SOFTWARE LICENSE AGREEMENT

IMPORTANT - PLEASE READ CAREFULLY

THIS LICENSE AGREEMENT IS A LEGAL AGREEMENT BETWEEN YOU ("LICENSEE") AND BASLER AG ("BASLER") for the Basler software products accompanying this AGREEMENT, which includes computer software and may include “online“ or electronic documentation, associated media, and printed materials (“Software”). BEFORE YOU CLICK ON THE ”ACCEPT” BUTTON BELOW AND COMPLETE THE INSTALLATION PROCESS, CAREFULLY READ THIS AGREEMENT. BY CLICKING THE ”ACCEPT” BUTTON, YOU CONSENT TO THE TERMS OF THIS AGREEMENT AND YOU AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, CLICK THE ”CANCEL” BUTTON AND PROMPTLY RETURN THE UNUSED SOFTWARE IN ORIGINAL CONDITION TO THE SENDER FOR A FULL REFUND.

1.

Basler hereby grants to Licensee a nonexclusive license on the terms and conditions hereinafter set forth. This Agreement permits Licensee to install and use one copy of the Software on a single computer.

2.

Licensee shall not sell, grant, convey, make available, or in any other manner disclose or transfer to any third party the Software. The Software shall remain on Licensee's premises and under Licensee's control at all times. Without Licensor's prior written consent, Licensee shall not:

(a) Make copies of the Software;

(b) Sublicense the Software;

(c) Reverse engineer, decompile or disassemble the Software.

(d) Remove any copyright notice from the Software.

You may, however, either make one copy of the Software solely for backup or archival purposes, or transfer the Software to a single hard disk, provided you keep the original solely for backup or archival purposes.

3.

Basler retains all right, title and interest in and to the Software, including the copyright thereon. Licensee acknowledges that the Software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties, and that this Agreement and the delivery by Basler of the Software and Products do not give Licensee any rights in the Software and Products other than the rights of a licensee according to the terms of this Agreement.

4.

Upon a breach of any of the terms of this Agreement by Licensee, without prejudice to any other rights it may have, Basler may terminate this Agreement, whereupon Licensee shall immediately cease all use of the Software, and return to Basler the original and all copies (whether such copies are of the whole or of a part and in any form, including partial copies and Software modifications) of the Software, including all printed material received from Basler or made available in connection with the license granted herein. Upon such termination, Licensee shall magnetically erase the Software from any magnetic media upon which it is contained.

5.

BASLER MAKES NO WARRANTY OF ANY KIND WHATEVER WITH RESPECT TO THE SOFTWARE, EXPRESS OR IMPLIED, AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED BY BASLER AND EXCLUDED FROM THIS AGREEMENT. The Software, and related materials furnished to Licensee, are licensed on an "as is" basis, without any warranty. No representation or other affirmation of fact, including but not limited to statements regarding capacity, suitability for use or performance of the Software, whether made by Basler's employees or otherwise, shall be deemed to be a warranty by Basler for any purpose or give rise to any liability of Basler whatsoever. In no event will Basler be liable hereunder for incidental, indirect, special or consequential damages (including, without limitation, lost profits).

6.

This Agreement shall be considered to have been entered into and construed in accordance with the laws of Germany. For all controversies between the parties or claims based on this Agreement the District Court Hamburg shall have jurisdiction. Failure by either party to enforce any term of this Agreement shall not be deemed to be a waiver of future enforcement of that term or any other term. Licensee agrees that this Agreement shall be enforceable in a court of equity and acknowledges that a breach by Licensee of the terms of this Agreement may not be adequately remedied by an award of damages and that Basler shall therefore be entitled to injunctive or other equitable relief in the event of such breach. Licensee further agrees that the election by Basler to seek equitable relief shall not preclude it from also seeking relief at law. This Agreement is the complete and exclusive statement of the agreement between the parties and supersedes all prior agreements and communications with respect to the subject matter. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns and cannot be modified except by a writing signed by both parties. If any provision of this Agreement is held invalid, the offending clause will be modified so as to be enforceable and, as modified, shall be fully enforced, and the remainder of this Agreement will continue in full force and effect.