LEADTOOLS Software License Agreement
IMPORTANTLEAD TECHNOLOGIES, INC. IS WILLING TO LICENSE LEAD SDK(S) TO YOU ONLY UPON THE CONDITIONTHAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THE LICENSE AGREEMENT PRINTED BELOW,INCLUDING WITHOUT LIMITATION, THE WARRANTY DISCLAIMERS, LIMITATIONS OF LIABILITY AND
INDEMNITY PROVISIONS. PLEASE READ THE TERMS CAREFULLY BEFORE CLICKING THE ACCEPTBUTTON DURING INSTALLATION OR USING THE LEAD SDK(S), AS SUCH CONDUCT INDICATES YOUR
ACCEPTANCE TO ALL OF THE TERMS OF THE LICENSE AGREEMENT. IF YOU DO NOT AGREE TO THETERMS, LEAD TECHNOLOGIES, INC. IS UNWILLING TO LICENSE THE LEAD SDK(S) TO YOU AND YOU
ARE NOT PERMITTED TO INSTALL OR USE THE LEAD SDK(S).
This License Agreement (“Agreement”) is a legal agreement between LEAD Technologies, Inc.
(“LEAD”), a North Carolina corporation, principally located in Charlotte, North Carolina, and you(either an individual or single entity) (“Licensee”), and is effective the date Licensee installs and/or
otherwise uses the applicable LEAD SDK(s).
1. DEFINITIONSAs used herein, the following terms, when capitalized, will have the following meanings:“LEAD SDK” means all material, including Redistributables and Development Resources, comprising
one or more of the following LEADTOOLS® developer toolkit products: LEADTOOLS Imaging Pro,
LEADTOOLS Barcode Pro, LEADTOOLS PDF Pro, LEADTOOLS Pro Suite, LEADTOOLS Document,
LEADTOOLS Document Suite, LEADTOOLS Recognition, LEADTOOLS Forms, LEADTOOLS Edit,
LEADTOOLS Medical, LEADTOOLS Medical Suite, LEADTOOLS Multimedia, LEADTOOLS Multimedia
Suite, LEADTOOLS OCR Modules, LEADTOOLS ICR Module, and LEADTOOLS Streaming Module. LEAD
SDK also includes any and all full and partial evaluation or demonstration versions of the above
products, including without limitation, evaluation versions that are available on Nuget.org,
GitHub.com, and similar public-facing sites used for distribution of development components. This
Agreement also applies to any updates or supplements to the LEAD SDK(s) provided by LEAD, unless
LEAD provides new license terms and conditions with the update or supplement.
“Licensee” means the person or entity entering into this Agreement with LEAD. Any person who isentering into this Agreement on behalf of an organizational entity represents that he or she has theauthority to bind such entity.
“End User Software” means an end user program which Licensee develops using a LEAD SDK and
into which one or more of the Redistributables are incorporated, and which contains significant
additional functionality over and above the functionality contained in the LEAD SDK.
“Redistributables” are those runtime libraries and files intended for duplication and distribution with
the End User Software. The Redistributables are identified in the Development Resources under the
topic “Files to be Included with Your Application”.
“Development Resources” means programming materials included with the LEAD SDKs such as user
manuals and on-line help files, tutorials, videos, sample source code examples, demo programs, andother tools designed to facilitate developing End User Software with a LEAD SDK.
“Development License” means the license granted pursuant to section 2 below allowing Licensee to
use a LEAD SDK to develop End User Software by integrating the Redistributables into End User
Software.

“Deployment License” means the license granted pursuant to section 3 below allowing Licensee tocopy, deploy, and redistribute one or more Redistributables to end users as part of the End User
Software.
“Deployment of End User Software” includes any and all copies of End User Software installed, used,
distributed, leased, sold, or otherwise disposed of by Licensee; and any of its customers, employees,
distributors, resellers, affiliates or other channel partners; and includes, Internal Deployments,
Hosted Service Deployments and Commercial Deployments.
