DARTCOM INCORPORATEDEND USER LICENSE AGREEMENT (EULA)
This End-User License Agreement ("EULA") is a legal agreement made and entered into by you("LICENSEE"), the person, business or other entity which will be bound by and subject to the terms
and conditions set forth in this EULA, and Dartcom Incorporated ("DART"), the author of SOFTWARE(as defined below). By installing and using the SOFTWARE, LICENSEE agrees to be bound by all of theterms and conditions of this EULA. If LICENSEE does not agree to the terms of this EULA, LICENSEE
may not install or use the SOFTWARE.
INTRODUCTION•DART has sufficient right, interest and ownership of SOFTWARE as to execute the terms ofthis EULA.

•

LICENSEE desires to license SOFTWARE for the creation of DEVELOPED SOFTWARE.

•

Subject to the terms and conditions set forth in this EULA, DART is willing to license the useof the SOFTWARE to LICENSEE.

NOW THEREFORE, in consideration of the mutual covenants, promises, and obligations contained
herein, and other good and valuable consideration, the receipt and sufficiency of which the parties
acknowledge, DART and LICENSEE hereby agree to the following:
1 DEFINITIONSAs used in this EULA, the following definitions shall apply:
1. "CONFIDENTIAL INFORMATION" shall mean, with respect to either party, all confidential or
proprietary information and materials, patentable or otherwise, in any form (written, oral,
photographic, magnetic, or otherwise) which is disclosed by or on behalf of such party to theother party.
2. "CORPORATE TEAM LICENSE" shall mean a single PRODUCT license that may be used by adesignated number of corporate developers stipulated at the time of purchase. An executed"CORPORATE TEAM LICENSE" is required.
3. "DEVELOPED APPLICATION" shall mean the application LICENSEE creates (web or windows
forms application, windows service or console application) that uses SOFTWARE.
Applications are compiled and a PRODUCT KEY is inserted into the application as a license
resource.
4. "DEVELOPED INTERFACE" shall mean software LICENSEE creates that is used by an executing
assembly that does NOT contain a DART license resource. A DEVELOPED INTERFACE is
typically a DLL that uses SOFTWARE and exposes an application programming interface (API).
The DLL or EXE that implements the DEVELOPED INTERFACE can be used as a development
tool and requires an EXTENDED DISTRIBUTION LICENSE.
5. "DEVELOPED SOFTWARE" shall mean DEVELOPED APPLICATIONS and DEVELOPEDINTERFACES to be used by LICENSEE or 3rd parties.
6. "DEVELOPER LICENSE" shall mean a single PRODUCT license that may be installed on up totwo (2) computers for LICENSEE’S use only. If LICENSEE is an organization, it may designateone (1) employee who may use the PRODUCT in this manner. A DEVELOPER LICENSE isnecessary to license SOFTWARE for use by DEVELOPED APPLICATIONS. A DEVELOPER
LICENSE is perpetual.
7. "DERIVATIVE WORKS" shall mean a work that is based upon one or more preexisting works,
such as revision, modification, translation (including compilation or recapitulation bycomputer), abridgment, condensation, expansion or any other form in which such apreexisting work may be recast, transformed, or adapted, and that, if prepared withoutauthorization by the owner of the preexisting work, would constitute copyright
infringement. As used in this EULA, DERIVATIVE WORKS applies to a LICENSEE’S works
derived in whole or in part using SOURCE CODE.
8. "EFFECTIVE DATE" shall mean the date on which this EULA is executed. Execution of this
EULA is contingent upon LICENSEE’S explicit or implied acceptance of the terms andconditions set forth in this EULA and DART’S receipt of payment or promise of payment.
9. "EXTENDED DISTRIBUTION LICENSE" licenses SOFTWARE use by DEVELOPED INTERFACES.
10. "LICENSE TERM" shall mean a period of time starting on the EFFECTIVE DATE and continuing
until terminated, pursuant to the terms of this EULA.
11. "PRODUCT" shall mean the PowerTCP, PowerSNMP or PowerWEB software product andversion specified at the time of sale which includes REDISTRIBUTABLES, SAMPLE CODE,
computer software and printed or electronic documentation (excluding SOURCE CODE).
12. "PRODUCT KEY" shall mean the unique number assigned to PRODUCT at the time of sale,
which identifies the license.
13. "REDISTRIBUTABLES" shall mean the following portions of the delivered PRODUCT:.

