CITRIX® LICENSE AGREEMENT This is a legal agreement ("AGREEMENT") between you, the Licensed User or representative of the Licensed User and Citrix Systems, Inc., or Citrix Systems International GmbH. Citrix Systems, Inc., a Delaware corporation, markets and supports this product or feature release (both hereinafter "PRODUCT") in the Americas. Citrix Systems International GmbH, a Swiss company wholly owned by Citrix Systems, Inc., markets and supports this PRODUCT in Europe, the Middle East, Africa, Asia and the Pacific. Your location of receipt of this PRODUCT determines which is the licensing entity hereunder (the applicable entity is hereinafter referred to as "CITRIX"). BY OPENING THE SEALED DISK PACKAGE OR DOWNLOADING THE PRODUCT, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, PROMPTLY RETURN THE UNUSED DISK PACKAGE TO THE PLACE WHERE YOU OBTAINED IT FOR A FULL REFUND OR EXIT THE DOWNLOAD PROCESS IMMEDIATELY. 1. GRANT OF LICENSE. This PRODUCT contains software that provides services on a computer called a server (''Server Software''), and may contain software that allows a computer to access or utilize the services provided by the Server Software (''Client Software''). CITRIX grants to you the following non-exclusive rights to the Server Software and Client Software, if any, and accompanying documentation (collectively called the ''SOFTWARE''): a) Installation and Transfer. You may install the Server Software on as many computers as your needs require (the ''Server(s)''). Each connection license for the Server Software may only be installed on servers within a single server farm. If you have multiple server farms, you will need separate connection licenses for each. You may also install the Client Software on as many computers, operating remotely or on one or more networks, as your needs require (the "Client(s)"), provided that these computers are used to access the server(s), but the number of concurrent connections will be limited pursuant to Section 1.b. b) Use of the Server Software. You may use the Server Software at any time on the server(s) for support of Clients. The Server Software may be used only to support up to the number of user connections you are entitled to within each server farm based on your initial purchase of CITRIX licenses and any additional purchases of CITRIX licenses for the same SOFTWARE within each server farm. Additional licenses for other products may not be used to increase the number of allowable connections for the SOFTWARE on any servers (e.g., if the SOFTWARE is MetaFrame XP? e, additional CITRIX licenses for MetaFrame XP? s or XP? a do not increase the number of allowable connections for the SOFTWARE). System management and other service features of the SOFTWARE may only be used to support the same SOFTWARE. Any attempt to use the SOFTWARE in violation of these limitations is a breach of this AGREEMENT. You may make one (1) copy of the SOFTWARE in machine-readable form solely for back-up purposes, provided that you reproduce all proprietary notices on the copy. c) Use of the Client Software. You may use the Client Software to access the server. d) MetaFrame XP? e Component Limitations on Use. The "Enterprise Services for NFuse®" component of the MetaFrame XP? e Server Software may be used only in support of MetaFrame XP? e servers or MetaFrame for UNIX® servers. The "Citrix Installer" component of the MetaFrame XP e Server Software may be installed only on a server on which MetaFrame XP? e is installed. The "Citrix Packager" component of MetaFrame XP? e Server Software may be installed and used only with a server on which MetaFrame XP? e is installed, or with Microsoft® Windows® NT Server 4.0, Terminal Server Edition, Microsoft Windows 2000 Server and Advanced Server, Windows 2000 Datacenter Server or their successors. The "Citrix Installer" component may be installed on a separate server from the "Citrix Packager" component as recommended in the accompanying documentation. e) Microsoft License. If you access terminal server functionality provided by Microsoft operating system products, you need to purchase additional licenses to use such products. Consult the license agreements for the Microsoft operating system products you are using to determine which licenses you must acquire. f) Not For Resale Software. If this SOFTWARE is labeled ''Not For Resale'' or ''NFR,'' your license only permits use for demonstration, test, or evaluation purposes. g) Other. Notice to Users - You shall inform all users of the SOFTWARE of the terms and conditions of this AGREEMENT. License Agreement 2. SUBSCRIPTION RIGHTS. If the licensed user has purchased a subscription to obtain "Updates" (as defined below) for the SOFTWARE (the "Subscription"), the following terms and conditions shall also apply. If the licensed user has paid the appropriate Subscription fee and registered its Subscription with CITRIX, the