“Commercial Deployments” are distributions and other dispositions of End User Software by
Licensee to third-party end users, either directly or through distribution channels. Examples ofCommercial Deployments include (i) Licensee acting as an ISV offering End User Software for sale orsubscription to paying customers; (ii) Licensee offering End User Software to its customers, vendors,
business partners or the public free of charge; and (iii) any other transaction whereby a third party
receives a copy, instance or user account or user privilege for the End User Software.
“Internal Deployments” are distributions or other dispositions of the End User Software for use by
Licensee’s employees and contractors only. Examples of Internal Deployments include (i) installationof the End User Software on hardware devices owned or controlled by Licensee and used by
Licensee’s employees and contractors and (ii) installation of the End User Software on machines
hosted by third-party “cloud” providers or in third party data centers for use by Licensee’s
employees and contractors.
“Hosted Service Deployment” is a type of Deployment where Licensee is hosting End User Software
on Licensee’s machines (or on third-party “cloud” providers’ machines) for consumption orcommercial use by customers, vendors, and other third parties. Examples of a “Hosted Service
Deployment” include End User Software operated by a service bureau, application service provider,
software as a service (SaaS), outsource facility, and any public-facing End User Software hosted by
Licensee (on premises or via a third-party “cloud provider) accessible by customers and third parties
via the internet or other network.
“Single User Deployment” means installation of the End User Software by Licensee and/or its
customer on a stand-alone PC, workstation, mobile device, or other hardware for use by a single
named user. End User Software that is deployed as Single User is intended for interactive use by thenamed end user, and has a GUI requiring the user to control the application by mouse, keyboard,
touch-screen, or similar means. A Single User Deployment is also applicable where End User
Software is distributed to client machines through a deployment server or other network device via
a CAB file or similar mechanism and installed on the client machine. Single User Deployments arecommonly referred to as desktop licenses, client licenses, stand-alone licenses, app licenses and user
licenses.
“Concurrent Deployment” means Licensee has built a reasonable method of concurrency into the
End User Software so that, although installed on multiple PCs for single user usage, only a limited
number of users are technically permitted to use the End User Software at the same time. For
example, if the End User Software is installed on one hundred (100) PCs, but only ten (10) users may
be logged in to use the End User Software at the same time, licensing for ten (10) Concurrent
Deployments would be required instead of 100 Single User Deployment licenses. The fact that a
server application is “queuing” jobs sent to it, and processing one job at a time, is not considered
concurrency for purposes hereof. This type of deployment would be a Server Deployment. A
Concurrent Deployment also occurs if Licensee issues client licenses on a subscription type model

and wishes to recapture client licenses that are no longer subscribed and assign such licenses toanother user. Concurrent licenses are also commonly referred to as floating licenses.
“Server Deployment” includes the following: (i) End User Software installed on a networked device
accessible by one or more persons who can independently operate the End User Software fromanother machine, (ii) End User Software installed on a networked device running as a service that
accepts connections from other machines or applications (for example, a headless process to watch
a folder or other data sources for work originating from other machines), and (iii) End User Software
deployed to a browser from a webserver, such as an HTML5/ JavaScript based application, where
the End User Software is not installed on the client machine but is in use by the client machine when
the user is connected to the webserver.
“Multi-User Deployment” means a computer installation designed to service the public or multiple
un-named users, and not a single named user or set of concurrent named users, such as a kiosk or ascan station.
“Deployment License Fee” means the required payment by Licensee to LEAD for each Deployment of
End User Software made by Licensee.
