CLARIS SERVER SOFTWARE LICENSEIMPORTANT -- READ CAREFULLY: BY INSTALLING, COPYING, DOWNLOADING, ACCESSING OR OTHERWISE USINGTHE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS
OF THIS LICENSE, DO NOT INSTALL, ACCESS OR USE THE SOFTWARE, AND IMMEDIATELY DESTROY ANY COPIES OF
THE SOFTWARE.
IF YOU LICENSED THIS SOFTWARE UNDER A CLARIS VOLUME LICENSE AGREEMENT (FOR EXAMPLE, ANNUAL
VOLUME LICENSE AGREEMENT, VOLUME LICENSE AGREEMENT, ANNUAL SITE LICENSE AGREEMENT, OR SITE
LICENSE AGREEMENT), THEN THE TERMS OF SUCH AGREEMENT WILL SUPERSEDE THESE TERMS, AND THESETERMS DO NOT CONSTITUTE THE GRANTING OF AN ADDITIONAL LICENSE TO THE SOFTWARE.
The Claris Server software identified herein and documentation accompanying this License (“Software”) arelicensed, not sold, to you by Claris International Inc. and/or Claris International (collectively referred to as “Claris”)
for use only under the terms of this License, and Claris reserves any rights not expressly granted to you. The rights
granted are limited to Claris’s and its licensors’ intellectual property rights in the Software, only as detailed herein,and do not include any other patents, intellectual property or other rights. You own the media on which theSoftware is recorded or fixed, but Claris and its licensors retain ownership of the Software itself.
1.

License.

(a)
General License. The Software consists only of the following components: database server, web
publishing engine, web server module, script engine, Claris Admin API and Claris Data API. You may either (1)install all the Software components on a single computer, or (2) install the web publishing engine component on
one computer and all the other components on one other computer.
(b)
User Access. The Software includes the rights to access data stored in the database serverusing the Claris WebDirect web browser client, the Claris Go client and the Claris Pro client (collectively “Client(s)”).
Your company or organization who has licensed the Software must purchase a license for each unique individual
who will access the Software using a Client. This unique individual who has a license to access the Software isdefined as a “User.” Claris grants each User a temporary, nonexclusive, non-transferable license to access theSoftware.
(c)Free Plan. If You are accessing the Software or Service (collectively referred to as “Service”)
under the Free Plan (“Free Plan”), then the following terms apply to you and Section 5 below is modified so that
the Free Plan is provided “AS IS” and “WITHOUT WARRANTY OF ANY KIND”. If this disclaimer isn’t effective incertain jurisdictions, in no event should Claris’s liability exceed five ($5.00) dollars. Under the Free Plan, You, as anindividual, may access and use the Service and invite up to one (1) additional unique user to access and use theService according to the following terms and conditions. All access to the Service requires a Claris ID account. Each
user must have their own Claris ID account and a Claris ID account cannot be shared among multiple users. Whileusing the Free Plan, You and Your one additional user are permitted to access and use the Service subject to thefollowing collective usage limits and restrictions: (i) up to 500MB of record storage and 2GB of media storage forClaris Studio; (ii) up to 5,000 records per table for Claris Pro; (iii) up to 500 steps per month for Claris Connect; and(iv) up to 2GB Data API Outbound Transfer per user per month for Claris Server. Claris reserves the right to change
the terms of the Free Plan, including changing the features, functionality or usage limits and restrictions of theService under the Free Plan, or to terminate the Free Plan at any time in Claris’s sole discretion. Except asotherwise noted in this section, all other terms below apply to both the Free Plan and any Paid Plan.

