I.R.I.S. End-User License Agreement (EULA) Carefully read the terms and conditions of this license agreement before opening and/or installing the I.R.I.S. product package. By opening or installing the product package you indicate your agreement with the terms and conditions of this agreement. If you do not agree with its terms and conditions do not open and/or install the product package and promptly return the package including all other items which are part of this product such as hardware and/or printed material to your reseller. Terms and Conditions This legal document is an agreement between the legitimate purchaser of a license, hereinafter referred to as “licensee”, and Image Recognition Integrated Systems S.A., hereinafter referred to as “I.R.I.S.”. Terms and conditions are hereinafter detailed for “I.R.I.S. products” which refers to I.R.I.S. software or I.R.I.S. hardware or both once bundled. 1. This agreement applies to the I.R.I.S. product and its documentation. 2. I.R.I.S. grants the licensee a non-exclusive, non-transferable, worldwide license for one (1) user to install the I.R.I.S. product on a single personal computer and use the I.R.I.S. product and one copy of the associated user documentation contained in the accompanying user manual, “online” help and Acrobat files. The I.R.I.S. product license is granted in all countries where the licensee acknowledges that his/her consumer rights take precedence over any local, regional or national restrictions on use, without violating any laws, treaties, government rules or official rules preventing the licensee from using the license as it is. If additional programming seats are needed, the licensee should contact I.R.I.S. for discounted license pricing. The license granted hereunder applies only to the designated version of the enclosed I.R.I.S. product. If the I.R.I.S. product is an upgrade or cross-grade, it, and the product that was upgraded/cross graded constitute a single copy of the I.R.I.S. product for purposes hereof and the new version and product that was upgraded/cross-graded cannot be used by two people at the same time. 3. The license agreement is the entire and sole understanding between I.R.I.S. and the licensee with respect to the I.R.I.S. product and documentation. It supersedes all prior understandings or communications, whether written or oral. 4. The copyright on the I.R.I.S. product and documentation and all further intellectual rights of I.R.I.S. remain its exclusive property. I.R.I.S. shall under no circumstances be bound to communicate its source code(s). In consideration of payment of the license fee, included in the product price, I.R.I.S. only grants the licensee, under the terms and conditions of this agreement, the right to use the I.R.I.S. product and documentation. 5. The licensed I.R.I.S. product must be solely and exclusively used together with the specific I.R.I.S. software it was delivered with or developed for. Under no circumstances will the licensee be entitled to use any product directly or indirectly originating with, distributed or manufactured by I.R.I.S. with any other software than the licensed software program. Furthermore, without prejudice to article 6 if the licensee does not comply with the present provision, I.R.I.S. will under no circumstances be held liable for any malfunctioning whatsoever of its product, nor for any direct or indirect, incidental or consequential damage caused by the use of a third-party’s software program and I.R.I.S. cannot in this event be held by any warranty whatsoever related to its product or its licensed software program. 6. The licensee shall abstain from reproducing, electronically transferring, copying, translating, modifying or reverse-engineering any part of the I.R.I.S. product or documentation, except in so far as the electronic transfer of the I.R.I.S. product to a host computer’s memory is required for the normal I.R.I.S. product utilization. He may be held responsible for any infringement of intellectual rights caused or made possible by his failure to abide by the terms of this agreement. 7. The I.R.I.S. product and documentation are licensed to the licensee and may not be transferred, neither wholly or partly, to anyone without the prior written consent of I.R.I.S. 8. This license is effective until terminated. The license terminates automatically without notice from I.R.I.S. if the licensee fails to comply with any provision of this agreement. Upon termination he shall destroy all copies of the I.R.I.S. product and documentation or alternatively return the same to I.R.I.S. or alternatively ask I.R.I.S Customer Service for a “Letter of Destruction”. 9. I.R.I.S. does not warrant that the I.R.I.S. product will run without interruptions or that it will be free from errors nor that all discovered errors shall be corrected. All I.R.I.S. product and documentation are delivered as such without any express or implied warranty. In particular, I.R.I.S. does not warrant its merchantability or fitness for any particular purpose. In no event shall I.R.I.S. be liable for any direct or indirect, incidental or consequential damages caused by the I.R.I.S. product or documentation. 10. I.R.I.S. may create upgraded versions of the I.R.I.S. product and documentation. I.R.I.S. will make such updates available to licensees who have paid the update fee. 11. Under no circumstances, I.R.I.S. and its OCR (“Optical Character Recognition”) technologies shall be held responsible by any users for illegal use of I.R.I.S. technology resulting in reproducing, electronic transferring, copying, translating or modifying any part of documentation or information without appropriate authorization from the official owner of the copyright of such documentation or information. 12. The license is only valid for end user utilization, it does not give the licensee the right to resell the product, to integrate the included I.R.I.S. technology or to propose additional services across the Internet. The license allows the use of the included I.R.I.S. technology across an Intranet or an Extranet. The license is not valid for use as a runtime license of an I.R.I.S. component integrated into a third-party application and/or Internet-based service. Exception to article 12 is possible if, in a separate written agreement signed between the licensee and I.R.I.S., the license has expressly been sold as a component of this third-party application and/or Internet-based service integrating I.R.I.S. technology and therefore every terms of the license are applicable to both end user utilization license and integrated license utilization. 