SAMPLE CODE (including any modifications made by LICENSEE)i.

The compiled library or libraries included in or produced by the SOFTWARE.

14. "SAMPLE CODE" shall mean the source code parts of the PRODUCT that are included as
sample applications.
15. "SOFTWARE" shall mean the licensed PRODUCT and/or SOURCE CODE.
16. "SOURCE CODE" shall mean the un-compiled code used to build the PRODUCT, excluding
proprietary license enforcement source code.
17. "SUBSCRIPTION TERM" shall mean a period of twelve (12) months, beginning the date asubscription is purchased or renewed.
18. "SUPPORT SERVICES" shall mean support and maintenance services provided for the
PRODUCT.
19. "THIRD PARTY" shall mean any person or entity who, or which, is neither a party to this EULA
nor an affiliate of a party.
2 GRANT OF LICENSE
1. LICENSE. This is a license agreement and not an agreement for sale. DART hereby grants
LICENSEE a limited, royalty-free, non-exclusive and non-transferable LICENSE to use thePRODUCT for the sole purposes of designing, developing and compiling DEVELOPEDSOFTWARE in one of 4 ways:.

A DEVELOPER LICENSE is used to create and distribute DEVELOPED APPLICATIONS.

a. An EXTENDED DISTRIBUTION LICENSE is used to distribute DEVELOPED INTERFACES.
b. A CORPORATE TEAM LICENSE is used to create and distribute DEVELOPEDAPPLICATIONS for discounted annual fees.
c. An Independent Software Vendor (ISV) License includes source code integration.
2. Subscription. LICENSEE is licensed to upgrade to all PRODUCT versions released during a
SUBSCRIPTION TERM.
3. Included Source Code. For PRODUCT distributed with SOURCE CODE, the following
supplemental terms and conditions apply:.

LICENSEE may modify the SOURCE CODE to use as part of DEVELOPED SOFTWARE
and/or DERIVATIVE WORKS, but may not redistribute it in source code form.

a. DART shall retain all rights, title and interest in and to all corrections, modifications
and DERIVATIVE WORKS of the SOURCE CODE created by LICENSEE, including all
copyrights subsisting therein, to the extent such corrections, modifications or
DERIVATIVE WORKS contain copyrightable code or expression derived from the
SOURCE CODE.
b. LICENSEE further agrees to deliver to DART, as soon as practical, all related
information for said corrections, modifications, or derivatives.
c. Compiled SOURCE CODE may be distributed as described in sections 2.8)
Redistributable Files, 2.9) Redistribution Restrictions and 2.10) Non-compete
Restriction.
4. Electronic Documents. Solely, with respect to electronic documents included with the
PRODUCT, LICENSEE may make an unlimited number of copies (either in hard copy orelectronic form), provided that such copies shall be used solely for internal purposes and are
not republished or distributed to any THIRD PARTY.
5. PRODUCT KEY. This Grant of License is contingent upon the purchase of a PRODUCT KEY
from DART or one of DART’S resellers.
6. Sample Code. DART grants LICENSEE the right to use and modify the SAMPLE CODE for thesole purposes of designing, developing and testing DEVELOPED SOFTWARE.
7. Redistributable Files. DART grants LICENSEE a non-exclusive, royalty-free right to reproduce
and distribute the REDISTRIBUTABLES.
8. Redistributable Requirements. LICENSEE agrees to:.Distribute the REDISTRIBUTABLES in compiled form only as part of DEVELOPED SOFTWARE and/or
DERIVATIVE WORKS, developed by LICENSEE, that add significant and primary functionality to the
REDISTRIBUTABLES.

i.Indemnify, hold harmless, and defend DART from and against any claims or lawsuits, including
attorney’s fees, that arise or result from the use or distribution of DEVELOPED SOFTWARE and/or
DERIVATIVE WORKS.
9. Redistribution Restrictions. LICENSEE may not redistribute the REDISTRIBUTABLES if
DEVELOPED SOFTWARE exposes the core functionality of the PRODUCT through a
programmable interface.
10. Non-compete Restriction. Under no circumstances may the SOFTWARE be used, in whole orin part, as the basis for creating a product that provides the same, or substantially the same,functionality as any DART product.

