Oxygen Publishing Engine License
IMPORTANT: THIS SOFTWARE END USER LICENSE AGREEMENT ("EULA") IS A LEGALAGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR, IF PURCHASED OR OTHERWISEACQUIRED BY OR FOR AN ENTITY, A SINGLE LEGAL ENTITY) AND SYNCRO. READIT CAREFULLY BEFORE COMPLETING THE INSTALLATION PROCESS AND USING THISSOFTWARE. IT PROVIDES A LICENSE TO USE THIS SOFTWARE AND CONTAINS WARRANTYINFORMATION AND LIABILITY DISCLAIMERS. BY DOWNLOADING OR INSTALLING THESOFTWARE YOU ARE INDICATING YOUR ASSENT TO THE TERMS OF THIS LICENSE. IF YOU
DO NOT AGREE TO ALL OF THE FOLLOWING TERMS, DO NOT DOWNLOAD OR INSTALL
THE SOFTWARE OR DISCONTINUE USE IMMEDIATELY AND DESTROY ALL COPIES IN
YOUR POSSESSION. YOU ALSO ACCEPT AND ASSENT TO THE SYNCRO PRIVACY POLICYLOCATED AT http://www.oxygenxml.com/privacy_policy.html AND YOU AGREE TO RECEIVENOTICES FROM SYNCRO ELECTRONICALLY.
1.

DEFINITIONa.

"Syncro" means Syncro Soft SRL.

b.

"Software" means the executable code of Oxygen Publishing Engine (publish DITA andDocBook content to WebHelp output and/or convert HTML5/XML sources to PDF output), any
updates or error corrections provided by Syncro and on-line or electronic documentation.

c.

"Active Process" means an instance of the Software that has been loaded into a computer’smemory and is running.

d.

"Server” means a single logical computer (can be a physical hardware or a virtual machine)which processes data using one or more central processing units, and which is owned, leasedor otherwise controlled by You.

e.

“Core” means an physical or virtual processor within a computer’s central processing unit (CPU)that receives and executes commands. For a physical computer having a multi-processor CPU,
the number of Cores is equal to the number of physical processors in the CPU. Each such physicalprocessor shall be considered a single Core for purposes of this Agreement regardless of whether
it is being utilized with technologies such as hyper-threading or similar technologies to makemultiple logical cores or logical CPUs visible to the operating system.

f.

“Order Form” means an ordering document executed by You and Syncro, which describes theSoftware to be provided to You. Order Forms that reference this Agreement shall be deemeda part of this Agreement.

g.

"License Key" means a unique key-code issued to You by Syncro (or its authorized reseller) toactivate and use the Software.

h.

"Maintenance Pack" is a time-limited right to technical support and Software updates andupgrades which you may elect to purchase in addition to your Software license. Technicalsupport only covers issues or questions resulting directly out of the operation of the Software.
1

Oxygen Publishing Engine License

Syncro will not provide You with generic consultation, assistance, or advice under any othercircumstances.

2.

LICENSE GRANTS
1.

Upon your payment of the license fee and subject to the terms and conditions contained herein,
Syncro or its authorized reseller provides you with a License Key and grants you a limited, nonexclusive, non-transferable license to:a.

incorporate, integrate, include and use the Software for your internal business purpose on
1 (one) Server and subject to either Core-Based or Process-Based limits or restrictions, asidentified on the applicable Order Form., and defined belowb.

copy the Software in machine-readable form solely for backup purposes.

2.

Process-Based Licenses: If, per Your Order Form, You purchased a license for a Software thatis limited to a certain number of Active Processes (a "Process-Based License"), the number ofActive Processes may not exceed the total number of Active Processes identified on Your OrderForm.

3.

Core-Based Licenses: If, per Your Order Form, You purchased a license for a Software thatis limited to a number of Cores made available to each installation of such license (a “CoreBased License”), the total number of such Cores shall not exceed the permitted number of Cores
identified on Your Order Form.

4.

In addition to the rights specified above in section 2.1, You shall be entitled to:1.

use the licensed Software by an additional Server that mirrors or duplicates the licensed
Server, solely for the purpose of testing internally of the Software output or for backup
purposes.

