ALADDIN KNOWLEDGE SYSTEMS LTD. 
HASP License Manager
LICENSE AGREEMENT

IMPORTANT INFORMATION - PLEASE READ THIS AGREEMENT CAREFULLY BEFORE DOWNLOADING OR INSTALLING THE SOFTWARE PROGRAM. ALL ORDERS FOR AND USE OF THE HASP License Manager including any revisions, corrections, modifications, enhancements, updates and/or upgrades thereto (hereinafter “Software”) SUPPLIED BY ALADDIN KNOWLEDGE SYSTEMS LTD. or any of its affiliates (either of them referred to as “ALADDIN”) ARE AND SHALL BE, SUBJECT TO THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT. 
BY DOWNLOADING THE SOFTWARE (as defined hereunder) AND/OR BY INSTALLING THE SOFTWARE ON YOUR COMPUTER, YOU ARE ACCEPTING THIS AGREEMENT AND AGREEING TO BE BOUND BY ITS TERMS AND CONDITIONS.

IF YOU DO NOT AGREE TO THIS AGREEMENT OR ARE NOT WILLING TO BE BOUND BY IT, DO NOT INSTALL THE SOFTWARE AND PROMPTLY ERASE THE SOFTWARE, AND ANY PART THEREOF, FROM YOUR COMPUTER AND DO NOT USE IT IN ANY MANNER WHATSOEVER. 

1.	Title & Ownership. THIS IS A LICENSE AGREEMENT AND NOT AN AGREEMENT FOR SALE. The  Software and the related documentation, ARE NOT FOR SALE and are and shall remain in Aladdin’s sole property. All intellectual property rights (including, without limitation, copyrights, trade secrets, trademarks, etc.) evidenced by or embodied in and/or attached/connected/related to the Software are and shall be owned solely by Aladdin. This Agreement does not convey to you an interest in or to the Software but only a limited right of use revocable in accordance with the terms of this Agreement. Nothing in this Agreement constitutes a waiver of Aladdin’s intellectual property rights under any law.
2.	License. Subject to payment of applicable license fees, Aladdin hereby grants to you, and you accept, a personal, nonexclusive and fully revocable limited license to use the Software, in executable form only, as described in the Software accompanying user guide and only according to the terms of this Agreement: (i) you may install the Software and use it on computers located in your place of business, as described in Aladdin’s user guide; (ii) you may merge the Software into your computer programs for the sole purpose described in Aladdin’s user guide; however, any portion of the Software merged into another computer program shall be deemed as derivative work and will continue to be subject to the terms of this Agreement; and  (iii) you are permitted to make a reasonable number of copies for the sole purpose described in Aladdin’s user guide. The Software shall not be used for any other purposes.
3.	Prohibited Uses. Except as specifically permitted herein, you agree not to (i) use, modify, merge or sub-license the Software except as expressly authorized in this Agreement and in the Aladdin user’s guide; and (ii) sell, license (or sub-license), lease, assign, transfer, pledge, or share your rights under this Agreement with/to anyone else; and (iii) modify, disassemble, decompile, reverse engineer, revise or enhance the Software or attempt to discover the Software’s source code; and (iv) place the Software onto a server so that it is accessible via a public network; and (v) use any back-up or archival copies of the Software (or allow someone else to use such copies) for any purpose other than to replace an original copy if it is destroyed or becomes defective. If you are a member of the European Union, this agreement does not affect your rights under any legislation implementing the EC Council Directive on the Legal Protection of Computer Programs. If you seek any information within the meaning of that Directive you should initially approach Aladdin.
4.	Warranty Disclaimer. THE SOFTWARE IS PROVIDED “AS IS”. ALADDIN DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIRMENTS OR THAT ITS OPERATION WILL BE UNINTERRUPTED OR ERROR-FREE. TO THE EXTENT ALLOWED BY LAW, ALADDIN EXPRESSLY DISCLAIMS ALL EXPRESS WARRANTIES AND ALL IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NO ALADDIN’S DEALER, DISTRIBUTOR, RESELLER, AGENT OR EMPLOYEE IS AUTHORIZED TO MAKE ANY MODIFICATIONS, EXTENSIONS, OR ADDITIONS TO THIS WARRANTY DISCLAIMER. 
5.	Exclusion Of Consequential Damages. The parties acknowledge, that the Software is inherently complex and may not be completely free of errors. ALADDIN SHALL NOT BE LIABLE WHETHER UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, TO YOU OR ANY THIRD PARTY FOR ANY LOSS OR DAMAGE (INCLUDING INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES), INCLUDING, WITHOUT LIMITATION, ANY LOSS OR DAMAGE TO BUSINESS EARNINGS, LOST PROFITS OR GOODWILL AND LOST OR DAMAGED DATA OR DOCUMENTATION, SUFFERED BY ANY PERSON, ARISING FROM AND/OR RELATED WITH AND/OR CONNECTED TO ANY USE OF THE SOFTWARE, EVEN IF ALADDIN IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
6.	Limitation Of Liability. IN THE EVENT THAT, NOTWITHSTANDING THE TERMS OF THIS AGREEMENT, ALADDIN IS FOUND LIABLE FOR DAMAGES SUCH SHALL NOT EXCEED TEN THOUSAND US DOLLARS ($10,000).
7.	Termination. Your failure to comply with the terms of this Agreement shall terminate your license and this Agreement. Upon termination of this Agreement by Aladdin: (i) the License granted to you in this Agreement shall expire and you, upon termination, shall discontinue all further use of the Software; and (ii) you shall promptly return to Aladdin all tangible property representing Aladdin’s intellectual property rights and all copies thereof and/or shall erase/delete any such information held by it in electronic form. Sections 1, 4, 5, 6 and 8 shall survive any termination of this Agreement.
8.	Governing Law & Jurisdiction. This Agreement shall be construed and governed in accordance with the laws of Israel (except for conflict of law provisions) and the competent courts of  Tel-Aviv shall have exclusive jurisdiction in any conflict or dispute arising out of this Agreement. The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches. 
9.	Third Party Software. If the Software contains any software provided by third parties, such third party’s software is provided “As Is” without any warranty of any kind and shall be subject to any and all limitations and conditions required by such third parties.
10.	Miscellaneous. This Agreement represents the complete agreement concerning the license granted herein and the subject matter hereof and may be amended only by a written agreement executed by both parties. 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.

I HAVE READ AND UNDERSTOOD THIS LICENSE AGREEMENT AND AGREE TO BE BOUND BY ALL OF THE TERMS.