ENHANCED SEARCH END USER LICENSE AGREEMENT. CLICKING THE "I ACCEPT" BOX, INSTALLING OR USING THE "ENHANCED SEARCH" SOFTWARE THAT YOU HAVE SELECTED TO PURCHASE IN THE ORDERING PROCESS (THE "SOFTWARE"), YOU ARE AGREEING ON BEHALF OF THE ENTITY LICENSING THE SOFTWARE ("COMPANY") THAT COMPANY WILL BE BOUND BY AND IS BECOMING A PARTY TO THIS END USER LICENSE AGREEMENT ("AGREEMENT") AND THAT YOU HAVE THE AUTHORITY TO BIND COMPANY. IF COMPANY DOES NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT SELECT THE "I ACCEPT" BOX AND DO NOT INSTALL THE SOFTWARE. COMPANY HAS NOT BECOME A LICENSEE OF, AND IS NOT AUTHORIZED TO USE THE SOFTWARE UNLESS AND UNTIL IT HAS AGREED TO BE BOUND BY THESE LICENSE TERMS. 1.0 License Grants, Restrictions and Ownership 1.1 Exceptions. All the terms expressed at the points 1.2, 1.3, 1.4 of the present Agreement applies to all the files that have been compressed into the Enhanced Search installation package except the files and sub-directories compressed into the sub-directory "custom/include/edit_area". The files and sub-directories compressed into the sub-directory "custom/include/edit_area" are released under the GNU LESSER GENERAL PUBLIC LICENSE Version 2.1, whose content is part of the Enhanced Search installation package (located in the path "custom/include/edit_area/license_lgpl.txt"). 1.2 Grant to Company. For the term of this Agreement and subject to Company's payment of the License Fee (defined below) Patrizio Gelosi ("Author") grants Company: the right to a non-exclusive, non- transferable, nonsublicensable license to use and modify the Software only for Company's own internal use of the Software. 1.3 Restrictions. Company shall not, directly or indirectly: (i) sublicense, resell, rent, lease, distribute, market, commercialize or otherwise transfer rights or usage to: (a) the Software, (b) any modified version or derivative work of the Software created by the Company or for the Company, or (c) any software, either modified or not, licensed under a Author Public License, for any purpose including timesharing or service bureau purposes; (ii) remove or alter any copyright, trademark or proprietary notice in the Software; (iii) transfer, use or export the Software in violation of any laws or regulations of any government or governmental agency; (iv) bifurcate the source code for any Author open source licensed products into a separately maintained source code repository so that development done on the original code requires manual work to be transferred to the forked software or so that the forked software starts to have features not present in the original software. The violation of this prohibition shall be deemed a material breach of this Agreement and Author may immediately terminate this Agreement. 1.4 Proprietary Rights. Author and its licensors shall own all right, title, and interest to the Software, technology, information, code or software provided to Company, including all portions, copies or modifications thereof. Except as expressly provided herein, no license of any kind are granted hereunder, whether by implication, estoppel, or otherwise. 2.0 Fees and Payment 2.1 License Fee. Company shall pay to Author an amount specified on Site ("Site" means Author's e-commerce website if existent, otherwise SugarExchange website). Payment for the License Fee shall be due and payable as set forth in Site's e-commerce shopping cart. All fees paid to Author are non-refundable. Company will also pay all taxes, including sales, use, personal property, value- added, excise, customs fees, import duties, stamp duties and any other similar taxes and duties, including penalties and interest, imposed by any Italian, Italian state, provincial or local government entity or any non-Italian government entity on the transactions contemplated by this Agreement, excluding taxes based upon Author's net income. 