2.

modify the proprietary source code originating from Syncro, to the extent such changes arenecessary in order to customize the look and feel and functionality of this Software for yourinternal business purposes. Your rights to modify third party components originating fromparties other than Syncro are governed by the respective third party's license conditions.

3.

make copies of the Software PDF generated output, and distribute those copies to your endusers;

4.

make copies of the Software WebHelp generated output, and distribute those copies to yourend users; provided that:1.

you comply with third party components license terms requirements that aredistributed with the Software WebHelp generated output and located in thelicense-3rd-party.txt file from the output main directory;

2Oxygen Publishing Engine License

3.

4.

ensure all copyright or other proprietary rights notices of Syncro or its third party
suppliers contained in any portion of the Software WebHelp Output or other files thatbear such a notice are retained;3.

you indemnify, hold harmless, and defend Syncro and its third party suppliers fromand against any claims or lawsuits, including attorney’s fees, that arise as a result fromthe use or distribution of the Software WebHelp Output.

5.

Trial License Grant. In the event you obtained an evaluation version of the Software, it may comewith a Trial License Key that activates the Software for a limited time period (the "Trial Period").
You may use the Software during the Trial Period for internal non-commercial purposes, solelyto evaluate the suitability of the Software for your needs. Please note that evaluation version
may add a watermark to all PDF outputs. Upon the expiration of the Trial Period you must eitherpurchase the Software or destroy the Software, documentation, all backup copies thereof, andall trial License Keys that you have obtained. If you do not purchase the Software prior to theexpiration of the Trial Period, this Agreement, and all your rights and licenses hereunder willterminate at the expiration of the Trial Period. Syncro reserves the right to restrict the availabilityof features within the evaluation version in comparison to what is available in the commercial
version.

6.

Certain rights are not granted under this Agreement, but may be available under aseparate agreement. If you would like to enter into a distribution agreement contact Syncro(support@oxygenxml.com)

LICENSE RESTRICTIONS
1.

You may not provide or make available by any means the License Key to any third party.
You undertake to take such steps as are necessary in order to protect the License Key against
unauthorized use and to not interfere with any license key mechanism in the Software orotherwise circumvent mechanisms in the Software intended to limit your use.

2.

You may not sell, rent, lease, sub-license, transfer, resell or otherwise distribute the Softwareor any part thereof.

3.

You may not remove or obscure any copyright notices relating to the Software.

OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS
1.

5.

2.

This Agreement gives you limited rights to use the Software. Syncro retains any and all rights,
title and interest in and to the Software and all copies thereof, including copyrights, patents, trade
secret rights, trademarks and other intellectual property rights. All rights not specifically grantedin this Agreement, including International Copyrights, are reserved by Syncro. The structure,organization and code of the Software are valuable trade secrets and confidential informationof Syncro.

PATENT AND COPYRIGHT INDEMNITY
3Oxygen Publishing Engine License

6.

7.

1.

Syncro will defend and indemnify You for all costs (including reasonable attorneys fees) arisingfrom a claim that Software furnished and used within the scope of this Agreement infringes thecopyright or other intellectual property rights protected by United States or European Union lawof any third party, provided that: (i) You notify Syncro in writing within ten (10) business days ofthe claim, (ii) Syncro has sole control of the defense and all related settlement negotiations, and(iii) You provide Syncro with the assistance, information, and authority necessary to performthe above.

2.

Syncro will have no liability for any claim of infringement based on (i) code contained within
the Software which was not created by Syncro (ii) use of a superseded or altered release of theSoftware, except for such alteration(s) or modification(s) which have been made by Syncro orunder Syncro' direction, if such infringement would have been avoided by the use of a current,
unaltered release of the Software that Syncro provides to You, or (iii)the combination, operation,or use of any Software furnished under this Agreement with programs or data not furnished bySyncro if such infringement would have been avoided by the use of the Software without suchprograms or data.

3.

