LICENSE(Cyberon)

CYBERON END USER LICENSE AGREEMENT

PLEASE READ THIS END USER LICENSE AGREEMENT ("Agreement") CAREFULLY BEFORE 
DOWNLOADING, INSTALLING, COPYING, OR USING THIS SOFTWARE AND ACCOMPANYING 
DOCUMENTATION.  BY DOWNLOADING, INSTALLING, COPYING OR USING THE SOFTWARE, YOU 
ARE AGREEING TO BE BOUND BY THIS AGREEMENT.  IF YOU DO NOT AGREE TO ALL OF THE 
TERMS OF THIS AGREEMENT, PROMPTLY RETURN AND DO NOT USE THE SOFTWARE. 

1. Definitions.
    "Software" means this software (Cyberon DSpotter) and any accompanying 
    documentation, including any upgrades, updates, bug fixes or modified 
    versions provided to you by Cyberon.

    "Source Code" means software in human-readable form, including but not 
    limited to the Sample Code.

    "Sample Code" means the human-readable source code provided in this Software 
    to demonstrate how to use Cyberon DSpotter APIs to implement an application.

    "Binary Code" means the software in binary code form such as object code or 
    an executable, including but not limited to library file.

    "Tools" means software that is intended to be installed on a personal 
    computer or provided on web page, and used to create data (including but 
    not limited to recognition model and license data) for using Cyberon 
    DSpotter.

    "Purpose" means to evaluate (if you don’t purchase the Formal License) 
    Cyberon DSpotter on a specific hardware. 

2. License.  Subject to the terms and conditions of this Agreement, Cyberon 
   Corporation ("Cyberon") grants to you a limited, non-exclusive, 
   non-transferable license under its copyright rights:

    a. to use the Tools for the Purpose of creating data for using Cyberon 
       DSpotter; and
    b. to modify, create and distribute derivative works of the Sample Code 
       for the Purpose by interacting with Cyberon DSpotter product in 
       binary code or source code.

3. Free and Open Source Software.  Portions of the Software may be licensed 
   under free and/or open source licenses such as the GNU General Public 
   License or other licenses from third parties ("Third Party Software").  
   Third Party Software is subject to the applicable license agreement and not 
   this Agreement.

4. Proprietary Rights; Ownership.  The Software, including all intellectual 
   property rights therein, is and will remain the sole and exclusive property 
   of Cyberon or its suppliers.  Cyberon retains ownership of the Source Code 
   and any compiled version thereof.  Subject to Cyberon's ownership of the 
   underlying Software (including Source Code), you retain ownership of any 
   modifications you make to the Source Code.  You agree not to remove any 
   Cyberon copyright or other notices from the Source Code and any 
   modifications thereof.  You agree to keep the Source Code other than 
   the Sample Code confidential.  
   Any reproduction, modification, translation, compilation, or representation 
   of the Source Code except as permitted in Section 2 ("License") is 
   prohibited without the express written permission of Cyberon.  Except as 
   otherwise expressly provided in this Agreement, you may not:
      (i) modify, adapt, or create derivative works based upon the Software;
     (ii) copy the Software;
    (iii) except and only to the extent explicitly permitted by applicable law 
          despite this limitation, decompile, translate, reverse engineer, 
          disassemble or otherwise reduce the Software to human-readable form; 
          or
     (iv) use the Software or any Sample Code other than for the Purpose.
   You hereby covenant that you will not assert any claim that the Software, or 
   derivative works thereof created by or for Cyberon, infringe any 
   intellectual property right owned or controlled by you.

5. No Support.  Cyberon may, but is not required to, provide technical support 
   for the Software.

6. Term and Termination.  This Agreement is effective until terminated, and 
   either party may terminate this Agreement at any time with or without cause. 
   This Agreement and your license rights under this Agreement will terminate 
   immediately without notice from Cyberon if you fail to comply with any 
   provision of this Agreement.  Upon termination, you must destroy all copies 
   of Software in your possession or control.  
   The following sections shall survive any termination of this Agreement: 
   Section 3, 4, 7, 8, 9, and 10.