2. GRANT OF DEVELOPMENT LICENSE
For each Development License of the LEAD SDK purchased by Licensee, LEAD grants Licensee a nonexclusive, non-transferable, worldwide license for one (1) named programmer to install theapplicable LEAD SDK on a personal computer and use the LEAD SDK, including the Development
Resources, in the development of End User Software. Licensee may install the LEAD SDK on one
additional development computer, such as a laptop computer, for use by Licensee’s named
programmer when such person’s primary development computer is not available. Licensee may also
install the LEAD SDK on up to two (2) additional “build” machines in use by other developers,
provided that the other developers are not programming with the LEAD SDK. Only one (1) named
programmer is permitted to program using the LEAD SDK for each Development License purchased
by Licensee. Additional Development Licenses (including licenses for additional named programmers
and/or additional build machines), may be procured at discounted pricing by contacting LEAD’s sales
department. The license granted hereunder applies only to the designated version of theaccompanying LEAD SDK. If the LEAD SDK is an upgrade, it, and the product that was upgraded
constitutes a single license of the LEAD SDK for purposes hereof, and the new version and productthat was upgraded may only be used by the same named programmer.
3. GRANT OF DEPLOYMENT LICENSE
LEAD grants Licensee a non-exclusive, non-transferable, worldwide license to reproduce (and havereproduced) exact copies of the Redistributables and include such files in the End User Software, andto make Internal Deployments, Hosted Service Deployments, and Commercial Deployments of the
End User Software, to end users for their use, without further distribution, subject to the following
terms and conditions:(a) Deployment License Application Process. Licensee will apply for a Deployment License bycompleting a Deployment License Application form (“DLA”) which, among other things, will identify
whether Licensee’s End User Software is for Internal Deployment, Hosted Service Deployment, orCommercial Deployment and the type and manner of deployment (e. g. Single User, Concurrent,
Multi-User, Server and/or such other deployment method(s) approved by LEAD).

(b) Deployment License Grants for Internal Deployments. For all LEAD SDKs, Licensee must pay a
Deployment Licensee Fee for each Internal Deployment made by Licensee, including Single User
Deployment, Concurrent User Deployment, Server Deployment, Multi-User Deployment and/or suchother deployment method(s) approved by LEAD.. Based on the information provided in Licensee’s
DLA, LEAD will provide Licensee a firm Deployment License Fee quotation for the number and typeof Deployment Licenses for Internal Deployments being acquired by Licensee. Upon purchase of therequired Deployment License Fees, LEAD will issue Licensee an invoice/statement evidencing thenumber, type and duration of Deployment Licenses granted to Licensee for Internal Deployment. No
Deployment License is granted until such time as Licensee has purchased the applicable Deployment
License.
(c) Deployment License Grants for Commercial Deployments and Hosted Service Deployments. For all
LEAD SDKs, Licensee must execute a Commercial Deployment License agreement prior to making
any Commercial Deployment or Hosted Service Deployment. The Commercial Deployment License
agreement will contain the pricing, payment terms for Deployment License Fees and other terms
and conditions for Commercial Deployment and Hosted Service Deployment of End User Software.
Under no circumstances may Licensee make any Commercial Deployment or Hosted Service
Deployment until such time as LEAD and Licensee have executed a Commercial Deployment License
agreement.
(d) Deployment Files. License files, developer keys or similar items (“Deployment Files”) are required
to be included with the End User Software when deployed. Without the appropriate Deployment
Files, the Redistributables will not function. For Internal Deployments, LEAD will provide Licensee its
Deployment Files when Licensee has completed the Deployment License Application form andpurchased its required Deployment Licenses. For Commercial Deployments and Hosted Service
Deployments, LEAD will provide Licensee its Deployment Files when Licensee has executed theCommercial Deployment License. Unique domain-specific Deployment Files will be created andprovided to Licensee when Licensee wishes to deploy LEAD’s HTML5/JavaScript components with its
End User Application.