In the event the Software is held or believed by Syncro to infringe, or Your use of the Softwareis enjoined, Syncro will have the option, at its expense, to (i) modify the Software to cause
it to become non-infringing, (ii) obtain for You a license to continue using the Software, (iii)
substitute the Software with other Software reasonably suitable to You, or (iv) if none of theforegoing remedies are commercially feasible, terminate the license for the infringing Softwareand refund any license fees paid for the Software, prorated over a three-year term from theeffective date of the Agreement. This Section states Syncro' entire liability for infringement.

LIMITED WARRANTIES
1.

Syncro warrants that it holds the proper rights allowing it to license the Software and is not
currently aware of any actions that may affect its rights to do so.

2.

THE SOFTWARE IS PROVIDED ON AN "AS IS" BASIS, EXCEPT AS EXPRESSLYSET FORTH ABOVE, SYNCRO MAKES NO WARRANTY OF ANY KIND,EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIEDWARRANTY OR MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
WITHOUT LIMITATION, YOU ASSUME SOLE RESPONSIBILITY FOR SELECTINGTHE SOFTWARE TO ACHIEVE YOUR INTENDED RESULTS AND FOR THE
INSTALLATION, USE AND RESULTS OBTAINED FROM THE SOFTWARE. SYNCROMAKES NO WARRANTY THAT THE SOFTWARE WILL BE ERROR FREE OR FREEFROM INTERRUPTIONS OR OTHER FAILURES. IN PARTICULAR, THE SOFTWARE ISNOT DESIGNED FOR USE IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFEPERFORMANCE. SYNCRO EXPRESSLY DISCLAIMS ANY WARRANTY OF FITNESSFOR HIGH-RISK ACTIVITIES.

SUPPORT AND MAINTENANCE PACK
1.

Subject to payment of the applicable fees for Maintenance Pack under this Agreement Syncro
shall provide maintenance and support services in accordance with its standard maintenance andsupport terms for such services. Syncro technical support policies are posted on Oxygen XML’s
website (www.oxygenxml.com) and Syncro reserves the right to amend and modify its technicalsupport policies from time to time, in its sole discretion.

4Oxygen Publishing Engine License

8.

2.

At any time prior to the expiration of your Maintenance Pack and fourteen (14) days after,
you may purchase a renewal of your Maintenance Pack. This additional Maintenance Pack willextend the availability of your current Maintenance Pack for a period of time beginning with thedate when your Maintenance Pack expires. If you do not purchase any additional MaintenancePack, you will lose the right to technical support and Software updates and upgrades as of thedate your current Maintenance Pack expires. However, you will not lose the right to use theSoftware or the technical support,updates and upgrades provided free by Syncro.

3.

If you have purchased or already own multiple licenses and you elect to purchase or renew their
Maintenance Pack, you must purchase a Maintenance Pack for each license.

4.

Technical support incidents can be submitted via e-mail or by phone. Syncro will use its best
efforts to provide you with technical support within forty-eight (48) business hours of yourrequest.

5.

The latest information regarding Maintenance Pack (terms and conditions, prices, online
purchase, etc.) is provided on the web site at: http://www.oxygenxml.com/support.html.

LIMITATION OF LIABILITY1.

9.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENTSHALL SYNCRO OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL,INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOTLIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHERINFORMATION, FOR BUSINESS INTERRUPTION, FOR PERSONAL INJURY, FORLOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOODFAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHERPECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAYRELATED TO THE USE OR INABILITY TO USE THE SOFTWARE, THE PROVISIONOF OR FAILURE TO PROVIDE SUPPORT SERVICES, OR OTHERWISE UNDER OR INCONNECTION WITH ANY PROVISION OF THIS EULA, EVEN IN EVENT OF FAULT,TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF CONTRACT ORBREACH OF WARRANTY OF SYNCRO OR ANY SUPPLIER, AND EVEN IF SYNCROOR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN ANY CASE, SYNCRO ENTIRE LIABILITY UNDER ANY PROVISION OF THIS EULASHALL BE LIMITED TO THE GREATER OF THE AMOUNT ACTUALLY PAID BY YOU
FOR THE SOFTWARE OR U.S.$5.00. Because some states and jurisdictions do not allow theexclusion or limitation of liability, the above limitation may not apply to you. In such states andjurisdictions, Syncro's liability shall be limited to the greatest extent permitted by law and thelimitations or exclusions of warranties and liability contained herein do not prejudice applicablestatutory consumer rights of person acquiring goods otherwise than in the course of business.
The disclaimer and limited liability above are fundamental to this Agreement between Syncro
and you.