Description of other rights and limitations
1. Trial Software. If the PRODUCT is installed without a PRODUCT KEY, then notwithstanding
other sections of this EULA, LICENSEE may use the PRODUCT for 30 days for evaluation
purposes only and may not redistribute any REDISTRIBUTABLES.
2. Limitations. LICENSEE may not reverse engineer, decompile, or disassemble the PRODUCT,
or attempt in any manner to reconstruct or discover any SOURCE CODE or underlying
algorithms of PRODUCT provided in compiled form only.
3. Separation of Components. The PRODUCT is licensed as a single product. Its component
parts may not be separated for use on more than one computer.
4. SOFTWARE distribution and sublease. LICENSEE may not transfer, rent, sublease or lend
SOFTWARE or delegate its obligations under this EULA, to any THIRD PARTY, and will takeappropriate measures to protect SOFTWARE from unlawful access by THIRD PARTIES. Any
attempted sale, pledge, assignment, sublicense or other transfer in violation hereof shall be
void and of no force or effect. Any THIRD PARTY wishing to distribute SOFTWARE must
purchase a license directly from DART or one of DART’S resellers.
5. Support Services. DART may provide LICENSEE with SUPPORT SERVICES related to the
PRODUCT. Any supplemental software code provided to LICENSEE as part of the SUPPORTSERVICES shall be considered part of the PRODUCT and subject to the terms and conditionsof this EULA. With respect to technical information LICENSEE provides to DART as part of the
SUPPORT SERVICES, DART may use such information for its business purposes. DART will not
utilize such technical information in a form that identifies LICENSEE as an individual, a single
entity, or a corporation.
6. Source Code. SOURCE CODE is licensed "AS IS" and Dart does not provide technical support
for SOURCE CODE.
4 RIGHTS UPON TERMINATION
1. Termination. Without prejudice to any other rights, DART may terminate this EULA in theevent LICENSEE fails to comply with the terms and conditions set forth in this EULA. Upon
termination, LICENSEE agrees to cease using SOFTWARE, DEVELOPED SOFTWARE, and/or
DERIVATIVE WORKS, as applicable. LICENSEE shall immediately remove and destroy any andall instances of SOFTWARE including any and all copies existing on hard disk or other storage
mediums.

2. The termination of this EULA shall not extinguish any rights or obligations of the parties
relating to protection of CONFIDENTIAL INFORMATION.
3. Upon termination of this EULA, any and all DEVELOPED SOFTWARE, and/or DERIVATIVEWORKS, where applicable, already distributed by LICENSEE to others during the LICENSETERM will survive the termination of this EULA.
4. If DART ceases business operations, and no surviving entity own the rights to the
SOFTWARE, LICENSEE may retain and continue to use the SOFTWARE under the terms
outlined in this EULA.
5 COPYRIGHTSOFTWARE is protected by United States copyright laws and international treaty provisions.
6 ACKNOWLEDGMENT OF DART’S OWNERSHIP RIGHTS
LICENSEE acknowledges that it obtains no ownership rights to SOFTWARE. LICENSEE agrees to takeall reasonable steps to ensure that the provisions of this EULA are not violated by LICENSEE or any
person under the control or in the service of LICENSEE.
7 EXPORT RESTRICTIONSLICENSEE agrees that neither LICENSEE nor their customers intend to or will, directly or indirectly,
export or transmit (i) the SOFTWARE or (ii) any DEVELOPED SOFTWARE and/or DERIVATIVE WORKS
or service that uses the SOFTWARE, to any country to which such export or transmission is restrictedby any applicable U.S. regulation or statute, without the prior written consent, if required, of the
Bureau of Export Administration of the U.S. Department of Commerce, or such other government
entity as may have jurisdiction over such export or transmission.
8 GENERAL PROVISIONS
1. Applicable Law. This EULA shall be governed by and construed in accordance with the lawsof the State of New York without giving effect to any choice or conflict of law provision (ofthat or any other jurisdiction) that would cause the application of laws of any jurisdiction
other than the state of New York. The courts of Oneida County, New York, USA shall haveexclusive jurisdiction over any claim, action or proceeding relating directly or indirectly tothis EULA. Should you have any questions concerning this EULA, or if you desire to contact
DART for any reason, please call 315-790-5456 or write to:
Dartcom Incorporated
181 Kenwood Ave
Oneida, NY 13421.
2. Modification. This EULA may not be modified or amended except in writing which is signedby authorized representatives of each of the parties.
3. No Waiver. The failure of either party to exercise any right or the waiver by either party of
any breach, shall not prevent a subsequent exercise of such right or be deemed a waiver ofany subsequent breach of the same of any other term of the EULA.
4. Force Majeure. Neither party shall be deemed in default of this EULA to the extent that
performance of their obligations or attempts to cure any breach are delayed or prevented