(e) Record Keeping and Reporting. Licensee agrees to maintain full, clear and accurate records
regarding its use of the LEAD SDK and the Deployment of the End User Software and will promptly
respond to inquiries from LEAD’s license compliance department, including responding to an annual
deployment activity report. Additional reporting requirements for Commercial Deployments arecontained in the Commercial Deployment License agreement. LEAD shall have the right, no morethan once during any calendar year, to have an independent certified public accountant or otherdisinterested third party inspect the relevant records of Licensee on thirty (30) days’ notice andduring regular business hours to verify the reports and payments required to be madehereunder. Should an underpayment in excess of five percent (5%) be discovered, Licensee will pay
the cost of the audit.
(f) Duration of Deployment Licenses. Unless otherwise stated on the invoice/statement provided by
LEAD upon purchase, Deployment Licenses for Internal Deployments and Hosted Service
Deployments are valid for one (1) year and Licensee may renew the license(s) on an annual basis bypaying the applicable Deployment License Fee each year for as long as Licensee is using the End User
Software. If a Deployment License(s) is not renewed, the Deployment License is terminated, andLicensee will be required to execute a license termination form confirming that the End User
Software is no longer in use. Deployment Licenses for Commercial Deployments will have theduration set forth in the applicable Commercial Deployment License executed by LEAD and
Licensee.

(g) New Versions; Upgrades. Minor version updates to the LEAD SDK (e.g., patches or point releases)
are provided to Licensee free of charge. Licensee may license major new versions of the LEAD SDK(designated either as a whole number or a .5 release, e.g., LEADTOOLS version 23, 23.5, 24) bypurchasing a Development License to the new version at LEAD’s then prevailing upgrade price. No
additional deployment licensing is required for deploying minor version updates to Licensee’s duly
licensed install base for the End User Software. For Internal Deployments and Hosted Service
Deployments, if a major new version of the LEAD SDK is included in an upgrade to the End User
Software, no additional Deployment License Fee will be required to deploy the New Version toexisting paid Deployments for so long as Licensee is paying the required annual Deployment License
Fees for each such Deployment. For Commercial Deployments, the Deployment License upgrade
pricing and maintenance options will be set forth in the Commercial Deployment License agreement
executed by LEAD and Licensee.
(h) OEM Distribution. If Licensee wishes to use an OEM who will modify the End User Software andcopy it, Licensee must first obtain an OEM distribution license from LEAD or must require the OEM
to obtain a license from LEAD. Duplication or redistribution of the End User Software, or any portion
thereof, by the users of the End User Software, without a separate written redistribution licensefrom LEAD, is prohibited.
(i) Activation. No rights to copy, deploy or redistribute the End User Software are granted until suchtime as Licensee has properly activated the LEAD SDK with LEAD and obtained its Deployment Files.
4. OTHER LICENSE TERMS AND RESTRICTIONS
The licenses granted under this Agreement are expressly conditioned upon Licensee’s compliancewith all the terms and conditions of this Agreement. Licensee may not use, copy, rent, lease, sell,
sublicense, assign, or otherwise transfer the LEAD SDK except as expressly provided for in thisAgreement. Licensee may make a reasonable number of archival copies of the LEAD SDK. Licensee
acknowledges that the LEAD SDK, in source code form, remains a confidential trade secret of LEAD
and/or its suppliers and therefore Licensee agrees that it shall not modify, decompile, disassemble,
or reverse engineer the LEAD SDK, or attempt to do so, except as permitted by applicable legislation.
Licensee shall not reproduce, copy, or redistribute any Development Resources, except Licensee may
use the sample source code examples and demo code contained in the Development Resources forthe purpose of developing the End User Software subject to the following limitations: (i) Licensee
may not use the sample source code for any purpose other than developing the End User Software,and (ii) Licensee may not disclose, redistribute, or otherwise transfer any of the sample source code,or any source code derived from the sample source code. Licensee acknowledges that theDevelopment Resources contain confidential trade secrets of LEAD, and Licensee shall treat theDevelopment Resources in the same manner as Licensee treats its own trade secret information, but
in no event less than a reasonable degree of protection. Licensee employees or contractors who
have access to the sample source code must be bound by a written nondisclosure agreement
prohibiting him from disclosing any trade secret information of Licensee and/or its suppliers.