3.0 Confidentiality Company and Author agree to maintain the confidentiality of any proprietary information received by the other party during, or prior to entering into, this Agreement that a party should know is confidential or proprietary based on the circumstances surrounding the disclosure, including, without limitation, non- public technical and business information ("Confidential Information"). This section shall not apply to any publicly available or independently developed information or the open source version of the Author software licensed under the Author Public License. The receiving party of any Confidential Information of the other party agrees not to use said Confidential Information for any purpose except as necessary to fulfill its obligations and exercise its rights under this Agreement. The receiving party shall protect the secrecy of and avoid disclosure and unauthorized use of the disclosing party's Confidential Information to the same degree that it takes to protect its own confidential information and in no event less than reasonable care. 4.0 NO WARRANTY AND NO ADDITIONAL SERVICES IMPLIED. THE SOFTWARE IS BEING DELIVERED TO YOU "AS IS" AND AUTHOR MAKES NO WARRANTY AS TO ITS USE OR PERFORMANCE. AUTHOR DOES NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE SOFTWARE EXCEPT FOR ANY WARRANTY, CONDITION, REPRESENTATION OR TERMS TO THE EXTENT TO WHICH THE SAME CANNOT OR MAY NOT BE EXCLUDED OR LIMITED BY LAW APPLICABLE TO YOU IN YOUR JURISDICTION. AUTHOR MAKES NO WARRANTIES, CONDITIONS, REPRESENTATIONS, OR TERMS (EXPRESS OR IMPLIED WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE) AS TO ANY MATTER INCLUDING WITHOUT LIMITATION NON-INFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, INTEGRATION, SATISFACTORY QUALITY, OR FITNESS FOR ANY PARTICULAR PURPOSE. YOU AGREE THAT THERE ARE TO BE NO PROGRAMMING OR ANY OTHER SERVICES TO BE PROVIDED UNDER THIS AGREEMENT BY AUTHOR IN RELATION TO THE SOFTWARE BEING LICENSED, INCLUDING, WITHOUT LIMITATION, ANY SERVICES IN RELATION TO ANY ERRORS, MALFUNCTIONS OR DEFECTS WHICH MAY ARISE DURING THE TERM OF THIS AGREEMENT, EXCEPT WHERE THESE SERVICE ARE RENDERED THROUGH ANY FURTHER AGREEMENT BETWEEN THE PARTIES AND, IN THAT CASE, AT A PRICE TO BE AGREED UPON AT THE TIME THE FURTHER AGREEMENT MAY BE ENTERED INTO. 5.0 LIMITATION OF LIABILITY 5.1 FORCE MAJUERE. EXCEPT FOR THE PAYMENT OF FEES, NEITHER PARTY SHALL BE IN BREACH OF THIS AGREEMENT DUE TO FAILURE OF PERFORMANCE THAT ARISES OUT OF CAUSES BEYOND ITS REASONABLE CONTROL. 5.2 DISCLAIMER OF CONSEQUENTIAL DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL AUTHOR BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE SOFTWARE OR DOCUMENTATION INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, COMPUTER FAILURE OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES EVEN IF ADVISED OF THE POSSIBILITY THEREOF AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. 5.3 LIMITATION OF ALL DAMAGES. IN NO EVENT SHALL AUTHOR'S LIABILITY HEREUNDER FOR CLAIMS IN THE AGGREGATE, EXCEED THE AMOUNT THAT COMPANY PAID TO AUTHOR UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE ACT OR OMISSION GIVING RISE TO THE LIABILITY. 6.0 General Company agrees and certifies that neither the Software nor any other technical data received from Author, nor the direct product thereof, will be exported outside the United States or re-exported except as authorized and as permitted by the laws and regulations of Italy and/or the laws and regulations of the jurisdiction, (if other than Italy) in which Company rightfully obtained the Software. Except as expressly provided herein, Company may not assign its rights or delegate its obligations under this Agreement, without the prior written consent of Author. This Agreement will be governed by and construed in accordance with the laws of Italian laws applicable therein, excluding its conflicts of law provisions, and Company and Author agree to submit to the personal and exclusive jurisdiction of the courts located in Macerata - ITALY. The parties agree the United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement. The failure of either party to require performance by the other party of any provision hereof shall not affect the full right to require such performance at any time thereafter; nor shall the waiver by either party of a breach of any provision hereof be taken or held to be a waiver of the provision itself. If any provision of this Agreement is found void and unenforceable, it will be replaced to the extent possible with a provision that comes closest to the meaning of the original provision. This Agreement, and the documents referenced in this Agreement, constitutes the entire agreement between Company and Author relating to its subject matter and all terms herein and supersedes all prior or contemporaneous agreements or understandings. This Agreement may be modified or changed only in writing by authorized representatives of Company and Author. Notices hereunder shall be in writing and addressed to Company at the address provided when purchasing this license, or, in the case of Author, when addressed to Patrizio Gelosi, Via A. De Gasperi, 91 - 62016 P.Potenza Picena (MC) - ITALY.