by reason of any act of God, such as fire, natural disaster, accident, act of government,
shortages of materials or supplies or any other cause beyond the control of such party("Force Majeure") provided that such party gives the other party written notice thereof
promptly and, in any event, within fifteen (15) days of discovery thereof and uses its best
efforts to remedy the delay. In the event of such Force Majeure, the time for performance orremedy shall be extended for a period equal to the duration of the Force Majeure but not inexcess of three (3) months.
5. Entire Agreement. This EULA constitutes the sole and entire agreement of the parties withrespect to the subject matter hereof and supersedes any prior oral or written promises oragreements. There are no promises, covenants or undertakings other than those expressly
set forth in this EULA.
6. Equitable Remedies. The parties recognize that monetary damages may not be an adequate
remedy for any material breach of any obligation hereunder involving intellectual property,
CONFIDENTIAL INFORMATION or use of SOFTWARE beyond the scope of the license grantedby this EULA. The parties therefore agree that in addition to any other remedies available
hereunder, by law or otherwise, each party shall be entitled to an injunction against any
such continued breach of such obligations.
7. Schedules. All schedules, addenda, exhibits and attachments hereto are incorporated byreference.
8. References. In this EULA, clause headings are for convenience and shall not be used in its
interpretation, and unless the context indicates the contrary intention, any expression which
denotes the singular shall include the plural and vice versa; any gender includes the othergender.
9 CONFIDENTIALITY
1. Protection of Confidential Information. Each party agrees that all CONFIDENTIAL
INFORMATION disclosed in the course of this agreement:.

Shall be maintained in confidence by both parties.

i.

Shall not be disclosed by the receiving party to any THIRD PARTY who is not an
employee, agent or consultant of, or an advisor to, the party or its affiliate(s),without the prior written consent of the disclosing party.

Each party shall have an appropriate agreement with each of its employees, agents, consultants andcontractors having access to the CONFIDENTIAL INFORMATION sufficient to enable it to comply withthe terms of this section. Each party agrees to protect the CONFIDENTIAL INFORMATION received in
the course of this agreement with the same standard of care and procedures which it uses to protect
its own trade secrets and confidential or proprietary information of like importance and, in any
event, shall adopt or maintain procedures reasonably calculated under the circumstances to protect
such CONFIDENTIAL INFORMATION as required herein.
2. Exceptions. The obligations of protection and non-use set forth in the CONFIDENTIALITY
section of this EULA shall not apply to any CONFIDENTIAL INFORMATION which:.

Becomes published, known or otherwise part of the public domain through no fault
or omission on the part of the applicable receiving party or its affiliate(s).

i.

Is required to be disclosed under applicable laws or regulation or an order by a court
or other regulatory body having competent jurisdiction; provided, however, thatexcept where impracticable, the party required to disclose CONFIDENTIAL
INFORMATION shall give the other party reasonable advance notice of suchdisclosure requirement (which shall include a copy of any applicable subpoena ororder) and shall cooperate with the other party to oppose, limit and/or secure
confidential treatment for such required disclosure. In the event of any suchrequired disclosure, a party shall disclose only that portion of the CONFIDENTIAL
INFORMATION that is legally required to be disclosed.