HIGH RISK ACTIVITIES1.

The Software is not fault-tolerant and is not designed, manufactured or intended for use or resale
as on-line control equipment in hazardous environments requiring fail-safe performance, suchas in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic5Oxygen Publishing Engine Licensecontrol, direct life support machines, or weapons systems, in which the failure of the Software
could lead directly to death, personal injury, or severe physical or environmental damage ("HighRisk Activities"). Syncro and its suppliers specifically disclaim any express or implied warrantyof fitness for High Risk Activities.
10. THIRD PARTY SOFTWARE
1.

The Software or the WebHelp output generated by your use of the Software contains thirdparty software which requires notices and/or additional terms and conditions. The included
third party software notices and/or additional terms and conditions are located at http://
www.oxygenxml.com/thirdparty-publishing-engine/index.html and are made a part of andincorporated by reference into this Agreement. By accepting this Agreement, You are also
accepting the additional terms and conditions, if any, forth therein.

11. TERMINATION
1.

You may terminate the Agreement at any time by destroying all copies of the Software.
Syncro may terminate the Agreement and license granted herein immediately if you breach any
provision of this Agreement or at the request of an authorized Syncro reseller in the event thatyou fail to make your license payment or other monies due and payable.

12. EXPORT REGULATIONS
1.

You acknowledge that the Software may be subject to export restrictions of various countries.
You shall fully comply with all applicable export license restrictions and requirements as wellas with all laws and regulations relating to the importation of the Software, in the United Statesand in any foreign jurisdiction in which the Software is used. Without limiting the foregoing,
the Software may not be downloaded or otherwise exported or re-exported (i) into (or to anational or resident of) any country to which the U.S. has embargoed goods; or (ii) to anyone
on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce
Department's Table of Denial Orders. By downloading or using the Software, you are agreeing
to the foregoing and you are representing and warranting that you are not located in, under thecontrol of, or a national or resident of any such country or on any such list.

13. GENERAL
1.

Syncro makes efforts to provide updates or new versions of the Software, but Syncro reserves
the right at any time not to release updates or new versions of the Software or, if released, to alter
prices, features, specifications, capabilities, functions, licensing terms, release dates, generalavailability or other characteristics of the Software.

2.

If any provision hereof shall be held illegal, invalid or unenforceable, in whole or in part,such provision shall be modified to the minimum extent necessary to make it legal, valid andenforceable, and the legality, validity and enforceability of all other provisions of this Agreement
shall not be affected.

3.

This Agreement will be governed by and construed in accordance with the laws of Englandand Wales. In the event of any disputes arising out of the interpretation or performance of thisAgreement, the parties shall endeavor to settle the matter out of court prior to any court action.
If no agreement can be reached to settle a dispute concerning the interpretation or performanceof this Agreement, the competent courts of England and Wales shall have exclusive jurisdiction.

6Oxygen Publishing Engine License

Service of process upon either party shall be valid if served by registered or certified mail, return
receipt requested and to the most current address provided by such party. The United Nations
Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.
4.

You may not assign this Agreement in whole or in part, without Syncro prior written consent.
Any attempt by You to assign this Agreement without such consent will be null and void.

5.

This Agreement constitutes the entire agreement between Syncro and You related to the Softwareand supersedes any and all previous and contemporaneous understandings or agreements
between the parties with respect to the same subject matter. No purchase order, other ordering
document or any other document which purports to modify or supplement this Agreement shall
add to or vary the terms and conditions of this Agreement unless executed by both Syncro andYou. Syncro's acceptance of any purchase order placed by You is expressly made conditional
on your assent to the terms set forth in this Agreement, and not those contained in your purchaseorder, and such purchase order terms shall have no effect on this Agreement. All questions
concerning this Agreement shall be directed to support@oxygenxml.com

7