licensed user's Subscription shall begin on the date the licenses are activated as described in the accompanying documentation and shall continue for a term of one year thereafter unless terminated sooner (the "Subscription Term"). During the Subscription Term, CITRIX may, from time to time, generally make Updates available for licensing to the public. For the purposes of this AGREEMENT, an Update shall mean a generally available release of the same SOFTWARE (e.g., if the SOFTWARE is MetaFrame XP? s, Updates do not include generally available releases for MetaFrame XP? a or XP? e). Upon general availability of Updates during the Subscription Term, CITRIX shall provide the licensed user with one (1) copy of each such Update for each copy of the SOFTWARE originally licensed by the licensed user pursuant to this AGREEMENT to support up to the number of user connections you are entitled to based on your purchase of Subscription for such CITRIX licenses, without additional charge. Any such Updates so delivered to the licensed user shall be considered SOFTWARE under the terms of this AGREEMENT. The licensed user acknowledges that CITRIX may develop and market new or different computer programs which use portions of the SOFTWARE and which perform all or part of the functions performed by the SOFTWARE. Nothing contained in this AGREEMENT shall give the licensed user any rights with respect to such new or different computer programs. The licensed user also acknowledges that CITRIX is not obligated under this AGREEMENT to generally make any Updates available to the public. All deliveries of Updates shall be F.O.B. CITRIX. CITRIX shall have no responsibility under this AGREEMENT for the installation of any Updates. 3. DESCRIPTION OF OTHER RIGHTS, LIMITATIONS AND OBLIGATIONS. You may use the Server Software for the provision of application services to third party customers ("Hosting"). As a part of such Hosting, you may copy and distribute the Client Software, with its electronic, click-to-accept license, to such third party customers. You may not otherwise rent or lease the SOFTWARE, but you may transfer the SOFTWARE and accompanying written materials on a permanent basis, provided you retain no copies and the recipient agrees to the terms of this AGREEMENT. If the SOFTWARE is NFuse® Classic Server Software, you may use the scripting capability to customize the look, feel and functionality of the SOFTWARE. You may not otherwise modify, translate, reverse engineer, decompile, or disassemble, create derivative works based on, or copy (except for back-up as permitted above) the SOFTWARE, except to the extent such foregoing restriction is expressly prohibited by applicable law. You may not remove any proprietary notices, labels, or marks on any SOFTWARE. To the extent permitted by applicable law, you agree to allow CITRIX to audit your compliance with the terms of this AGREEMENT upon prior written notice during normal business hours. YOU MAY NOT USE, COPY, MODIFY, OR TRANSFER THE SOFTWARE OR ANY COPY IN WHOLE OR IN PART, OR GRANT ANY RIGHTS IN THE SOFTWARE OR ACCOMPANYING DOCUMENTATION, EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT. ALL RIGHTS NOT EXPRESSLY GRANTED ARE RESERVED BY CITRIX OR ITS SUPPLIERS. You hereby agree, that to the extent that any applicable mandatory laws (such as, for example, national laws implementing EC Directive 91/250 on the Legal Protection of Computer Programs) give you the right to perform any of the aforementioned activities without the consent of CITRIX in order to gain certain information about the SOFTWARE for purposes specified in the respective statutes, before you exercise any such rights, you shall first request such information from CITRIX in writing detailing the purpose for which you need the information. Only if and after CITRIX, at its sole discretion, partly or completely denies your request, shall you exercise your statutory rights. Limited Warranty and Disclaimer. CITRIX warrants that, for a period of ninety (90) days from the date of delivery of the SOFTWARE to you, the media on which the SOFTWARE is furnished, if any, under normal use will be free from defects in materials and workmanship, and that the SOFTWARE will perform substantially in accordance with the CITRIX product documentation published by CITRIX and included with the SOFTWARE. CITRIX and its suppliers' entire liability and your exclusive remedy under this warranty (which is subject to you returning the SOFTWARE to CITRIX or an authorized reseller) will be, at the option of CITRIX, to replace the media and/or SOFTWARE or to refund the purchase price and terminate this AGREEMENT. EXCEPT FOR THE ABOVE LIMITED WARRANTY, CITRIX AND ITS SUPPLIERS MAKE AND YOU RECEIVE NO WARRANTIES OR CONDITIONS, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, AND CITRIX AND ITS SUPPLIERS SPECIFICALLY DISCLAIM ANY CONDITIONS OF QUALITY AND