Worklog Assistant License Agreement

LICENSE AGREEMENT

Your use of Worklog Assistant is governed by the following Terms and Conditions:

Acceptance of License Agreement

You should carefully read the following terms and conditions before using Worklog Assistant (the "Software"). Unless you have a different license agreement signed by Somani Software Construction Inc., your use of this software indicates your agreement to these terms and conditions. If you do not accept all of these terms and conditions, you must cease using the Software immediately.

Copyright

Licensee acknowledges that the Software, License Key and accompanying user documentation ("Documentation") are copyrighted works owned by Somani Software Construction Inc. and that Licensee has no rights in the foregoing except as expressly granted herein.

Free Trial

Somani Software Construction Inc. hereby grants you a non-exclusive, non-transferable, limited licensed to use the Software free of charge for a period of thirty (30) days. Use of the Software beyond the thirty (30) trial period requires the purchase of a License Key as described below. Use of the Software beyond the thirty-day (30-day) trial period without purchase of a License Key is a violation of Canadian and international copyright laws.

License Key

A unique key that will allow you to use the Software beyond the thirty-day (30-day) free trial period ("License Key") may be purchased from the Worklog Assistant website, which is currently http://worklogassistant.com. License Keys may be purchased for single or multiple users, and are priced according to the price list on the Somani Software Construction Inc. website. Upon purchase of a License Key, Somani Software Construction Inc. hereby grants you a non-exclusive, non-transferable 1-year license to use the Software as follows:

Multi-user License Key

A multiple-user ("Multi-User") License Key may be purchased based upon either (a) the number of users who have access to the Software on any number of computers, or (b) based upon the number of computers on which the Software will be installed for use by any number of users. You may not use the Software in excess of either (a) the number of purchased users or (b) the number of purchased computers, whichever is applicable. A Multi-User License Key may not be used by your subsidiary companies, customers, or any other third parties.

Enterprise License Key

For the purposes of an Enterprise License Key, an Authorized User is a permanent employee, temporary employee or contractor directed by the Licensee. Those associated with third parties, for example, customers, subsidiaries or sub-contractors, are not authorized and must purchase a separate License Key.

An Enterprise License Key ("Enterprise") may be purchased for a single company. Only Authorized Users may use the software. The Software may be installed on as many computers as necessary. The Licensee is obligated to ensure that only an Authorized User may use the Software.

Licensee Obligations

The Licensee shall be responsible for maintaining the License Key in a safe location and are specifically prohibited from distributing the License Key, intentionally or unintentionally, to any third party. Upon loss or distribution of the License Key, Licensee shall be required to pay a reinstatement fee at Somani Software Construction Inc.'s discretion.

Distribution of the Software

Provided that you do not copy or distribute the License Key, and you include a copy of this License Agreement, you may (a) make copies of the Software; (b) give exact, unmodified copies of the Software to anyone; and (c) distribute the Software in its unmodified form via electronic means. You are specifically prohibited from charging any fees for any such copies or distributions.

Term and Termination

You may continue to use the Software for as long as you comply with the terms and conditions of this License Agreement. Somani Software Construction Inc. may terminate this License Agreement immediately upon notice to you in the event that Somani Software Construction Inc. has reason to believe you have breached this License Agreement. Upon termination, you shall immediately cease all use of the Software, License Key and Documentation and shall not be entitled to a refund of any fees paid.

Governing Law

The validity and interpretation of this Agreement shall be governed by the laws of Canada and the Province of Ontario. Licensee agrees that the courts located in the Province of Ontario, city of Toronto, shall be the appropriate site of venue for actions relating to this Agreement, and hereby consents to the exclusive jurisdiction and venue of such courts.

Disclaimer of Warranty

THE SOFTWARE AND DOCUMENTATION ARE PROVIDED "AS IS." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SOMANI SOFTWARE CONSTRUCTION INC. DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. ANY LIABILITY OF SOMANI SOFTWARE CONSTRUCTION INC. WILL BE LIMITED EXCLUSIVELY TO REFUND OF THE PURCHASE PRICE.