Licensee agrees to refrain from disclosing any unlock keys, serial numbers, or activation codes to any
third party, or otherwise take any action intended to circumvent copyright protection or other antipiracy measures implemented by LEAD with respect to the LEAD SDK. The End User Softwaredeveloped by Licensee must be an “end user application.” An “end user application” is a specificapplication program that is licensed to a person or firm for business or personal use and not with aview toward redistributing the application or any part of the application, and may be either anapplication that is used by Licensee internally, or an application that is commercially distributed to
end users for their use. A user of an end user application may not modify or redistribute theapplication and may not copy it (other than for archival purposes). The End User Software may only
be offered to end users in object code form. Licensee’s license agreement covering the End User
Software must contain restrictions prohibiting redistribution, modification, and copying of the End
User Software. Only one (1) end user application may be developed for each Development Licensepurchased by Licensee. Nothing herein will be deemed to allow use of LEAD SDKs or inclusion of any
Redistributables in any of the following types of software: development toolkit/development
component/development library, dynamic link library (DLL), software with an application
programming interface (API), compiler, operating system, or any other software not falling within
the above definition of End User Software. If Licensee wishes to use the LEAD SDK in a mannerprohibited by this Agreement, Licensee must contact LEAD’s OEM department to determine whether
a special license may be obtained. Upon LEAD’s request, Licensee agrees to send LEAD one
demonstration copy of the End User Software. Licensee agrees that LEAD may use Licensee’s
corporate name, logo and the name of the End User Software on LEAD's websites and in marketing
materials where LEAD provides a partial list of customers who have licensed the LEAD SDK, andLicensee grants LEAD a nonexclusive and limited license in any associated Licensee trademarks forsuch purposes.
5. EVALUATION VERSION LICENSE
If Licensee is using an "evaluation version" of the LEAD SDK, (including full or partial versions of a
LEAD SDK available for download on NuGet.org, Github.com or other repository), then the licenses
granted hereunder are limited as follows: (a) Licensee is granted a license to use the LEAD SDK for aperiod not to exceed sixty (60) days(or such other period authorized by LEAD) (the "Evaluation
Period") solely for purposes of evaluation and testing the LEAD SDK to determine if Licensee wishes
to purchase a license for the release version of the LEAD SDK, (b) any End User Software developedwith the evaluation version of the LEAD SDK may not be deployed other than internally for testing
purposes, and will not be distributed or used for any purpose other than evaluating the functionality
and performance of the LEAD SDK, and (c) upon completion of the Evaluation Period, Licensee shalleither i) delete the LEAD SDK or ii) obtain a paid Development License and Deployment License of
the LEAD SDK from LEAD or an authorized reseller.
6. PAYMENT TERMS; PURCHASE ORDERS
Licensee will pay all valid LEAD invoices on a timely basis. If Licensee is more than 30 days past due
on any invoice, Licensee agrees to pay finance charges equal to one and a half percent (1.5%) per
month or at the maximum rate permitted by law, whichever is less, on all over due and unpaid
invoices until paid in full. All license fees and other amounts due to LEAD are denominated and will
be paid in United States Dollars and are exclusive of any and all applicable taxes. Licensee is
responsible for paying any sales, use, value added, or other taxes and tariffs (other than federal andstate taxes levied on LEAD’s income) in connection with the licenses granted hereby. LEAD accepts
purchase orders provided Licensee obtains credit approval from LEAD’s credit department. To theextent any term of a purchase order is inconsistent with the terms of this Agreement, Licensee
agrees that the terms of this Agreement are controlling.
7. PROPRIETARY RIGHTS; COPYRIGHT NOTICES
Except for the limited license granted herein, LEAD, and its suppliers, retain exclusive ownership ofall proprietary rights (including all ownership rights, title, and interest) in and to the LEAD SDK.