3. Term of Obligation. The obligations under the CONFIDENTIALITY section of this agreement
shall continue for a period of five (5) years, after the date of termination of this EULA, withrespect to any particular item of CONFIDENTIAL INFORMATION.
10 REPRESENTATION AND WARRANTIES
1. DART hereby warrants that all copyright(s), patents, trade secrets, trademarks and otherintellectual and property rights in the SOFTWARE either are now and shall remain thevaluable property of DART, or has been granted sufficient rights to those claims in the
SOFTWARE as to afford DART all necessary authority to execute this agreement.
2. DART further warrants that SOFTWARE does not and will not infringe or misappropriate theintellectual property rights of any THIRD PARTY.
3. LIMITED WARRANTY. DART warrants that the PRODUCT will operate substantially inaccordance with its accompanying documentation for a period of thirty (30) days from thedate LICENSEE receives it. This warranty is void if failure of the PRODUCT has resulted from
accident, abuse or misapplication. LICENSEE IS THE ONLY BENEFICIARY OF THIS WARRANTY.
LICENSEE MAY NOT PASS THIS WARRANTY ON TO OTHERS. Although DART has tested the
PRODUCT and reviewed the documentation, this PRODUCT is licensed "AS IS" and LICENSEE
assumes the entire risk as to its quality and performance.
4. CUSTOMER REMEDIES. DART and its suppliers’ entire liability and your exclusive remedy
shall be, at DART’S option, either:.

Return of the price paid.

i.

Repair or replacement of the PRODUCT that does not meet the LIMITED WARRANTY
and which is returned to DART with a copy of LICENSEE’S receipt within the warranty
period.

This LIMITED WARRANTY is void if failure of the PRODUCT has resulted from accident, abuse, or
misapplication. Outside the United States, neither these remedies nor any SUPPORT SERVICES
offered by DART are available without proof of purchase from an authorized international source.
NO OTHER WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DART AND
ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT
NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULARPURPOSE, WITH REGARD TO THE SOFTWARE.
NO LIABILITY FOR CONSEQUENTIAL DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BYAPPLICABLE LAW, IN NO EVENT SHALL DART OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL,INCIDENTAL, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION,DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESSINFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE
THE SOFTWARE, EVEN IF DART HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF
LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLYTO YOU.

Extended Distribution License
INTRODUCTION
Required when SOFTWARE is used by DEVELOPED INTERFACES that exercise SOFTWARE through anapplication programming interface. LICENSEE may distribute SOFTWARE with both DEVELOPEDINTERFACES and DEVELOPED APPLICATIONS. License is supplemental to the product EULA. LICENSEE
is required to maintain software subscriptions for developers using the SOFTWARE.
Typical usage scenarios:•

distribution of DLLs that can be used by other software developers as a development tool•

distribution of plug-in DLLs that can be used by existing 3rd-party application(s)•distribution of DLLs that provides a COM interface to VB6 applications•

distribution of EXEs that exposes a class that accesses PRODUCT functionality

I TERM AND RENEWAL
1. Initial Term. This license shall be in effect for one (1) year, commencing on the EFFECTIVE
DATE.
2. Renewal. This license shall be extended for one (1) year at the conclusion of each annual
term unless either:.

The LICENSEE executes the Buy-Out option.

i.

EULA is terminated by either party.

II FEESAll fees and charges are exclusive of tax. DART shall have no obligation under this EULA when feesare past due.
1. Annual Payments. Each annual payment, at the same rate as the first year, extends thislicense for one additional annual term.

2. Buy-Out Option. After completion of the Initial Term this license may be extended inperpetuity for an amount thrice (3 times) the annual payment.
3. Fees are not refundable.

III INTENDED USE(S)
LICENSEE acknowledges that the PRODUCT KEY provided under this license can unlock SOFTWARE
for any purpose, but that LICENSEE will protect DART's intellectual property rights by ONLY using
SOFTWARE for creating the following DEVELOPED INTERFACES, for which Dart has received good andvaluable consideration.

IV DELIVERY OF PRODUCT KEY
A PRODUCT KEY will be delivered to LICENSEE as soon as practical on or after the EFFECTIVE DATE.

V TERMINATION
1. LICENSEE may terminate license at any time by notifying DART in writing at least thirty (30)days prior to the end of the paid license term. Failure to provide notice will result in license
fees being due for another annual term.
2. Termination Certification Requirements. Upon termination, LICENSEE agrees to cease using
PRODUCT KEY and distributing DEVELOPED SOFTWARE compiled with PRODUCT KEY.
LICENSEE shall immediately remove and destroy any and all copies of PRODUCT KEY andcertify to DART that it has complied with this requirement. Certification must be submitted
by LICENSEE and received by DART within (10) days of the LICENSE TERM expiration.
DART may terminate this license in the event LICENSEE:.

