LIMITED USE SOFTWARE LICENSE AGREEMENT FOR INFERNO(TM) SOFTWARE THE TERMS AND CONDITIONS OF THIS AGREEMENT WILL APPLY TO THE SOFTWARE FURNISHED BY CD ROM, ELECTRONIC DOWNLOAD OR OTHER MEANS AND DERIVATIVES OBTAINED THEREFROM, INCLUDING ANY COPIES. IF YOU DON'T AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY RETURN THE SOFTWARE UNUSED FOR A REFUND WITHIN TEN (10) DAYS OF PURCHASE. The term "SOFTWARE" includes COMPUTER programs and related documentation supplied herewith and any updates subsequently provided by LUCENT. 1. Title and License Grant A. The SOFTWARE is copyrighted and/or contains proprietary information protected by law. Ownership of and title to all SOFTWARE and all copies thereof, including associated intellectual property rights, are and will remain with LUCENT or its suppliers. In consideration of the monies paid by you and your agreeing to the terms and conditions of this Agreement, LUCENT hereby grants you a limited non-exclusive right to use the SOFTWARE in object code form only as authorized in this Agreement. Any other use of the SOFTWARE or removal of the SOFTWARE from a country in which use is licensed shall automatically terminate this license. No right is granted to use the SOFTWARE in any product which is marketed or used commercially. B. Use of the SOFTWARE anywhere except in the country in which the SOFTWARE is provided may, in addition to the terms and conditions of this Agreement, be subject to the terms and conditions of a separate written agreement signed by you or the user. You acknowledge that the SOFTWARE is subject to U.S. export laws and regulations and any use or transfer must be authorized under those regulations. You agree that you will not use, distribute, transfer, or transmit the SOFTWARE, or technical information (even if incorporated into other products), except in compliance with U.S. export regulations. C. You agree to use your best efforts to see that any user of the SOFTWARE licensed hereunder complies with the terms and conditions of this Agreement and to refrain from taking any steps, such as reverse engineering, reverse assembly or reverse compilation, to derive a source code equivalent of the SOFTWARE. If the SOFTWARE is located in the European Community and you assert that you have a right to and need for information "indispensable for achieving interoperability of an independently created computer program" with the SOFTWARE, you shall submit a request for such information to LUCENT prior to undertaking any steps to reverse engineer, reverse assemble or reverse compile the SOFTWARE. The meaning of "indispensable for achieving interoperability" shall be interpreted pursuant to Article VI of the European Community Computer Software Directive 91/205. If the information is deemed indispensable by LUCENT, LUCENT will (a) provide such information within a reasonable period of time or (b) advise you that you may decompile the SOFTWARE pursuant to guidelines. If information is provided under option (a) above, you may be charged a fee. 2. Software Use A. You are permitted to make a single archive copy, provided the SOFTWARE shall not otherwise be reproduced, copied or, except for the documentation, disclosed to others in whole or in part except as explicitly provided herein. If you install the SOFTWARE on a client-server system, you may install the SOFTWARE on up to two (2) servers, each with up to ten (10) subtended clients. Any such copy shall contain the same copyright notice and proprietary marking, including CD ROM markings, appearing on the original SOFTWARE. B. The SOFTWARE, together with any copies thereof, shall be destroyed when no longer used in accordance with this Agreement, or when the right to use the SOFTWARE is terminated. The SOFTWARE shall not be removed from a country in which use is licensed. C. You understand and acknowledge that the nature of the SOFTWARE is such that in its normal operation it may access and download elements of software or data from resources which are external to the computer or device running the SOFTWARE, such as Inferno enabled servers. LUCENT does not undertake to provide such external resources or servers and specifically disclaims any representation or warranty as to the availability, quality or performance of such resources or whether they may contain any defects which may affect performance of the SOFTWARE or your computer. LUCENT shall not be responsible for provision of any communications facilities or the costs associated with communications. You understand and acknowledge that the SOFTWARE may contain expiration routines which will disable the SOFTWARE at the expiration of this Agreement. 