MEASUREMENT COMPUTING SOFTWARE LICENSE AGREEMENT(InstaCal Utility)
INSTALLATION NOTICE: THIS IS A CONTRACT. BEFORE YOU DOWNLOAD THE SOFTWARE AND/OR COMPLETETHE INSTALLATION PROCESS, CAREFULLY READ THIS AGREEMENT. BY DOWNLOADING THE SOFTWAREAND/OR CLICKING THE APPLICABLE BUTTON TO COMPLETE THE INSTALLATION PROCESS, YOU (THEINDIVIDUAL USING THE SOFTWARE AS WELL AS YOUR EMPLOYER IF YOU ARE USING THE SOFTWARE WITHINTHE SCOPE OF YOUR EMPLOYMENT) CONSENT TO THE TERMS OF THIS AGREEMENT AND YOU AGREE TO BEBOUND BY THIS AGREEMENT. IF YOU DO NOT WISH TO BECOME A PARTY TO THIS AGREEMENT AND BE
BOUND BY ALL OF ITS TERMS AND CONDITIONS, CLICK THE APPROPRIATE BUTTON TO CANCEL THE
INSTALLATION PROCESS AND DO NOT INSTALL OR USE THE SOFTWARE.
1. License Grant. The computer software named above (together with all accompanying documentation, utilities, anddriver interface software, the “SOFTWARE”) is owned or licensed by Measurement Computing Corporation (“MCC”)
and/or its suppliers and licensors. Pursuant and subject at all times to the terms and conditions of this Agreement,
MCC hereby grants you a limited, non-exclusive right to use, modify and distribute the computer software program
named above (together with all accompanying documentation, utilities, and driver interface software, the“SOFTWARE”). The SOFTWARE is in "use" when loaded into temporary memory (i.e., RAM) or installed into
permanent memory (e.g., hard disk, CD-ROM, DVD-ROM, network storage device, or other storage device).
2. Distribution.
provisions:

You may distribute the SOFTWARE in binary form, provided that you comply with the following(a) You may not modify the copyright notice embedded in the source code of the SOFTWARE.
(b) You must license the SOFTWARE, or if you distribute the SOFTWARE with or embedded in your own
program (“Program”), you must license your Program, on terms at least as restrictive as those set forth in thisAgreement.
(c)
If you distribute the SOFTWARE through your Program, then you must display your valid copyright noticeon your Program, and you may not use MCC′s name, logo, or trademarks to market your Program without
MCC′s express prior written permission.
(d) Indemnify, defend, and hold harmless MCC and its suppliers and licensors from any claims, including
attorneys’ fees, related to your distribution of the SOFTWARE or the distribution or use of your Programs.

3. Export Laws. The SOFTWARE is subject to United States export laws and regulations. You must comply with all
domestic and international export laws and regulations that apply to the SOFTWARE. These laws include restrictions
on destinations, end users and end use. If you are downloading the SOFTWARE, you hereby represent and warrant
to MCC as follows: (i) you are not located in, or under the control of, any country the laws and regulations of which
prohibit importation of the SOFTWARE; and (ii) you are not located in, or under the control of, any country to which
the laws and regulations of the U.S.A. prohibit exportation of the SOFTWARE.
4. Support Services. Since this software is “as is,” MCC is under no obligation to provide support services for it.
5. Entire Agreement. This Agreement constitutes the complete agreement between you and MCC regarding theSOFTWARE, and it supersedes any oral or written proposals, prior agreements, purchase orders, or any othercommunication between you and MCC relating to the subject matter of this Agreement.
6. Applicable Law. This Agreement is governed by the laws of the State of Texas, U.S.A., exclusive of any provisions ofthe United Nations Convention on the International Sale of Goods, and without regard to principles of conflicts of law;and the non-exclusive venue for all actions under this Agreement shall be in the courts located in Travis County,Texas, U.S.A. and the parties agree to submit to the jurisdiction of such courts.
7. DISCLAIMER OF WARRANTIES. EXCEPT AS EXPRESSLY SET FORTH ABOVE, NO OTHER WARRANTIES,EITHER EXPRESS OR IMPLIED ARE MADE WITH RESPECT TO THE SOFTWARE, INCLUDING, BUT NOTLIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSEOR NON-INFRINGEMENT. THERE ARE NO OTHER WARRANTIES THAT MAY ARISE FROM USAGE OF TRADE
OR COURSE OF DEALING. MCC DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONSREGARDING THE USE OF OR THE RESULTS OF THE USE OF THE SOFTWARE IN TERMS OFCORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE AND DOES NOT WARRANT THAT THEOPERATION OF THE SOFTWARE OR SOFTWARE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE.
8. LIMITATION ON AND EXCLUSION OF REMEDIES AND DAMAGES. NEITHER MCC, NOR ITS LICENSORS ANDDISTRIBUTORS, SHALL HAVE ANY LIABILITY TO YOU OR ANY OTHER INDIVIDUAL OR ENTITY CONNECTEDWITH YOU FOR ANY CLAIM, LOSS, OR DAMAGE OF ANY KIND OR NATURE WHATSOEVER ARISING OUT OFOR IN CONNECTION WITH THE PERFORMANCE OF THIS EULA OR ARISING OUT OF OR IN CONNECTIONWITH (1) THE SOFTWARE; (2) ANY INTERRUPTION OR LOSS OF SERVICE OR USE OF THE SOFTWARE, ORANY FILES, DATA, OR OTHER COMPUTER SYSTEMS; (3) ANY PRODUCT FAILURE; OR (4) ANY LOSS OFPROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS ORDAMAGE OF ANY KIND OR NATURE RESULTING FROM THE FOREGOING EVEN IF MCC OR ITS LICENSORSOR DISTRIBUTORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ACKNOWLEDGETHAT BUT FOR THIS PROVISION, MCC WOULD NOT MAKE THE SOFTWARE AVAILABLE TO YOU. BECAUSESOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FORCONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY. IF THEFOREGOING LIMITATION OF LIABILITY IS NOT ENFORCEABLE BECAUSE THE SOFTWARE IS DETERMINEDBY A COURT OF COMPETENT JURISDICTION IN A FINAL, NON-APPEALABLE JUDGMENT TO BE DEFECTIVEAND TO HAVE DIRECTLY CAUSED BODILY INJURY, DEATH, OR PROPERTY DAMAGE, IN NO EVENT SHALLMCC’S LIABILITY, OR THE LIABILITY OF MCC’S LICENSORS OR DISTRIBUTORS, FOR PROPERTY DAMAGEEXCEED $5.00.
9.