(d)Claris ID Account. Use of the Software requires a unique user name and password combination,
known as a Claris ID account and You will be required to set up and sign in with Your Claris ID account in order to
use the Software. You must not reveal Your Claris ID account credentials to anyone else. You are solely responsible
for maintaining the confidentiality and security of Your Claris ID account and for all activities that occur on or
through Your Claris ID account, and You agree to immediately notify Claris of any security breach of or
unauthorized access to Your Claris ID account. You further acknowledge and agree that You will not share Your
Claris ID account and/or password details with another individual. To the fullest extent permitted under applicablelaw, Claris shall not be responsible for any losses arising out of the unauthorized use of Your Claris ID account.
You agree to provide accurate and complete information when You register with, and as You use, the Software(“Account Registration Data”), and You agree to keep Your Account Registration Data accurate and complete at all
times. Failure to provide accurate, current and complete Account Registration Data may result in the suspension
and/or termination of Your Claris ID account.
(e)Claris Data API/OData License. The Claris Data API/OData features (“Data API/OData Features”)
allow you to pull and push data from and to the database on your Claris Server by making REST API data requests(each a “Data Request”) to the database on your Claris Server. The number of Data Requests you may make islimited by the amount of API data transfer (“API Data Transfer”) you receive with your contract. For inbound Data
Requests (pulling data into the database on your Claris Server) you have unlimited API Data Transfer. For outbound
Data Requests (pushing data out from the database on your Claris Server) you are limited to the API Data Transfer
included with the Software along with any additional API Data Transfer that you purchase. If you purchased theSoftware under an Annual Site License contract or an Annual Volume License Contract, which is subject toadditional terms, then the API Data Transfer you receive under your Annual Site License contract or Annual
Volume License contract is shared among all the Claris Servers you receive under each Annual Site License contract
or Annual Volume License Contract. The API Data Transfer you receive is for an annual term based on the startdate of your contract, and any unused API Data Transfer will not roll over to the next annual term.
(f)Annual Licenses and Limited Term Licenses. If you license the Software under an annual licenseor other limited term license (e.g., Annual Volume License Agreement or Annual Site License Agreement), then you
may only use the Software during the term of the license agreement, and you must cease all use of the Software
upon the expiration of your license agreement.
(g)
Backup. You may make one copy of the Software in machine readable form solely for backup
purposes. As an express condition of this License, you must reproduce on each copy any copyright notice or otherproprietary notice that is on the original copy supplied by Claris.
(h)Upgrades & Updates. If the Software is licensed as a version or feature upgrade or update, thenyou may only use the Software to replace a validly licensed version of the same software. You agree that the
upgrade or update does not constitute the granting of a second license to the Software (i.e., you may not use theupgrade or update in addition to the software it is replacing, nor may you transfer the software which is being
replaced to a third party). The terms of this License will govern any software upgrades or updates provided by
Claris to the Software, unless such upgrade or update is accompanied by a separate license in which case you
agree that the terms of that license will govern such upgrade or update.
(i)
Education. If the Software is licensed at an education discount, then the Software may only be
used by enrolled students, faculty, teachers, staff and administrators at an accredited K-12 educational institution(or equivalent) or higher education institution exclusively for educational purposes.
2.

Restrictions.