3. Limited Warranty A. LUCENT warrants for a period of ninety (90) days from the date purchased, for your benefit alone, that if the CD ROM containing the SOFTWARE has a defect in material or workmanship or the SOFTWARE fails to substantially conform to the specifications in the related documentation, you may return the SOFTWARE to the place from which it is purchased within such warranty period for replacement or, at LUCENT's option and upon return of all copies of the SOFTWARE, for a refund of the monies paid by you under this Agreement. B. LUCENT has used reasonable efforts to minimize defects or errors in the SOFTWARE. However, you assume the risk of any and all damage or loss from use of, or inability to use, the SOFTWARE. LUCENT specifically does not warrant that the functions of the SOFTWARE will meet your requirements or that SOFTWARE operation will be error-free or uninterrupted. C. EXCEPT FOR THE WARRANTIES EXPRESSLY SET FORTH ABOVE, THE SOFTWARE IS LICENSED "AS IS" AND LUCENT, ITS AFFILIATES, CONTRACTORS, SUPPLIERS AND AGENTS MAKE NO OTHER WARRANTIES, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIM ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY WARRANTY OF INTELLECTUAL PROPERTY NONINFRINGEMENT. 4. Exclusive Remedies and Limitations of Liabilities A. YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY AGAINST LUCENT, ITS AFFILIATES, CONTRACTORS, SUPPLIERS, AND AGENTS FOR LOSS OR DAMAGE CAUSED BY ANY DEFECT OR FAILURE IN THE SOFTWARE REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, INCLUDING NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, SHALL BE REPLACEMENT OF THE SOFTWARE OR REFUND OF MONIES PAID AS EXPRESSLY SET FORTH IN THIS AGREEMENT. THIS SHALL BE EXCLUSIVE OF ANY AND ALL OTHER REMEDIES AGAINST LUCENT, ITS AFFILIATES, CONTRACTORS, SUPPLIERS OR AGENTS, EXCEPT FOR YOUR RIGHT TO CLAIM DAMAGES FOR BODILY INJURY TO ANY PERSON. B. Regardless of any other provisions of this Agreement, neither LUCENT nor its affiliates, contractors, suppliers or agents shall be liable for any indirect, incidental, special or consequential damages (including lost profits) sustained or incurred in connection with the use, operation, or inability to use the SOFTWARE or for damages due to causes beyond the reasonable control of LUCENT, its affiliates, contractors, suppliers and agents attributable to any service, products or action of any other person. C. Some states or other jurisdictions do not allow the exclusion of implied warranties or limitations on how long an implied warranty lasts, so the above limitations may not apply to you. This warranty gives you specific legal rights and you may also have other rights which vary from one state or jurisdiction to another. 5. MISCELLANEOUS PROVISIONS A. This Agreement shall be construed in accordance with and governed by the laws of the State of New York, excluding its conflict of laws rules. B. U.S. GOVERNMENT RIGHTS. If you are acquiring SOFTWARE on behalf of any part of the United States Government, the following provisions apply: The SOFTWARE is deemed to be "commercial software" and "commercial software documentation," respectively, pursuant to DFAR Section 227.7202 and FAR 12.212, as applicable. Any use, modification, reproduction, release, performance, display or disclosure of the SOFTWARE by the U.S. Government or any of its agencies shall be governed solely by the terms of this Agreement and shall be prohibited except to the extent expressly permitted by the terms of this Agreement. C. Inferno is a trademark of LUCENT and no right, license or interest in or to such trademark is granted hereunder. You agree that no such right, license or interest shall be asserted by you with respect to such trademark. D. LUCENT hereby grants you an immunity from suit under LUCENT's present patents solely with respect to your use of the SOFTWARE in accordance to the terms and conditions of this Agreement and not in combination with any other software or hardware. It is recognized that third parties may have patents that might be infringed by your use of the SOFTWARE and LUCENT makes no representations or warranties with respect thereto. It shall be your sole responsibility to determine the existence and applicability of patents of third parties and to secure any necessary license with respect thereto. YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND IT, AND THAT BY INSTALLING OR USING THE SOFTWARE (OR AUTHORIZING ANY OTHER PERSON TO DO SO) YOU AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT, EXCEPT FOR ANY SEPARATE WRITTEN AGREEMENTS BETWEEN LUCENT AND YOU, THIS AGREEMENT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE RIGHTS AND LIABILITIES OF THE PARTIES. THIS AGREEMENT SUPERSEDES ALL PRIOR ORAL AGREEMENTS, PROPOSALS OR UNDERSTANDINGS, AND ANY OTHER COMMUNICATIONS BETWEEN US RELATING TO THE SOFTWARE OR THIS AGREEMENT.