Licensee agrees not to represent that LEAD is affiliated with or approves of Licensee’s End User
Software in any way. Except as required hereby, Licensee shall not use LEAD’s name, trademarks, orany LEAD designation in association with Licensee’s End User Software. The End User Software must
contain the following copyright and patent notices in its documentation: “Portions of this productwere created using LEADTOOLS ©1991-2022, LEAD Technologies, Inc. ALL RIGHTS RESERVED.
Portions of this product are licensed under US patents 9,552,527, 10,318,563 and 10,579,653 andforeign counterparts.” Additional third-party attribution and license requirements may apply tocertain modules or demo programs contained in the LEAD SDK that include open source libraries.
These additional requirements are found in the LEAD SDK documentation under Intellectual
Property Notices.
8. EXPORT LAW
Licensee acknowledges and agrees that the LEAD SDK and End User Software may be subject torestrictions and controls imposed by the United States Export Administration Act, as amended (the“ACT”), and the regulations thereunder. Licensee agrees and certifies that neither the LEAD SDK nor
any direct product thereof (e.g., the End User Software) is being or will be acquired, shipped,
transferred or re-exported, directly or indirectly, to any person or into any country prohibited by the
ACT and the regulations thereunder or will be used for any purpose prohibited by the same. Licensee
bears all responsibility for export law compliance of the End User Software.
9. U.S. GOVERNMENT RESTRICTED RIGHTS LEGEND
Use, duplication, or disclosure by the Government is subject to restrictions as set forth insubparagraph (c)(1)(ii) of the Rights in Technical Data and Computer LEAD SDK clause at DFARS
252.227-7013 and FAR 52.227-19, as applicable. Manufacturer/Contractor is LEAD Technologies,
Inc., 1927 South Tryon Street, Suite 200, Charlotte, NC 28203.
10. TERM; TERMINATION.
The Development License granted hereunder is effective until terminated. Deployment Licenses are
effective for the period described on the applicable invoice/statement/Commercial Deployment
License agreement. If Licensee has purchased an annual subscription to the Development License,
the Development License will expire and be terminated if the subscription is not renewed. Licensee
may terminate this Agreement and the licenses granted hereunder at any time by providing noticeto LEAD and executing a certificate of destruction or other termination document required by LEAD;
provided however, no refunds of license fees, maintenance fees or other amounts paid to LEAD will
be provided. LEAD may terminate this Agreement and the licenses granted hereunder for any
material breach of this Agreement or any corresponding Commercial Deployment License
agreement by providing written notice to Licensee. In the event Licensee ceases doing business, isadjudged bankrupt or becomes insolvent, LEAD may, at its sole option, terminate this Agreement bygiving ten (10) days written notice. Upon termination, Licensee shall cease using the LEAD SDK andcease using or distributing the End User Software containing the Redistributables and will cause any
and all resellers and distributors to cease distributing the End User Software. All restrictions
prohibiting Licensee’s use of the LEAD SDK and intellectual property provisions relating to LEAD SDK
running to the benefit of LEAD will survive termination of the license pursuant hereto. Termination
will not affect properly granted end user licenses of the End User Software distributed by Licensee
prior to termination, provided all Deployment License Fees have been paid for such end user licenses
granted by Licensee.
11. EXCLUSION OF WARRANTIESLICENSEE HAS HAD FULL OPPORTUNITY TO EVALUATE AND TEST THE LEAD SDK TO DETERMINE IF ITMEETS LICENSEE’S REQUIREMENTS. ACCORDINGLY, LEAD SDK IS PROVIDED “AS IS” AND LEAD
MAKES NO PERFORMANCE WARRANTY OR OTHER WARRANTY OF ANY KIND, WHATSOEVER, AND
LICENSEE ACKNOWLEDGES THAT NO REPRESENTATIONS OF ANY KIND HAVE BEEN MADE
CONCERNING THE LEAD SDK ON WHICH LICENSEE IS RELYING IN ENTERING INTO THIS AGREEMENT
AND LICENSING THE LEAD SDK.
