CtlHTML™ Control Library License Agreement

READ THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT CAREFULLY BEFORE OPENING THE PACKAGE CONTAINING THE SOFTWARE. THIS LICENSE AGREEMENT IS A LEGAL AGREEMENT BETWEEN YOU AND WINDMILL POINT SOFTWARE. BY OPENING THE SEALED ENVELOPE CONTAINING THE SOFTWARE YOU ARE ACCEPTING AND AGREEING TO THE TERMS OF THIS LICENSE AGREEMENT. IF YOU DO NOT AGREE WITH THE TERMS OF THIS LICENSE AGREEMENT, YOU SHOULD PROMPTLY RETURN THE UNOPENED PACKAGE AND YOU WILL RECEIVE A FULL REFUND.

1. GRANT OF LICENSE. Windmill Point Software hereby grants to you a non-exclusive license to use the enclosed computer software and on-line documentation (collectively referred to as the "Software") only as authorized in this License Agreement. You agree not to assign, sublicense, transfer, pledge, lease, rent, or share your rights under this License Agreement. You may not decompile, disassemble, or otherwise reverse engineer the Software.

2. DISTRIBUTION OF SOFTWARE. The Software is licensed per individual programmer. Each individual programmer using the Software must have a separate individual license or be covered by a site license. This license allows an individual programmer to use the Software dynamic link libraries, static link libraries, header files, documentation, demo programs, and demo program source code. Of these components, only the dynamic link library files (CtlHTML.dll and CtlHTMLp.dll) or programs created with the static link libraries (CtlHTMLs.lib and CtlHTMLm.lib) may be redistributed (referred to as the "Redistributable Software").

Windmill Point Software grants you the right to redistribute an unlimited number of software products created using the Software dynamic link libraries or static link libraries royalty-free subject to the following conditions: (i) you may not redistribute files that are not specified as Redistributable Software, (ii) the Redistributable Software may be distributed only in conjunction with your software product that uses it; (iii) you may not distribute the Redistributable Software in conjunction with a software product that directly competes with, or is substantially similar in function and intended use to, the Software; (iv) you agree to indemnify, hold harmless, and defend Windmill Point Software from and against any claims or lawsuits, including attorneyÆs fees, that arise or result from the use or distribution of your software products.

3. COPYRIGHT AND OWNERSHIP. The Software and its copyrights are owned by Windmill Point Software and are protected by United States copyright laws and international treaty provisions. You acknowledge and agree that all right, title, and interest in and to the Software are and shall remain with Windmill Point Software. This License Agreement does not convey to you an interest in or to the Software, but only a limited right to use revocable in accordance with the terms of this License Agreement.

4. LICENSE FEES. License fees paid by you are paid in consideration of the licenses granted under this License Agreement.

5. LIMITED WARRANTY. Windmill Point Software warrants, for your benefit alone, that the diskettes containing the Software shall, for a period of 90 days from the date of commencement of this License Agreement (referred to as the Warranty Period), be free of defects in material and workmanship. Windmill Point Software further warrants, for your benefit alone, that during the Warranty Period the Software shall operate substantially in accordance with the documentation. If during the Warranty Period a defect in the Software appears, you may return the Software to Windmill Point Software for either repair or replacement or, if so elected by Windmill Point Software, refund of amounts paid by you under this License Agreement. EXCEPT FOR THE WARRANTIES SET FORTH ABOVE, THE SOFTWARE IS LICENSED "AS IS", AND WINDMILL POINT SOFTWARE DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHATABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOU ASSUME THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE SOFTWARE.

6. LIMITATION OF LIABILITY. Windmill Point SoftwareÆs cumulative liability to you or any other party for any loss or damages resulting from any claims, demands, or actions arising out of this License Agreement are limited to the remedies described in the Limited Warranty in this License Agreement. IN NO EVENT SHALL WINDMILL POINT SOFTWARE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES OR LOST PROFITS ARISING FROM THE USE OF OR FROM THE INABILITY TO USE THE SOFTWARE, EVEN IF WINDMILL POINT SOFTWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event shall Windmill Point SoftwareÆs liability for any damages exceed the license fees paid to use the Software, regardless of the form of the claim. Some states do not allow exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.

7. TERM. This License Agreement is effective upon your opening of this package and shall continue until terminated. You may terminate this License Agreement at any time by returning the Software and all copies to Windmill Point Software. Windmill Point Software may terminate this License Agreement upon the breach by you of any term hereof. Upon such termination by Windmill Point Software, you agree to return to Windmill Point Software the Software and all copies.

8. GOVERNING LAW. This License Agreement shall be construed, interpreted, and governed in accordance with the laws of the United States and the State of Vermont. Any action or proceeding arising out of or related to this License Agreement shall be brought only in a State or Federal Court of competent jurisdiction located in Chittenden County, Vermont. The parties hereby agree to in personam jurisdiction of said courts.

If any provision of this License Agreement is found void, invalid, or unenforceable, it will not affect the validity of the remainder of the License Agreement, which shall remain valid and enforceable according to its terms.

If you have any questions concerning this License Agreement, please contact Windmill Point Software, Windmill Point, Alburg, VT 05440