(a)Other Limitations. YOU MAY NOT REVERSE ENGINEER, DECOMPILE OR DISASSEMBLE THE
SOFTWARE, EXCEPT AND ONLY TO THE EXTENT EXPRESSLY PERMITTED BY APPLICABLE LAW. YOU MAY NOTMODIFY, ADAPT, TRANSLATE, RENT, LEASE, LOAN OR CREATE DERIVATIVE WORKS BASED UPON THE SOFTWARE
OR ANY PART THEREOF.
(b)
Restricted Uses. THE SOFTWARE IS NOT INTENDED FOR USE IN THE OPERATION OF NUCLEAR
FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL SYSTEMS, LIFE
SUPPORT MACHINES OR OTHER EQUIPMENT IN WHICH THE FAILURE OF THE SOFTWARE COULD LEAD TO DEATH,PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.
(c)
Transfer Restriction. YOU MAY NOT TRANSFER OR ASSIGN YOUR RIGHTS UNDER THIS LICENSETO ANOTHER PARTY WITHOUT THE PRIOR WRITTEN CONSENT OF CLARIS.
(d)
Third Party Acknowledgements. Certain components of the Software, and third party open
source programs included with the Software, have been or may be made available by Claris on its web site(https://www.claris.com/company/legal/third-party-acknowledgements.html). Acknowledgements, licensing
terms and disclaimers for such material are contained in the “online” electronic documentation for the Software,or may otherwise accompany such material, and your use of such material is governed by their respective terms.
(e)Commercial Hosting Restrictions. If you provide commercial hosting, you may only allow one
customer to access each Software license. You must obtain at least one Claris Server Software license for eachcustomer that you provide hosting services. You may not use the Software to provide any commercial hosting if
you license the Software under Claris’s Site License Agreement or Annual Site License Agreement.
3.
Termination. This License is effective until terminated. This License will terminate automatically without
notice from Claris or judicial resolution if you fail to comply with any provision of this License. If you license theSoftware under an annual license or limited term license, then your licenses will immediately terminate and you
must cease all use of the Software upon the expiration or termination of your license, unless you have paid torenew the license prior to its expiration or termination. Upon such expiration or termination you must destroy the
Software, all accompanying written materials and all copies thereof, and Sections 5, 6, 7 and 8 will survive any
termination or cancellation of this License.
4.
Export Law Assurances. You may not use or otherwise export or re-export the Software except asauthorized by United States law and the laws of the jurisdiction in which the Software was obtained. In particular,
but without limitation, the Software may not be exported or re-exported (a) into any U.S. embargoed countries or(b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department ofCommerce’s Denied Person’s List or Entity List. By using the Software, you represent and warrant that you are not
located in, under control of, or a national or resident of any such country or on any such list. You also agree thatyou will not use the Software for any purposes prohibited by United States law, including, without limitation, thedevelopment, design, manufacture or production of missiles, nuclear, chemical or biological weapons.
5.
Limited Warranty. Unless otherwise set forth in this Agreement, Claris warrants for a period of ninety (90)days from your date of purchase that the Software as provided by Claris will perform substantially in accordancewith the accompanying documentation. Claris’s entire liability and your sole and exclusive remedy for any breachof the foregoing limited warranty will be, at Claris’s option, replacement of the Software, refund of the purchaseprice, or repair of the Software.
THIS LIMITED WARRANTY IS THE ONLY WARRANTY PROVIDED BY CLARIS AND CLARIS AND ITS LICENSORS
EXPRESSLY DISCLAIM ALL OTHER WARRANTIES, CONDITIONS OR OTHER TERMS, EITHER EXPRESS OR IMPLIED(WHETHER COLLATERALLY, BY STATUTE OR OTHERWISE), INCLUDING BUT NOT LIMITED TO IMPLIEDWARRANTIES, CONDITIONS OR OTHER TERMS OF MERCHANTABILITY, SATISFACTORY QUALITY AND/OR FITNESSFOR A PARTICULAR PURPOSE WITH REGARD TO THE SOFTWARE AND ACCOMPANYING WRITTEN MATERIALS.
FURTHERMORE, THERE IS NO WARRANTY AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SOFTWARE

OR AGAINST INFRINGEMENT OF THIRD PARTY PROPRIETARY RIGHTS BY THE SOFTWARE. CLARIS DOES NOTWARRANT THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT
DEFECTS IN THE SOFTWARE WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY
CLARIS OR A CLARIS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. BECAUSE SOMEJURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES, CONDITIONS OR
OTHER TERMS THE ABOVE LIMITATION MAY NOT APPLY TO YOU. THE TERMS OF THIS DISCLAIMER AND THE
LIMITED WARRANTY UNDER THIS SECTION 5 DO NOT AFFECT OR PREJUDICE THE STATUTORY RIGHTS OF A
CONSUMER ACQUIRING THE SOFTWARE OTHERWISE THAN IN THE COURSE OF A BUSINESS, NEITHER DO THEY
LIMIT OR EXCLUDE ANY LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY CLARIS’S NEGLIGENCE.
6.

Exclusion and Limitation of Remedies and Damages.

