNEX^®’s option either

(a) to return of price paid, if any, or
(b) repair or replacement of TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT that does not meet

TRADEANNEX^®’s Limited Warranty and which is returned to TRADEANNEX^® with a copy of your receipt. This limited Warranty is void if failure of TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT has resulted from accident, abuse or misapplication. Any replacement of TRADEANNEX^® ERP TRADING SOFTWARE will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer.

Any other warranties:
To the maximum extent permissible by the laws in India, TRADEANNEX^® and its suppliers disclaim all other warranties and conditions, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, with regard to TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT, and the provisions of or failure to provide support services. Limitations of liability: to the maximum extent permissible by applicable law, in no event shall TRADEANNEX^® or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever including, without limitation, damages for loss of business information, or any other pecuniary loss, arising out of the use of or inability to use the software product or the provision of or failure to provide support services, even if TRADEANNEX^® has been advised of the possibility of such damages. In any case, TRADEANNEX^®’s entire liability under any provision shall be limited to the amount actually paid by the purchaser for TRADEANNEX^® ERP TRADING SOFTWARE PRODUCT, provided, however, if you have entered into a TRADEANNEX^® support services agreement, TRADEANNEX^®’s entire liability regarding support services shall be governed by the terms of that agreement.

9. ENTIRE AGREEMENT
This LICENSE AGREEMENT (including any addendum or amendment to this LICENSE AGREEMENT which is included with the Software Product) is the entire agreement between you and TRADEANNEX^® relating to the Software Product and the support services (if any) and they supersede all prior or contemporaneous oral or written communications, proposals and representations with respect to the Software Product or any other subject matter covered by this LICENSE AGREEMENT. To the extent the terms of any TRADEANNEX^® policies or programs for support services conflict with the terms of this LICENSE AGREEMENT, the terms of this LICENSE AGREEMENT shall control.