End-User Software License Agreement

End-User Software License Agreement

IMPORTANT, PLEASE READ CAREFULLY:

This LABORIE MEDICAL TECHNOLOGIES End-User License Agreement (“License Agreement”) is a legal agreement between you (either an individual or a single entity) and LABORIE MEDICAL TECHNOLOGIES for the LABORIE MEDICAL TECHNOLOGIES software product identified above, which includes computer software and may include printed materials, and/or electronic documentation (“SOFTWARE PRODUCT”). The LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT also includes any updates and supplements to the original SOFTWARE PRODUCT provided to you by LABORIE MEDICAL TECHNOLOGIES. Any software provided along with the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT that is associated with a separate end-user license agreement is licensed to you under the terms of that license agreement. By installing, copying, or otherwise using the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT, you agree to be bound by the terms of this LICENSE AGREEMENT. If you do not agree to the terms of this LICENSE AGREEMENT, do not install or use the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT.

LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT LICENSE

United States copyright laws and international copyright treaties, as well as other intellectual property laws and treaties protect the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT. The LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT is licensed, not sold.

GRANT OF LICENSE

This LICENSE AGREEMENT grants you the following rights:

Installation and Use: Except as otherwise provided herein, you, as an individual may install and use copies of the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT on an unlimited number of computers, including workstations, terminals or other electronic devices (“Computer(s)”) provided that you are the only individual using the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT. If you are an entity, you may designate one individual within your organization to have the right to use the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT in the manner provided above. The LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT is in “use” on a Computer when it is loaded into temporary memory (i.e., RAM) or installed into permanent memory (e.g., hard disk, CDR/W-ROM, or other storage device) of that Computer.

Client/Server Software: The LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT may contain one or more components that consist of both the following types of software: “Server Software” that is installed and provides services on a computer acting as a server (“Server”); and “Client Software” that allows a Computer to access or utilize the services provided by the Server Software. If the component of the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT consists of both Server Software and Client Software that are used together, you may also install and use copies of such Client Software on Computers within your organization and which are connected to your internal network. Such Computers running this Client Software may be used by more than one individual.

DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS

Limitations on Reverse Engineering and related activities. You may not reverse engineer, decompile, or disassemble the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation and LABORIE MEDICAL TECHNOLOGIES expressed written permission.

You may not re-sale, rent, lease or lend the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT without expressed permission from LABORIE MEDICAL TECHNOLOGIES.

Support Services. LABORIE MEDICAL TECHNOLOGIES may provide you with support services related to the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT (“Support Services”). Use of Support Services is governed by the LABORIE MEDICAL TECHNOLOGIES policies and programs described in the user manual and/or other LABORIE MEDICAL TECHNOLOGIES-provided materials. Any supplemental software code provided to you as part of the Support Services shall be considered part of the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT and subject to the terms and conditions of this LICENSE AGREEMENT. With respect to technical information you provide to LABORIE MEDICAL TECHNOLOGIES as part of the Support Services, LABORIE MEDICAL TECHNOLOGIES may use such information for its business purposes, including for product support and development.

LABORIE MEDICAL TECHNOLOGIES will not utilize such technical information in a form that personally identifies you without your consent.

Termination Without prejudice to any other rights, LABORIE MEDICAL TECHNOLOGIES may terminate this LICENSE AGREEMENT if you fail to comply with the terms and conditions of this LICENSE AGREEMENT. In such event, you must destroy all copies of the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT and all of its component parts.

COPYRIGHT All title and copyrights in and to the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT (including but not limited to any images, photographs, animations, video, audio, text, and “applets” incorporated into the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT), the accompanying printed materials, and any copies of the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT are owned by LABORIE MEDICAL TECHNOLOGIES or its suppliers. The LABORIE MEDICAL TECHNOLOGIES

SOFTWARE PRODUCT is protected by United States copyright laws and international treaty provisions. Therefore, you must treat the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT like any other copyrighted material except that you may either (a) make one copy of the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT solely for backup or archival purposes or (b) install the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT on a single Computer provided you keep the original solely for backup or archival purposes. You may not copy the printed materials accompanying the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT.

EXPORT RESTRICTIONS You agree that you will not export or re-export the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT, any part thereof, or any process or service that is the direct product of the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT (the foregoing collectively referred to as the “Restricted Components”), to any country, person, entity or end user subject to U.S. or Canada export restrictions. You specifically agree not to export or re-export any of the Restricted Components (i) to any country to which the U.S. or Canada embargoed or restricted the export of goods or services. You warrant and represent that neither Canadian nor U.S. has suspended, revoked or denied your export privileges.

LIMITED WARRANTY LABORIE MEDICAL TECHNOLOGIES warrants that (a) the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT will perform substantially in accordance with the accompanying written materials for a period of one (1) year from the date of receipt, and (b) any Support Services provided by LABORIE MEDICAL TECHNOLOGIES shall be substantially as described in applicable written materials provided to you by LABORIE MEDICAL TECHNOLOGIES, and LABORIE MEDICAL TECHNOLOGIES Customer Service Representatives will make commercially reasonable efforts to solve any problem issues. Some states and jurisdictions do not allow limitations on duration of an implied warranty, so the above limitation may not apply to you. To the extent allowed by applicable law, implied warranties on the LABORIE MEDICAL TECHNOLOGIES SOFTWARE PRODUCT, if any, are limited to (1) year from the date of receipt.

NO LIABILITY FOR DAMAGES In no event shall LABORIE MEDICAL TECHNOLOGIES or its suppliers and or Distributors be liable for any damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use this LABORIE MEDICAL TECHNOLOGIES product, even if LABORIE MEDICAL TECHNOLOGIES has been advised of the possibility of such damages. In any case, LABORIE MEDICAL TECHNOLOGIES’ entire liability under any provision of this LICENSE AGREEMENT shall be limited to the greater of the one-half of the amount actually paid by you for the LABORIE MEDICAL TECHNOLOGIES Software Product or CA$3.00. Because some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you.