# XMLmind XML Editor Professional Edition Developer License Agreement

Version 2.1

February 28, 2009

IMPORTANT! Read the terms and conditions of this license agreement (hereafter "Agreement") carefully before using XMLmind XML Editor Professional Edition (hereafter "Software"). Use of the Software implies acceptance of this Agreement, and legally binds you and/or your company (hereafter "Licensee"), and Pixware SARL (hereafter "Licensor"), to the terms and conditions set forth below.

# 1 Grant of License

Subject to the terms and conditions of this Agreement, Licensor hereby grants to Licensee a non-exclusive and non-transferable license to integrate the Software in applications developed by Licensee, to modify the Software, and to distribute some parts of the Software.

## 1.1 Integration

Licensee may integrate the Software, in original or modified form, in any application (hereafter "Application") developed by Licensee, provided that the Application consists of substantially more than the Software.

Licensee may not use the Software to develop and market a product liable to directly compete with the Software.

Licensee may not use the Software to develop and market a product which consists of a development kit, a set of software components or an XML editor of any kind, whether generic or specialized. Note that an integrated development environment (IDE) is not considered to be a development kit or a set of software components.

Licensee may not distribute the Software with any application whose distribution to the public cannot be controlled by Licensee. Examples of such freely available applications are public domain and Open Source programs.

Integration of the Software shall be stated, and all proprietary rights notices on the Software shall be reproduced, in the documentation of the Application.

## 1.2 Modification

Licensee may customize the Software by means of configuration files and add-ons, and extend the Software by means of the documented public Application Programming Interfaces.

Additionally, Licensee may modify or extend the Software by any other means, however such modifications or extensions free Licensor from any further technical support to Licensee.

## 1.3 Distribution

Licensee may distribute a copy of the binary class libraries, configuration files, add-ons and documentation of the Software, in original or modified form, along with the Application. Licensee may not distribute any other part of the Software, in either modified or original form.

Licensee may not distribute any part of other XMLmind software products (e.g. XMLmind XSL-FO Converter) included with the Software. A separate license must be purchased if any of these products is to be used in the Application.

Note that, as of January 14, 2008, the XMLmind software product previously called "XMLmind Spell Checker" is integral part of the Software. This means that its components (the spell checker engine and the English, French, German and Spanish dictionaries) may be distributed with the other re distributable parts of the Software.

Licensee shall include the following copyright notice: "XMLmind XML Editor Copyright © 2002-2009 Pixware SARL", with every copy of the Application. This copyright notice may be placed together with Licensee's own copyright notices, or in any reasonably visible location in the packaging or documentation of the Application.

Licensee may use, distribute, license and sell an unlimited number of copies of the Application, including the redistributable parts of the Software, without additional fees due to Licensor, subject to all the conditions of this License Agreement.

# 2 Restrictions

The Software is copyrighted and title to all copies is retained by Licensor. Except as stated in sections 1.1 and 1.3, licensee may not make copies of the Software, other than a single copy for archival purposes. Licensee may, for its internal use only, print copies of the documentation of the Software, in which event all proprietary rights notices on the Software shall be reproduced and applied. Except as stated in section 1.2, Licensee may not modify, decompile, or otherwise reverse engineer the Software.

The Software is not designed or licensed for use in on-line control equipment in hazardous environments such as operation of nuclear facilities, aircraft navigation or control, or direct life support machines.

The Software is confidential and proprietary information of Licensor. Licensee agrees to protect the Software from unauthorized use or disclosure.

# 3 Warranty Disclaimer

Licensor does not warrant that the Software will meet Licensee's requirements or that the Software is error-free. Except as specified in this Agreement, Licensor expressly disclaims all warranties, express or implied, with respect to the Software, including, but not limited to, warranties of merchantability, fitness for a particular purpose or non-infringement.

# 4 Limitation of Liability

In no event shall Licensor be liable to Licensee or a third party for any lost revenue, profit or data, or for any indirect, special or consequential damages, however caused and regardless of theory of liability, arising out of the use of or inability to use the Software, even if Licensor has been advised of the possibility of such damages.

# 5 Termination

This license is effective from the date purchased by Licensee and is perpetual unless terminated by Licensee's election or by breach of this Agreement. Licensee may terminate this license at any time by destroying all copies of the Software, including any documentation. This license will terminate immediately without notice from Licensor if Licensee fails to comply with any provision of this Agreement. Upon termination, Licensee must destroy all copies of the Software, including any documentation.

# 6 Entirety

This Agreement is the complete and exclusive statement of agreements between Licensee and Licensor relating to the Software. It supersedes all prior agreements and understandings, and prevails over any conflicting or additional terms of any quote, order, acknowledgment, or similar communication between the parties before or during the term of this Agreement. It may be modified only in writing signed by both parties.

This Agreement is made under, shall be governed by and construed in accordance with the French law.