A Dog and His Boy

LDAP4D License Agreement

1. PROPRIETARY RIGHTS. Title, ownership rights, and intellectual property rights in the Product shall remain in A Dog And His Boy and/or its suppliers. Licensee acknowledges such ownership and intellectual property rights and will not take any action to jeopardize, limit or interfere in any manner with A Dog And His Boy's or its suppliers' ownership of or rights with respect to the Product. The Product is protected by copyright and other intellectual property laws and by international treaties. Title and related rights in the content accessed through the Product are the property of the applicable content owner and are protected by applicable law. The license granted under this Agreement gives Licensee no rights in or to such content.

1.1 A Dog and His Boy further grants you a license to make only one copy of the SOFTWARE solely for archival purposes. Any such copy shall also reproduce all copyright and intellectual property rights notices.

1.2 You may not transfer the license for the Product without the prior written consent of A Dog and His Boy.

2. DISCLAIMER OF WARRANTY. THE PRODUCT IS PROVIDED FREE OF CHARGE AND ON AN "AS IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES THAT THE PRODUCT IS FREE OF DEFECTS, VIRUS FREE, ABLE TO OPERATE ON AN UNINTERRUPTED BASIS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR NON-INFRINGING, UNLESS SUCH WARRANTIES ARE LEGALLY INCAPABLE OF EXCLUSION. LICENSOR AND ITS SUPPLIERS HAVE NO LIABILITY WITH RESPECT TO USE OF THE PRODUCT. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE PRODUCT IS BORNE BY LICENSEE, WHO ASSUMES THE ENTIRE COST OF ANY SERVICE AND REPAIR. IN ADDITION, THE SECURITY MECHANISMS IMPLEMENTED BY THE PRODUCT HAVE INHERENT LIMITATIONS, AND LICENSEE MUST DETERMINE THAT THE PRODUCT SUFFICIENTLY MEETS ITS REQUIREMENTS. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. NO USE OF THE PRODUCT IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER.

3. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LICENSOR OR ITS AFFILIATES OR THEIR RESPECTIVE SUPPLIERS OR RESELLERS OR CONTRIBUTORS TO THE SOURCE CODE OF THE PORTIONS OF THE PRODUCT AVAILABLE FROM A DOG AND HIS BOY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN ANY CASE, LICENSOR'S AND ITS AFFILIATES' ENTIRE COLLECTIVE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL NOT EXCEED IN THE AGGREGATE THE SUM OF THE FEES LICENSEE PAID FOR THIS LICENSE (IF ANY) AND FEES FOR SUPPORT OF THE PRODUCT RECEIVED BY LICENSOR UNDER A SEPARATE SUPPORT AGREEMENT (IF ANY) AND REPLACEMENT OF DEFECTIVE MEDIA OR PROVISION OF A REASONABLY SIMILAR PRODUCT, AS DETERMINED AT LICENSOR'S SOLE DISCRETION. LICENSOR IS NOT RESPONSIBLE FOR ANY LIABILITY ARISING OUT OF CONTENT PROVIDED BY LICENSEE OR A THIRD PARTY THAT IS ACCESSED THROUGH THE PRODUCT AND/OR ANY MATERIAL LINKED THROUGH SUCH CONTENT. LICENSOR IS NOT RESPONSIBLE FOR ANY LIABILITY, WHETHER FOR INFRINGEMENT OR OTHERWISE, ARISING OUT OF THE USE OF THOSE PORTIONS OF THE PRODUCT

4. HIGH RISK ACTIVITIES. The Product 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, such as, but not limited to, the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, or weapons systems, in which the failure of the Product could lead directly to death, personal injury, or severe physical or environmental damage ("High Risk Activities"). Accordingly, Licensor and its suppliers specifically disclaim any express or implied warranty of fitness for High Risk Activities. Licensee agrees that Licensor and its suppliers will not be liable for any claims or damages arising from the use of the Product in such applications.

5. Restrictions on Use. You may not modify, reverse engineer, decompile or disassemble the Software. The sole exceptions are the public methods of the component which may be modifed for your use. You further agree to abide by all laws and regulations in effect regarding your use of the Software and Service and agree to indemnify A Dog And His Boy, its officers, agents, employees and directors for any damages incurred as a result of a violation of this paragraph. Finally, you may not authorize or assist any third party to do any of the things described in this paragraph.

6. Termination. Should you breach this Agreement, your right to use the Software shall terminate immediately and without notice. In the event of any termination of this Agreement, the restrictions on your use of the Software as set forth in Paragraph 5 ("Restrictions on Use") shall survive such termination, and you agree to be bound by those terms.

7. Your Representations. You represent and warrant that you have the adequate legal capacity to enter into this Agreement. You further represent and warrant that you will use the Software only for lawful purposes and in accordance with this Agreement, and that you will not use the Software to violate any law, regulation or ordinance or any right of A Dog and His Boy or any third party, including, without limitation, any right of privacy, publicity, copyright or trademark.

8. Injunctive Relief. You acknowledge that the Software contains A Dog And His Boy's proprietary and confidential information, and that disclosure of such information or misuse of the Software will give rise to irreparable injury to A Dog And His Boy, inadequately compensable in damages. Accordingly, A Dog And His Boy may seek and obtain injunctive relief against the breach or threatened breach of the foregoing undertakings, in addition to any other legal remedies that may be available.

9. Construction. If any part of the Agreement is held invalid or unenforceable, that portion shall be construed to reflect the parties' original intent, and the remaining portions remain in full force and effect.