Fails to make, when due, any license fee payment or other payment required under
this EULA, or

a. Commits a material breach of contract by using PRODUCT KEY to unlock SOFTWARE
for purposes not listed above.

The undersigned hereby acknowledges that he is duly authorized to bind the LICENSEE contractually,and has read, understand and agree to the terms and conditions as outlined in this agreement.

Company Name:

Licensed Product:

Authorized Signature & Title:

Current Version:

Printed Name

Date:

Accepted by DART on:

By:

Annual Fee:

Corporate Team License
INTRODUCTION
Bundles team development license, automated build licenses, software updates, and basic support
services for a fixed, annual fee.

I TERM AND RENEWAL
1. Initial Term. This license shall be in effect for one (1) year, commencing on the EFFECTIVE
DATE.
2. Minimum License Term. LICENSEE, in consideration of favorable fees, agrees to a Minimum
License Term of _____ years.
3. Renewal. This license shall be extended for one (1) year at the conclusion of each annual
term unless:.

LICENSEE executes the Buy-Out option.

i.

LICENSEE terminates EULA after the Minimum License Term.

ii.

EULA is terminated by DART.

II FEESAll fees and charges are exclusive of tax. DART shall have no obligation under this EULA when feesare past due.
1. Annual Payments. Each annual payment, at the same rate as the first year, extends thislicense for one additional annual term.
2. Buy-Out Option. After completion of the Initial Term this license may be extended inperpetuity without software updates and support for an amount thrice (3 times) the annual
payment.
3. Fees are not refundable.

III INTENDED USE(S)
LICENSEE acknowledges that up to _____ employees or contract workers will be using SOFTWARE on
LICENSEE's behalf. No rights are extended to subcontractors or affiliates.

IV DELIVERY OF PRODUCT KEY
A PRODUCT KEY will be delivered to LICENSEE as soon as practical on or after the EFFECTIVE DATE.

V TERMINATION
1. LICENSEE may terminate license after the Minimum License Term by notifying DART in
writing at least thirty (30) days prior to the end of the paid license term. Failure to provide
notice will result in license fees being due for another annual term.
Termination Certification Requirements. Upon termination, LICENSEE agrees to cease using
PRODUCT KEY and distributing DEVELOPED SOFTWARE compiled with PRODUCT KEY. LICENSEE shallimmediately remove and destroy any and all copies of PRODUCT KEY and certify to DART that it hascomplied with this requirement. Certification must be submitted by LICENSEE and received by DART
within (10) days of the LICENSE TERM expiration.
2. DART may terminate this license in the event LICENSEE either:.

Fails to make, when due, any license fee payment or other payment required under
this EULA, or

a. Commits a material breach of contract by using PRODUCT KEY to unlock SOFTWARE
for purposes not listed above.
The undersigned hereby acknowledges that he is duly authorized to bind the LICENSEE contractually,and has read, understand and agree to the terms and conditions as outlined in this agreement.

Company Name:

Licensed Product:

Authorized Signature & Title:

Current Version:

Printed Name

Date:

Accepted by DART on:

By:

Use Address:

Annual Fee:

Independent Software Vendor (ISV) License
INTRODUCTION
LICENSEE may obtain product SOURCE CODE for the use and distribution of DERIVATIVE WORKS.
License is supplemental to the product EULA. LICENSEE is required to maintain software
subscriptions for developers using the SOFTWARE.

I TERM AND RENEWAL
1. Initial Term. This license shall be in effect for one (1) year, commencing on the EFFECTIVE
DATE.
2. Renewal. This license shall be extended for one (1) year at the conclusion of each annual
term unless (i) LICENSEE executes the Buy-Out option or (ii) EULA is terminated by either
party.

II FEESAll fees and charges are exclusive of tax. DART shall have no obligation under this EULA when feesare past due.
1. Annual Payments. Each annual payment, at the same rate as the first year, extends thislicense for one additional annual term.
2. Buy-Out Option. After completion of the Initial Term this license may be extended inperpetuity for an amount thrice (3 times) the annual payment.
3. 4 Fees are not refundable.