ANY IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. YOU ASSUME THE RESPONSIBILITY FOR THE SELECTION OF THE SOFTWARE AND HARDWARE TO ACHIEVE YOUR INTENDED RESULTS, AND FOR THE INSTALLATION OF, USE OF, AND RESULTS OBTAINED FROM THE SOFTWARE AND HARDWARE. CITRIX DOES NOT WARRANT THAT USE OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE. Proprietary Rights. This license is not a sale. Title and copyright rights to the SOFTWARE, accompanying documentation and any copies made by you remain with CITRIX or its suppliers. Limitation of Liability. TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT NEITHER CITRIX NOR ITS AFFILIATES, SUPPLIERS OR AUTHORIZED DISTRIBUTORS SHALL BE LIABLE FOR ANY LOSS OF DATA, LOSS OF INCOME, LOSS OF OPPORTUNITY OR PROFITS, COST OF RECOVERY OR ANY OTHER SPECIAL, INCIDENTAL, CONSEQUENTIAL OR INDIRECT DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, OR THE USE OF THE SOFTWARE, REFERENCE MATERIALS OR ACCOMPANYING DOCUMENTATION, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY. THIS LIMITATION WILL APPLY EVEN IF CITRIX, ITS AFFILIATES, SUPPLIERS OR AUTHORIZED DISTRIBUTORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE LIABILITY OF CITRIX, ITS AFFILIATES, SUPPLIERS OR AUTHORIZED DISTRIBUTORS EXCEED THE AMOUNT PAID FOR THE LICENSED SOFTWARE AT ISSUE. YOU ACKNOWLEDGE THAT THE LICENSE FEE REFLECTS THIS ALLOCATION OF RISK. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. For purposes of this Agreement, the term "CITRIX AFFILIATE" shall mean any legal entity fifty percent (50%) or more of the voting interests in which are owned directly or indirectly by Citrix Systems, Inc. Affiliates, suppliers and authorized distributors are intended to be third party beneficiaries of this AGREEMENT. Export Restriction. You agree that you will not export or re-export the SOFTWARE in any form without the appropriate government licenses. Your failure to comply with this provision is a material breach of this AGREEMENT. Termination. This AGREEMENT is effective until terminated. You may terminate this AGREEMENT at any time by removing the SOFTWARE from your computer and destroying all copies. Unauthorized copying of the SOFTWARE or the accompanying documentation or otherwise failing to comply with the terms and conditions of this AGREEMENT will result in automatic termination of this license and will make available to CITRIX other legal remedies. Upon termination of this AGREEMENT, the license granted herein will terminate and you must immediately destroy the SOFTWARE and accompanying documentation, and all back-up copies thereof. Government End-Users. If you are a U.S. Government agency, in accordance with Section 12.212 of the Federal Acquisition Regulation (48 CFR 12.212), you hereby acknowledge that use, duplication and disclosure of the SOFTWARE by the U.S. Government or any of its agencies is governed by, and subject to, all of the terms, conditions, restrictions and limitations set forth in this AGREEMENT. In the event that, for any reason, Section 12.212 is not applicable, you hereby acknowledge that use, duplication and disclosure of the SOFTWARE by U.S. Government agencies is subject to the Commercial Computer Software Restricted Rights clause at 48 CFR Section 52.227-19(c)(1) and (2), or the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013, as applicable. Manufacturer is Citrix Systems, Inc., 851 West Cypress Creek Road, Fort Lauderdale, Florida, 33309. If licensor is Citrix Systems, Inc., this AGREEMENT will be governed by the laws of the State of Florida without reference to conflict of laws principles and excluding the United Nations Convention on Contracts for the International Sale of Goods, and in any dispute arising out of this AGREEMENT, you consent to the exclusive personal jurisdiction and venue in the State and Federal courts within Broward County, Florida. If licensor is Citrix Systems International GmbH, this AGREEMENT will be governed by the laws of Switzerland without reference to the conflict of laws principles, and excluding the United Nations Convention on Contracts for the International Sale of Goods, and in any dispute arising out of this AGREEMENT, you consent to the exclusive personal jurisdiction and venue of the competent courts in the Canton of Zürich. Should you have any questions concerning this AGREEMENT, or wish to contact licensor for any reason, please write to licensor at the following address: Citrix Systems, Inc., Customer Service, 851 West Cypress Creek Road, Ft. Lauderdale, Florida 33309; or Citrix Systems International GmbH, Rheinweg 9, CH-8200 Schaffhausen, Switzerland. Citrix is a registered trademark of Citrix Systems, Inc., in the U.S. and other countries. Microsoft and Windows are registered trademarks of Microsoft Corporation in the U.S. and other countries. UNIX is a registered trademark of The Open Group in the U.S. and other countries.