(a)Exclusion. IN NO EVENT WILL CLARIS, ITS PARENT, SUBSIDIARIES, OR ANY OF ITS LICENSORS,DIRECTORS, OFFICERS, EMPLOYEES OR AFFILIATES OF ANY OF THE FOREGOING BE LIABLE TO YOU FOR ANYCONSEQUENTIAL, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES WHATSOEVER (INCLUDING WITHOUT
LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESSINFORMATION AND THE LIKE) OR DIRECT LOSS OF BUSINESS, BUSINESS PROFITS OR REVENUE, WHETHERFORESEEABLE OR UNFORESEEABLE, ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE OR
ACCOMPANYING WRITTEN MATERIALS, REGARDLESS OF THE BASIS OF THE CLAIM (WHETHER UNDERCONTRACT, NEGLIGENCE OR OTHER TORT OR UNDER STATUTE OR OTHERWISE HOWSOEVER ARISING) AND
EVEN IF CLARIS OR A CLARIS REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
(b)
Limitation. CLARIS’S TOTAL LIABILITY TO YOU FOR DAMAGES FOR ANY CAUSE WHATSOEVERNOT EXCLUDED BY SECTION 6(a) ABOVE HOWSOEVER CAUSED (WHETHER IN CONTRACT, NEGLIGENCE OR
OTHER TORT, UNDER STATUTE OR OTHERWISE HOWSOEVER ARISING) WILL BE LIMITED TO THE GREATER OF
U.S.$5.00 OR THE MONEY PAID FOR THE SOFTWARE THAT CAUSED THE DAMAGES. THE PARTIES AGREE THATTHIS LIMITATION OF REMEDIES AND DAMAGES PROVISION SHALL BE ENFORCED INDEPENDENTLY OF ANDSURVIVE THE FAILURE OF ESSENTIAL PURPOSE OF ANY WARRANTY REMEDY. THIS LIMITATION WILL NOT APPLYIN CASE OF DEATH OR PERSONAL INJURY CAUSED BY CLARIS’S NEGLIGENCE ONLY WHERE AND TO THE EXTENTTHAT APPLICABLE LAW REQUIRES SUCH LIABILITY. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE LIMITATION OF
LIABILITY IN THIS SECTION 6 MAY NOT APPLY TO YOU. NOTHING IN THIS LICENSE AFFECTS OR PREJUDICES THE
STATUTORY RIGHTS OF A CONSUMER ACQUIRING THE SOFTWARE OTHERWISE THAN IN THE COURSE OF A
BUSINESS.
7.
Use of Data. Claris and its subsidiaries and agents may collect, maintain, process and use diagnostic,
technical and related information, including but not limited to information about your computer, system andapplication software, and peripherals, that is gathered periodically to facilitate the provision of software updates,
product support and other services to you (if any) related to the Claris Software and to verify compliance with theterms of this License. Claris may also use aggregate information, as long as it is in a form that does not personallyidentify you, to improve our products or to provide services or technologies to you.
At all times information will be treated in accordance with Claris’s Privacy Policy, which is incorporated byreference into this License and can be viewed at: https://www.claris.com/company/legal/.
8.
General. If there is a local subsidiary of Claris in the country in which this License was purchased, then thelocal law in which the subsidiary sits shall govern this License. Otherwise, this License shall be governed by the lawsof the United States and the State of California. The parties agree that the United Nations Convention on Contracts
for the International Sale of Goods (1980), as amended, is specifically excluded from application to this License.
This License constitutes the entire agreement between the parties with respect to the Software licensed underthese terms, and it supersedes all prior or contemporaneous agreement, arrangement and understanding
regarding such subject matter. You acknowledge and agree that you have not relied on any representations madeby Claris, however, nothing in this License shall limit or exclude liability for any representation made fraudulently.

No amendment to or modification of this License will be binding unless in writing and signed by Claris. If any
provision of this License shall be held by a court of competent jurisdiction to be contrary to law, that provision will
be enforced to the maximum extent permissible, and the remaining provisions of this License will remain in fullforce and effect. No failure or delay by Claris in exercising its rights or remedies shall operate as a waiver unlessmade by specific written notice. No single or partial exercise of any right or remedy of Claris shall operate as awaiver or preclude any other or further exercise of that or any other right or remedy. This Software and related
documentation are “Commercial Items”, as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial
Computer Software” and “Commercial Computer Software Documentation”, as such terms are used in 48 C.F.R.
§12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software
Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only
those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights
reserved under the copyright laws of the United States.

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