Warning. (1) MCC PRODUCTS ARE NOT DESIGNED WITH COMPONENTS AND TESTING FOR A LEVEL OFRELIABILITY SUITABLE FOR USE IN OR IN CONNECTION WITH SURGICAL IMPLANTS OR AS CRITICALCOMPONENTS IN ANY LIFE SUPPORT SYSTEMS WHOSE FAILURE TO PERFORM CAN REASONABLY BEEXPECTED TO CAUSE SIGNIFICANT INJURY TO A HUMAN. (2) IN ANY APPLICATION, INCLUDING THEABOVE, RELIABILITY OF OPERATION OF THE SOFTWARE PRODUCTS CAN BE IMPAIRED BY ADVERSEFACTORS, INCLUDING BUT NOT LIMITED TO FLUCTUATIONS IN ELECTRICAL POWER SUPPLY,COMPUTER HARDWARE MALFUNCTIONS, COMPUTER OPERATING SYSTEM SOFTWARE FITNESS,FITNESS OF COMPILERS AND DEVELOPMENT SOFTWARE USED TO DEVELOP AN APPLICATION,INSTALLATION ERRORS, SOFTWARE AND HARDWARE COMPATIBILITY PROBLEMS, MALFUNCTIONS ORFAILURES OF ELECTRONIC MONITORING OR CONTROL DEVICES, TRANSIENT FAILURES OFELECTRONIC SYSTEMS (HARDWARE AND/OR SOFTWARE), UNANTICIPATED USES OR MISUSES, ORERRORS ON THE PART OF THE USER OR APPLICATIONS DESIGNER (ADVERSE FACTORS SUCH ASTHESE ARE HEREAFTER COLLECTIVELY TERMED "SYSTEM FAILURES"). ANY APPLICATION WHERE ASYSTEM FAILURE WOULD CREATE A RISK OF HARM TO PROPERTY OR PERSONS (INCLUDING THE RISKOF BODILY INJURY AND DEATH) SHOULD NOT BE RELIANT SOLELY UPON ONE FORM OF ELECTRONICSYSTEM DUE TO THE RISK OF SYSTEM FAILURE. TO AVOID DAMAGE, INJURY, OR DEATH, THE USER ORAPPLICATION DESIGNER MUST TAKE REASONABLY PRUDENT STEPS TO PROTECT AGAINST SYSTEMFAILURES, INCLUDING BUT NOT LIMITED TO BACK-UP OR SHUT DOWN MECHANISMS. BECAUSE EACHEND-USER SYSTEM IS CUSTOMIZED AND DIFFERS FROM MCC′S TESTING PLATFORMS AND BECAUSE AUSER OR APPLICATION DESIGNER MAY USE MCC PRODUCTS IN COMBINATION WITH OTHER PRODUCTSIN A MANNER NOT EVALUATED OR CONTEMPLATED BY MCC, THE USER OR APPLICATION DESIGNER ISULTIMATELY RESPONSIBLE FOR VERIFYING AND VALIDATING THE SUITABILITY OF MCC PRODUCTSWHENEVER MCC PRODUCTS ARE INCORPORATED IN A SYSTEM OR APPLICATION, INCLUDING,WITHOUT LIMITATION, THE APPROPRIATE DESIGN, PROCESS, AND SAFETY LEVEL OF SUCH SYSTEM ORAPPLICATION.

10. U.S. Government Restricted Rights. If you are an agency, department, or other entity of the United States
Government ("Government"), the use, duplication, reproduction, release, modification, disclosure, or transfer of theSOFTWARE, or any related documentation of any kind, including technical data or manuals, is restricted inaccordance with Federal Acquisition Regulation 12.212 (as amended or supplanted) for civilian agencies andDefense Federal Acquisition Regulation Supplement 227.7202 (as amended or supplanted) for military agencies.
The SOFTWARE is commercial computer software and the related documentation is commercial computer softwaredocumentation. The use of the SOFTWARE and related documentation is further restricted in accordance with theterms of this Agreement, or any modification hereto. The Contractor/Manufacturer is Measurement Computing
Corporation, 10 Commerce Way, Norton, MA, U.S.A., 02766.
(c) 2016 Measurement Computing Corporation. All Rights Reserved.

Document Revision 2February, 2016