III DELIVERY OF SOURCE CODE AND SOURCE CODE UPDATES
1. SOURCE CODE shall be delivered to LICENSEE as soon as practical on or after the EFFECTIVE
DATE.
2. Upon request, DART will provide LICENSEE with updates to SOURCE CODE during their
LICENSE TERM.

IV REDISTRIBUTION
1. LICENSEE may create DERIVATIVE WORKS that include licensed SOURCE CODE or thatinterface with existing PRODUCTS.
2. LICENSEE may distribute DERIVATIVE WORKS and/or DEVELOPED SOFTWARE under theterms of sections 2.8 Redistributable Requirements, 2.9 Redistribution Restrictions and 2.10
Non-compete Restriction.

V TERMINATION
1. LICENSEE may terminate license at any time by notifying DART in writing at least thirty (30)days prior to the end of the paid license term. Failure to provide notice will result in license
fees being due for another annual term.
2. Termination Certification Requirements. Upon termination, LICENSEE agrees to cease using
SOURCE CODE and distributing DERIVATIVE WORKS created from SOURCE CODE. LICENSEE
shall immediately remove and destroy any and all copies of SOURCE CODE and certify toDART that it has complied with this requirement. Certification must be submitted by
LICENSEE and received by DART within (10) days of the LICENSE TERM expiration.
3. DART may terminate this ISV License in the event LICENSEE:.

Fails to make, when due, any license fee payment or other payment required under
this EULA, ora. commits a material breach of any of its obligations under the terms of this EULA andfails to correct such non-payment or breach within 30 days after notice thereof by
DART to LICENSEE.
4. Upon termination of this license, LICENSEE shall pay DART all fees due through to the end of
the LICENSE TERM

The undersigned hereby acknowledges that he is duly authorized to bind the LICENSEE contractually,and has read, understand and agree to the terms and conditions as outlined in this agreement.

Company Name:

Licensed Product:

Authorized Signature & Title:

Current Version:

Printed Name

Date:

Accepted by DART on:

By:

Annual Fee:

PowerSNMP Network Manager License Agreement
A copy of the PowerSNMP Network Manager for Windows License Agreement follows.
IMPORTANT -- READ CAREFULLY BEFORE INSTALLING THE SOFTWARE.
When you install the application, you indicate your acceptance of the following PowerSNMP
Network Manager License Agreement.
This is a legal agreement between you (either an individual or an entity) and DARTCOM
INCORPORATED. ("DART COMMUNICATIONS"). Use of this software constitutes acceptance of theterms of this agreement. If you do not agree to the terms of this agreement, contact DARTCOMMUNICATIONS for other licensing options or promptly return the software and any
accompanying items (including written materials, product key(s), or any other materials) to DARTCOMMUNICATIONS or its authorized distributor from which you received the software for a fullrefund.
1. GRANT OF LICENSE
a. The enclosed DART COMMUNICATIONS software program (the "Licensed Software") may be
used only by the registered user, on a single computer.
b. Trial License. Licensed software can be installed without a serial number for testing purposesby the registered user, on a single computer. This installation type means you may use one

copy of the PowerSNMP Network Manager software product identified above, which
includes "online" or electronic documents (the "SOFTWARE") on a single computer for 30days of use, after which this license shall terminate.
c. Single-User License. License software can be installed for single-user operation by installing asingle-user serial number supplied by DART COMMUNICATIONS or its authorized distributor.
This installation type means you may use one copy of the SOFTWARE on a single computer.
The SOFTWARE is in "use" on a computer when it is loaded into temporary memory (i.e.
RAM) or installed into permanent memory (e.g., hard disk or other storage device) of thatcomputer.
2. COPYRIGHTThe Licensed Software is owned by DART COMMUNICATIONS and is protected by United States
copyright laws and international treaty provisions. Therefore, you must treat the Licensed Software
like any other copyrighted material (e.g., a book or musical recording), except that you may either:i.

Make one copy of the Licensed Software solely for backup or archival purposes, provided
you reproduce and include DART COMMUNICATIONS' copyright and trademark notices, orii.

Transfer the Licensed Software to a single hard disk, provided you keep the original solely for
backup or archival purposes.