ALL WARRANTIES, EXPRESS OR IMPLIED, ARE EXCLUDED FROM THIS AGREEMENT, INCLUDING, BUT
NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULARPURPOSE, TITLE AND NONINFRINGEMENT. NOT ALL JURISDICTIONS ALLOW THE EXCLUSION OF
IMPLIED WARRANTIES, AND THUS THE FOREGOING LIMITATION MAY NOT APPLY TO LICENSEE.
12. INFRINGEMENT INDEMNIFICATIONThis section is applicable to Infringement Actions as defined below.
(a) Indemnity. In the event that a claim is filed in a court of competent jurisdiction alleging that the
LEAD SDK used within the scope of the license granted hereunder directly infringes any copyright ortrade secret of any third-party (“Infringement Action”), LEAD shall indemnify, defend and holdLicensee harmless from and against such Infringement Action and any and all costs, damages,
penalties and expenses, including reasonable attorney’s fees, finally resulting from or awarded inactions attributable to such claim, provided the alleged infringement was not caused by (i) Licensee’s
failure to incorporate a LEAD SDK update or upgrade that would have avoided the alleged
infringement, (ii) the modification of the LEAD SDK by any party other than LEAD, (iii) the
combination or use of the LEAD SDK with software, hardware, firmware, data, or technology notlicensed to Licensee by LEAD, or (iv) unlicensed activities of the Licensee.
(b) Notice and Cooperation. LEAD’s indemnity obligations are further conditioned upon (i) Licensee
promptly notifying LEAD in writing of the existence of such Infringement Action when Licensee
becomes aware of such Infringement Action, (ii) LEAD having control of the defense of such
Infringement Action and all related settlement negotiations, and (iii) Licensee providing all
reasonable assistance and cooperation in such defense.
(c) Remedies. In the event of an infringement claim for which LEAD is obligated to indemnify
Licensee, LEAD may, at its sole discretion, (i) obtain a license that allows Licensee to continue using
the LEAD SDK, or (ii) replace or modify the LEAD SDK so as to be non-infringing in a manner that does
not materially affect its functionality.
The foregoing represents LEAD’s sole responsibility to Licensee in the event of a third-party
infringement claim of any kind.
13. LICENSEE’S REMEDIES: LIMITATIONSIN NO EVENT SHALL LEAD BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE ORCONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR THE
USE OF THE LEAD SDK, REGARDLESS OF WHETHER LEAD HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. IN NO EVENT SHALL LEAD’S AGGREGATE LIABILITY UNDER THIS AGREEMENTEXCEED AMOUNTS PAID TO LEAD BY LICENSEE UNDER THE TERMS OF THIS AGREEMENT. LICENSEEUNDERSTANDS AND AGREES THAT THE FOREGOING LIABILITY LIMITATIONS ARE ESSENTIALELEMENTS OF THIS AGREEMENT AND THAT IN THE ABSENCE OF SUCH LIMITATIONS THE MATERIALAND ECONOMIC TERMS OF THIS AGREEMENT WOULD BE SUBSTANTIALLY DIFFERENT. NOT ALL

JURISDICTIONS ALLOW LIMITATIONS OF LIABILITY, AND THUS THE FOREGOING LIMITATION MAY
NOT APPLY TO LICENSEE.