7. Compliance with Law.  Each party agrees to comply with all applicable 
   laws, rules and regulations in connection with its activities under this 
   Agreement.  Without limiting the foregoing, the Software may be subject to 
   export control laws and regulations of the United States and other countries.
   You agree to comply strictly with all such laws and regulations and 
   acknowledge that you have the responsibility to obtain licenses to export, 
   re-export, or import the Software.

8. Disclaimer.  TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CYBERON 
   MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH REGARD TO THE 
   SOFTWARE, INCLUDING, BUT NOT LIMITED TO, INFRINGEMENT AND THE IMPLIED 
   WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Cyberon 
   reserves the right to make changes to the Software without notice. Cyberon 
   does not assume any liability arising out of the application or use of 
   Software or any product or circuit described in the Software.  It is the 
   responsibility of the user of the Software to properly design, program, and 
   test the functionality and safety of any application made of the Software 
   and any resulting product.  Cyberon does not authorize its Software or 
   products for use in any products where a malfunction or failure of the 
   Software or Cyberon product may reasonably be expected to result in 
   significant property damage, injury or death ("High Risk Product").  
   If you include any Software or Cyberon product in a High Risk Product, you 
   assume all risk of such use and agree to indemnify Cyberon and its suppliers 
   against all liability.  No computing device can be absolutely secure.  
   Therefore, despite security measures implemented in Cyberon’s products, 
   Cyberon does not assume any liability arising out of any security breach, 
   such as unauthorized access to or use of a Cyberon product.

9. Limitation of Liability.  TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, 
   IN NO EVENT WILL CYBERON OR ITS SUPPLIERS, RESELLERS, OR DISTRIBUTORS BE 
   LIABLE FOR ANY LOST REVENUE, PROFIT, OR DATA, OR FOR SPECIAL, INDIRECT, 
   CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES HOWEVER CAUSED AND REGARDLESS 
   OF THE THEORY OF LIABILITY, ARISING OUT OF OR RELATED TO THE USE OF OR 
   INABILITY TO USE THE SOFTWARE EVEN IF CRBERON OR ITS SUPPLIERS, RESELLERS, 
   OR DISTRIBUTORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  IN NO 
   EVENT SHALL CYBERON'S OR ITS SUPPLIERS', RESELLERS', OR DISTRIBUTORS' TOTAL 
   LIABILITY TO YOU, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR 
   OTHERWISE, EXCEED THE PRICE PAID BY YOU FOR THE SOFTWARE.  THE FOREGOING 
   LIMITATIONS SHALL APPLY EVEN IF THE ABOVE-STATED WARRANTY FAILS OF ITS 
   ESSENTIAL PURPOSE.

10. Privacy.  Cyberon respect and protect your privacy. Cyberon will maintain 
   all user created data and information ("Personal Data”) in strict confidence 
   (unless a user wishes to publish it) according to applicable law. Cyberon 
   will take the same care to protect your Personal Data as would do with 
   information that belongs to the Cyberon itself. By accepting this Agreement, 
   you agree and provide consent to accept our processing of your Personal Data 
   for the Purposes stated herein in this Agreement.

11. General.  This Agreement will bind and inure to the benefit of each party's 
   successors and assigns, provided that you may not assign or transfer this 
   Agreement, in whole or in part, without Cyberon's written consent.  
   This Agreement shall be governed by and construed in accordance with the 
   laws of Taiwan, as if performed wholly within the country and without giving 
   effect to the principles of conflict of law.  The parties consent to 
   personal and exclusive jurisdiction of and venue in, the Taiwan Taipei 
   courts; provided however, that nothing in this Agreement will limit 
   Cyberon's right to bring legal action in any venue in order to protect or 
   enforce its intellectual property rights.  No failure of either party to 
   exercise or enforce any of its rights under this Agreement will act as a 
   waiver of such rights.  If any portion of this Agreement is found to be void 
   or unenforceable, the remaining provisions of this Agreement shall remain in 
   full force and effect.  This Agreement is the complete and exclusive 
   agreement between the parties with respect to the subject matter hereof, 
   superseding and replacing any and all prior agreements, communications, and 
   understandings (both written and oral) regarding such subject matter.  
   Any notice to Cyberon will be deemed effective when actually received and 
   must be sent to Cyberon Corporation, ATTN: Legal Department, 8F, No. 188, 
   Sec. 2, Zhongxing Rd., Xindian Dist. New Taipei City, 231037 Taiwan.