13. Should the product concerned be an I.R.I.S.’s hardware product, this EULA covers warranty obligations for this hardware product limited to the terms set forth below: 1. I.R.I.S., as defined below, warrants this I.R.I.S.-branded hardware product against defects in materials and workmanship under normal use for a period of ONE (1) YEAR outside EEC, TWO (2) years inside EEC from the date of retail purchase by the original end-user purchaser (“Warranty Period”). If a hardware defect arises and a valid claim is received within the Warranty Period, at its option and to the extent permitted by law, I.R.I.S. will either (1) repair the hardware defect at no charge, using new parts or parts equivalent to new in performance and reliability, (2) exchange the product with a product that is new or equivalent to new in performance and reliability and is at least functionally equivalent to the original product, or (3) refund the purchase price of the product. 2. I.R.I.S. may request that you replace defective parts with new or refurbished user-installable parts that I.R.I.S. provides in fulfillment of its warranty obligation. A replacement product or part, including a user installable part that has been installed in accordance with instructions provided by I.R.I.S., assumes the remaining warranty of the original product or ninety (90) days from the date of replacement or repair, which ever provides longer coverage for you. When a product or part is exchanged, any replacement item becomes your property and the replaced item becomes I.R.I.S.’s property. Parts provided by I.R.I.S. in fulfillment of its warranty obligation must be used in products for which warranty service is claimed. 3. When a refund is given, the product for which the refund is provided must be returned to I.R.I.S. and becomes I.R.I.S.’s property. 4. EXCLUSIONS AND LIMITATIONS 1. This Limited Warranty applies only to the hardware product manufactured by or for I.R.I.S. that can be identified by the “I.R.I.S.” trademark, trade name, or logo affixed to it. The Limited Warranty does not apply to any non-I.R.I.S. hardware product or any software, even if packaged or sold with the I.R.I.S. hardware. Manufacturers, suppliers, or publishers, other than I.R.I.S., may provide their own warranties to the end user purchaser, but I.R.I.S., in so far as permitted by law, provides their products “as is”. Software distributed by I.R.I.S. with or without the I.R.I.S. brand name (including, but not limited to system software) is not covered under this Limited Warranty. Refer to the licensing agreement accompanying the software for details of your rights with respect to its use. 2. This warranty does not apply: (a) to consumable parts, such as batteries or cables, unless damage has occurred due to a defect in materials or workmanship; (b) to cosmetic damage, including but not limited to scratches, dents, and broken plastic on ports; (c) to damage caused by accident, abuse, misuse, flood, fire, earthquake or other external causes; (d) to damage caused by operating the product outside the permitted or intended uses described by I.R.I.S.; (e) to damage caused by service (including upgrades and expansions) performed by anyone who is not a representative of I.R.I.S. or an I.R.I.S. Authorized Reseller; (f) to a product or part that has been modified to alter functionality or capability without the written permission of I.R.I.S.; or (g) if any I.R.I.S. serial number has been removed or defaced. 3. Important: Do not open the hardware product. Opening the hardware product may cause damage that is not covered by this warranty. Only I.R.I.S. or an authorized service provider should perform service on this hardware product. 14. In the event that a claim is filed in a court of competent jurisdiction alleging that the I.R.I.S. product, its related documentation, its trademarks, its copyrights and its trade names used within the scope of the license granted hereunder directly infringes any copyright or trade secret of any third party (“infringement action”), I.R.I.S. shall indemnify, defend and hold the licensee harmless from and against such infringement action and any and all costs, damages, penalties and expenses, including reasonable attorneys’ fees, finally resulting from or awarded in actions attributable to such claim, provided that (a) the licensee promptly notifies I.R.I.S. in writing of the existence of such infringement action when the licensee becomes aware of such infringement action, (b) I.R.I.S. has control of the defense of such infringement action and all related settlement negotiations, and (c) the licensee provides all reasonable assistance and cooperation in such defense. In the event of an infringement claim for which I.R.I.S. is obligated to indemnify the licensee, I.R.I.S. may, at its sole discretion, (i) obtain a license that allows the licensee to continue using the I.R.I.S. product, or (ii) replace or modify the I.R.I.S. product so as to be non-infringing in a manner that does not materially affect its functionality. The foregoing represents I.R.I.S.’ sole responsibility to the licensee in the event of a third-party infringement claim of any kind, and it is agreed that I.R.I.S. will have no responsibility or liability whatsoever in connection with any third party patent claims. In any case, the yearly maximum amount of indemnification will not exceed the amount of license fee received by I.R.I.S. from the licensee according to this present agreement. 15. This I.R.I.S. license agreement is fully effective for I.R.I.S. products as for a third-party hardware product. It gives the same rights and obligations to both parties, I.R.I.S. and the licensee. Article 13 is valid for hardware products whoever the hardware manufacturer may be. 16. Notwithstanding the foregoing, I.R.I.S. shall have no responsibility for claims arising solely as a result of the modifications made by the licensee to the I.R.I.S. product. In case of claims arising from the combined use of I.R.I.S.’ product with the licensee’s solution, the responsibility shall be shared by both I.R.I.S. and the licensee if the real cause of the problem for which such claims are lodged can not be clearly identified to be from the I.R.I.S.’ side or from the licensee’s side.