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<br />Exhibit C <br /> <br />ICONICS LICENSE AGREEMENT <br /> <br />Opening and using the endosed software for any purpose indicates your acceptance of the terms and conditions of this license agreement If you do <br />not agree with them you should retum all software, documentation and COpy protection keys within seven days of shipment unopened and your money <br />wi/( be refunded. <br /> <br />YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS I <br /> <br />ICONICS provides this program and licenses its USe in the United States, Puerto Rico, Or internationally. You assume the responsibility for the <br />selection of the program 10 achieve your intended results, and for the installation, use and results obtained from this program. <br /> <br />LICENSE <br />You are granted a personal license to use this program under the terms stated in this Agreement You may. 1) Install and use the program on a single <br />machine. 2) Make archival beck-up copies of the program for the sole purpose of supporting your use of the single program On a single machine. 3) <br />You may not use, copy, modify, or transfer the program, or transfer any COpy, in whole or in part, eXCept as expressly provided in this license, or witt, a <br />written contractual agreement with rCONICS. Inc. <br /> <br />TERM <br />The license is effective until terminated. It will terminate if you fail to COmply with any term or condition of this Agreement. You agree, Upon Sucn <br />termination, to destroy ine program and all copies which were made from it and to promptly retum any copy protection key(s) to ICONICS. <br /> <br />LIMITED WARRANTY <br />iCONICS WARRANTS THE CO-ROM OR PHYSICAL DISKETTES, ON WHICH THE PROGRAM IS FURNISHED, AND PHYSICAL <br />DOCUMENTATiON TO BE FREE OF DEFECTS IN MATERIALS AND WORKMANSHIP UNDER NORMAL USE FOR A PERiOD OF NINETY (90) <br />DAYS FROM THE DATE OF DELIVERY TO YOU AS EVIDENCED BY YOUR RECEIPT. THIS PROGRAM IS PROVIDED MAS IS. WITHOUT <br />WARRANTY OF ANY KIND, EiTHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE, <br />NON.INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THE ENTIRE RISK AS TO THE QUALITY AND <br />PERFORMANCE OF THE PROGRAM IS WITH YOU. SHOULD THE PROGRAM PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL <br />NECESSARY SERVICING, REPAIR, OR CORRECTiON. <br /> <br />ICONICS SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING aUT NOT LIMITED TO, IMPLIED <br />WARRANTIES OF TITLE, NON.INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN PARTICULAR, WITH <br />RESPECT TO ANY PARTICULAR APPLICATION, USE OR PURPOSE, IN NO EVENT SHALL ICONICS INC. BE LIABLE FOR ANY OTHER <br />COMMERCIAL DAMAGE, INCLUDING BUT NOT LIMITED TO SPECIAL, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES. ICONICS <br />DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE PROGRAM WILL MEET YOUR REQUIREMENTS OR THAT THE <br />OPERATION OF THE PROGRAM WIll BE UNINTERRUPTED OR ERROR FREE. <br />LIMITATION OF REMEDIES <br />ICONICS' entire liability and your exclusive remedy shall be the replacement of any CD-ROM or diskette not meeting ICONiCS' "Umiled Warranty" <br />which is retumed to ICONICS with a copy of your receipt within the warranty periOd. The remedy for breach of this warranty shall be limited ro <br />replacement and shall not encompass any other damages inclUding but not limited to loss of Profit, special, incidental, consequential, or other similar <br />claims arising out of the use or inability to use such program even if iCONICS has been advised of the possibility of Such damages, or for any daim by <br />any other third party. <br /> <br />GENERAL <br />This Agreement will be governed by the iaws of the Commonwealth of Massachusetts. Should you have any questions concerning this Agreement, <br />you may contact ICONICS in writing at: <br /> <br />You acknOWledge that you have read this agreement, understand iI and agree to be bound by its terms and conditions. You further agree that it is lhe <br />complete and exclusJve statement of the Agreement between you and ICONICS which supersedes any proposal or prior Agreement, oral or written, <br />and any other communications between you and ICONICS relating to the subject matter of the Agreement. <br /> <br />ICONICS, Inc. <br />100 Foxborough Boulevard <br />Foxborough, MA 02035 <br /> <br />ICONICS RETURN POLlCY <br />All sales are final (NO RETURNS) unless one of the fOllOWing conditions is applicable: Program is retumed in its original packaging material within 7 <br />days after Shipment. In such a Case, a rull rerund is provkJed, less all incurred shipping and handling cosfs. Prog,.m is retumed within 30 days from <br />the Original shipment date. In such a case a 20% restocking fee is applicable. No retums are allowed on OPC TooIWorX or ActiveX ToolWorX. <br /> <br />c![ <br /> <br />