14. STANDARDS LICENSING; RIGHTS OF CONTENT OWNERS
Certain technologies such as MPEG 2, MPEG 4, AAC, and H.264 may be subject to third party
patents, including patents managed by MPEG LA and Via Licensing, Inc. LEAD has obtained a patent
license from MPEG LA and Via Licensing which covers LEAD’s distribution of its products. LEAD’s
license does not extend to Licensee’s End User Software. Licensee is responsible for obtaining any
and all third-party patent licenses for the deployment and distribution of the End User Software,
including any licenses required by MPEG LA or Via Licensing, and will indemnify and hold LEAD
harmless from any and all patent claims asserted against LEAD which arise by virtue of Licensee’s
distribution or deployment of the End User Software. Additionally, Licensee agrees that it will not
use the LEAD SDK or End User Software for any unlawful purpose, including without limitation, forcopying, distributing, broadcasting, or publishing the copyrighted works of any third party without aproper content license, and Licensee will indemnify and hold LEAD harmless from any and all claims
asserted against LEAD as the result of any wrongful actions taken by Licensee.
15. TECHNICAL SUPPORT AND MAINTENANCE
LEAD’s technical support policies and annual maintenance plan benefits are posted on LEAD’s
website (www.leadtools.com) and LEAD reserves the right to amend and modify its technical support
policies and annual maintenance plan from time to time, in its sole discretion. Licensee agrees that
LEAD may collect and freely use any and all technical information or other submissions regarding the
LEAD SDK, including feature requests and product suggestions, provided by Licensee to LEAD’s
support and technical sales departments. Licensee agrees that LEAD is not responsible for providing
technical support to Licensee’s customers or other end users of the End User Software.
16. PRIVACY AND RESELLERS
Licensee acknowledges that it has read and has accepted the terms of LEAD’s privacy policy(https://www.leadtools.com/corporate/privacy), ("Privacy Policy") as may be amended from time totime. If Licensee has purchased the LEAD SDK or obtained an evaluation version through a LEAD
reseller or distributor, Licensee agrees that LEAD and the reseller may share with one another thenames and contact information of Licensee's developers, procurement and licensing personnel, as
well as information regarding Licensee's LEAD SDK license purchases and the name and descriptionof the End User Software developed with the LEAD SDK. LEAD and its resellers use and treatment ofsuch information will be governed by the Privacy Policy.
17. GENERALThis Agreement shall be interpreted, construed, and enforced according to the laws of the State ofNorth Carolina. In the event of any action under this Agreement, the parties agree that federal andstate courts located in Charlotte, North Carolina will have exclusive jurisdiction and that a suit may
only be brought in Charlotte, North Carolina and Licensee submits itself for the jurisdiction andvenue of the state and federal courts located in Charlotte, North Carolina. This Agreement
constitutes the entire agreement and understanding of the parties and may be modified only in
writing signed by both parties. No salesman, support agent or other LEAD employee or any LEAD
reseller has any authority to obligate LEAD by any terms, stipulations, or conditions not expressed in
the Agreement. All previous representations and agreements, if any, either verbal or written,
referring to the subject matter of this Agreement are void. If any portion of this Agreement isdetermined to be legally invalid or unenforceable, such portion will be severed from this Agreement
and the remainder of the Agreement will continue to be fully enforceable and valid. This Agreement,
and the rights hereunder, may not be assigned by Licensee, whether by oral or written assignment,
sale of assets, merger, consolidation, or otherwise, without the express written consent of LEAD.
Licensee agrees to defend, indemnify and hold LEAD harmless from any such loss or damage,including attorney’s fees, arising from Licensee’s breach of any term of this Agreement. Portions of
the LEAD SDK are protected by copyright and other proprietary rights of third-party LEAD SDK
vendors, who shall be deemed to be intended third party beneficiaries of this Agreement. Licensee
may be held directly responsible by third-party vendors for acts relating to the LEAD SDK which are
not authorized by this Agreement.
Copyright © 1991-2022 LEAD Technologies, Inc., 1927 South Tryon Street, Suite 200, Charlotte, NC
28203. ALL RIGHTS RESERVED. LEAD, LEADTOOLS and LEADVIEW are registered trademarks of LEAD
Technologies, Inc. All other product names are trademarks of their respective owners.