Free Software License Agreement
THIS FREE SOFTWARE LICENSE AGREEMENT (“Agreement”) is made by and between Magic Soft-
ware, Inc. (“Licensor”), a North Carolina corporation, having its principal place of business at 6006 Meadow
Run Court, Chapel Hill, North Carolina 27516 and any person or legal entity using or accepting any software
governed by this Agreement (“Licensee”). This Agreement shall be effective on the first day Licensee uses
or accepts software governed by this Agreement, whichever is earlier (“Effective Date”).
THE PARTIES AGREE as follows:
1. Grant. Licensor hereby grants licensee a nonexclusive and fully paid license to use the software (ex-
cluding upgrades) governed by this Agreement (“Free Software”), subject to the terms and conditions
of this Agreement for up to two (2) years after the Effective Date. Licensee may use the Free Software
for any legal purpose. Licensee may transfer or exchange any or all of its rights in this Agreement
to a third party provided that such transfer or exchange is not for value. To wit, Licensee shall have
no right to sublicense, resell, lease, or transfer for value the Free Software. Any transfer or exchange
for value is deemed null and void. Licensee shall have the right to use only one (1) copy or image of
the Free Software on a single designated computer, and may not copy the Free Software for any other
purpose except (i) for archival purposes or (ii) in connection with a disaster recovery program.
2. Confidentiality. Licensee agrees to maintain the confidential nature of the Free Software and related
materials provided under this Agreement. Licensee’s obligation of confidentiality includes, among
other things, the obligation to take reasonable steps to prevent unauthorized copies and use of the Free
Software.
3. Limitation of Liability. Licensor will have no liability for special, incidental or consequential damages
even if advised of the possibility of such damages. Liability for any other damages or loss in any way
connected with the Free Software will be limited to replacement of the Free Software.
4. Taxes and Duties. Licensee shall pay or reimburse Licensor for federal, state, provincial, local or other
tariffs, duties and taxes not based on Licensor’s net income, including all taxes, tariffs, duties, or
amounts levied in lieu thereof, based on charges payable under this Agreement or based on the Free
Software, its use or any services performed hereunder, whether such tariffs, duties or taxes are now or
hereafter imposed under the authority of any federal, state, provincial, local or other jurisdiction.
5. Warranties. Licensor makes no warranties at all. This Restricted Software is transferred to Licensee
on an as–is basis. Licensee uses the Restricted Software at his own peril. Licensee assumes all risk
of loss for all claims or controversies, now existing or hereafter, arising out of use of the Restricted
Software. Licensor shall have no liability based on a claim that Licensee’s use or combination of the
Restricted Software with products or data not supplied by Licensor infringes any patent, copyright,
or proprietary right. All other warranties, expressed or implied, including, without limitation, any
warranty of merchantability or fitness for a particular purpose are hereby excluded.
6. Termination. If Licensee petitions for reorganization under the bankruptcy laws of any jurisdiction,
is adjudicated bankrupt, commits any material breach of this Agreement and fails to remedy such
breach within thirty (30) days after written notice by Licensor of such breach, Licensor may, without
further notice, terminate this Agreement. Upon termination of this Agreement for any reason by either
party, Licensee must return to Licensor at Licensee’s expense all copies, materials, documentation,
reproductions and modifications of the Free Software held by Licensee, except backup and archive
copies because it would be onerous to locate all such copies, purge all copies of the Free Software
from Licensee’s computers and certify in writing to Licensor that the foregoing have been performed.
Licensee’s obligation of confidentiality shall survive the termination of this Agreement.
7. Entire Agreement, Amendments. This Agreement represents the complete and exclusive statement of
the Agreements between the parties relating to the licensing of the Free Software and maintenance of
the Free Software and supersedes all prior Agreements and representations between them relating to
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