3. OTHER RESTRICTIONS
a. You may not use, copy, or modify the files containing the licensed software, or any backup
copy, in whole or in part, or translate such files into any other file format or language, except
as expressly provided for in this agreement. You may not rent, lease or sublicense theLicensed Software.
b. You may not reverse engineer, decompile or disassemble the Licensed Software for any
purpose whatsoever.
c. After installation, you may not copy SOFTWARE for use on any other computer.
4. TERM
Your license is effective upon payment for and installing SOFTWARE. You may terminate it at any
time by destroying the Licensed Software together with all copies. It will also terminate upon
conditions set forth elsewhere in this Agreement, or if you fail to comply with any term or conditionof this Agreement. You agree upon such termination to destroy all copies of the Licensed Software,
including any product keys, in any form, in your possession or under your control.
5. LIMITED WARRANTYDART COMMUNICATIONS warrants that for a period of thirty (30) days from the date of receipt, theLicensed Software will perform substantially in accordance with the accompanying writtenmaterials. THE FOREGOING IS THE SOLE AND EXCLUSIVE WARRANTY OFFERED BY DARTCOMMUNICATIONS. DART COMMUNICATIONS DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR
IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND
FITNESS FOR A PARTICULAR PURPOSE, WITH REGARD TO THE LICENSED SOFTWARE AND ALL
ACCOMPANYING MATERIALS.

6. CUSTOMER REMEDYDART COMMUNICATIONS' entire liability and your exclusive remedy shall be, at DARTCOMMUNICATIONS' option, either:a. Return of the price paidb. Repair or replacement of the Licensed Software that does not meet DARTCOMMUNICATIONS' Limited Warranty and which is returned to DART COMMUNICATIONS
within the warranty period.
The Limited Warranty is void if failure of the Licensed Software has resulted from accident, abuse or
misapplication. Any replacement of Licensed Software will be warranted for the remainder of theoriginal warranty period or thirty (30) days, whichever is longer.
7. DISCLAIMER OF DAMAGES
You assume responsibility for, among other things:
i.

The selection of the Licensed Software to achieve your intended results.

ii.

The acquisition of other software (including any programming or operating system software)
and/or equipment compatible with the Licensed Software.

iii.

The installation, use and results obtained from the Licensed Software.

Further, inasmuch as the price paid for the license rights granted to you to use the Licensed
Software may be substantially disproportionate to the value of products to be used in conjunction
with the Licensed Software, and for the express purpose of limiting the liability against DARTCOMMUNICATIONS to an extent which is reasonably proportionate to the commercial value of thistransaction, you agree that, to the maximum extent permitted by law, DART COMMUNICATIONS
shall in no event be liable for any damages whatsoever (including without limitation, damages forloss of business profits, business interruption, loss of business information, or any other pecuniaryloss) arising out of the use or inability to use the Licensed Software, whether direct, indirect,
incidental, consequential, special or otherwise, REGARDLESS OF THE FORM OF ACTION, even if DARTCOMMUNICATIONS has been advised of the possibility of such damages.
8. UPDATES & TECHNICAL SUPPORTFor a period of thirty (30) days from the date of your receipt of the Licensed Software, DARTCOMMUNICATIONS will make available to you Technical Support in the manner and under theguidelines set forth in the Licensed Software user documentation, which may be modified from time
to time by DART COMMUNICATIONS at its discretion without notice. DART COMMUNICATIONS may,from time to time, revise or update the Licensed Software. In so doing, DART COMMUNICATIONS
incurs no obligation to furnish such revision or updates to you. Updates and further support terms
are available to you on the same basis as DART COMMUNICATIONS makes them available to its
other licensees at then current prices.

9. GENERALThis License is personal between you and DART COMMUNICATIONS. It is not transferable and any
attempt by you to rent, lease, sublicense, assign or transfer any of the rights, duties or obligations
hereunder, except as provided in Section 3, above, is void. This Agreement and the conduct of theparties hereto shall be governed by the laws of the State of New York.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND AGREE TO BE
BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND
EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND DART COMMUNICATIONS WHICH
SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER
COMMUNICATIONS BETWEEN YOU AND DART COMMUNICATIONS OR DART COMMUNICATIONS'AGENT(S) RELATING TO THE LICENSED SOFTWARE.