TELERIK End–User License Agreement

(last updated March 10, 2009)

By downloading, installing or otherwise using the product identified above and/or its related materials, you agree to be bound by the terms and conditions of this License Agreement. You must check the box "I have read and agree to the License Agreement" in order to be permitted to use the product.

IMPORTANT — READ CAREFULLY: This license agreement ("LICENSE") is a legal agreement between you (either an individual or a single entity, also referred to as "LICENSEE", "YOU") and Telerik Corp., ("TELERIK"), for the software “Telerik WebUI Test Studio”, which also includes ArtOfTest Inc. software “Automation Design Canvas”, associated media, printed materials, and "online" or electronic documentation (collectively referred to as "SOFTWARE").

Any earlier license we may have granted to you for the use of earlier versions of the SOFTWARE is replaced by this LICENSE.

I. GRANT OF LICENSE

TELERIK hereby grants to you, and you accept, a non–exclusive, non–transferable license to install, copy, use and modify the SOFTWARE only as authorized below. You are granted: (1) a Trial License pursuant to Section 1 below; or (2) a Design and Runtime License with Subscription and Priority Support pursuant to Section 2 below.

1. TRIAL LICENSE

You are granted a Trial License for evaluation purposes only. You are authorized to install, copy, and use the SOFTWARE for the sole purpose of testing its functionality and performance. You are not allowed to integrate it in end products or use it for any commercial or productive purpose. Under the terms of this LICENSE you may install and use the SOFTWARE on a single computer only. A Trial License may not be shared, installed nor used at the same time on different computers. The Trial version of the SOFTWARE may have limited features and will cease operating 20 days after the SOFTWARE installation.

Unless otherwise provided herein, you shall not (A) in the aggregate, install or use more than one copy of the Trial Version of the SOFTWARE, (B) download the Trial Version of the SOFTWARE under more than one username, (C) alter the contents of a hard drive or computer system to enable the use of the Trial Version of the SOFTWARE for an aggregate period in excess of the trial period for one license to such Trial Version, (D) disclose the results of SOFTWARE performance benchmarks obtained using the Trial Version to any third party without ArtOfTest 's prior written consent, (E) use the Trial Version for any application deployment or ultimate production purpose, or (F) use the Trial Version of the SOFTWARE for a purpose other than the sole purpose of determining whether to purchase a license to the SOFTWARE; provided, however, notwithstanding the foregoing, you are strictly prohibited from installing or using the Trial Version of the SOFTWARE for any commercial training purpose.

2. DESIGN AND RUNTIME LICENSE WITH SUBSCRIPTION AND PRIORITY SUPPORT

You are granted a Design and Runtime License, a 1 Year Subscription to receive updates, and TELERIK’s Priority Support Package as described below.

The SOFTWARE is licensed per machine. This means the Design and Runtime License may not be installed nor running at the same time on different computers. In addition the Design and Runtime SOFTWARE should not be installed on virtual machines or servers. The computer on which the SOFTWARE is installed can be used by multiple users as long as only 1 user is using the computer at a given time. The Design and Runtime SOFTWARE is for creating and executing tests, written using the SOFTWARE.

2-1. Subscription

You are entitled to receive all version updates for the SOFTWARE for a period of 1 (one) year. Further details regarding the Subscription benefits can be found at http://www.telerik.com/purchase/individual/web-ui-test.aspx.

2-2. Priority Support

As part of your license you are entitled to TELERIK’s "Priority" Support Package for a limited period of time, which guarantees an initial response to (but not necessarily a complete resolution of) your issue within twenty four (24) hours during business days. Each Design and Runtime License can be assigned to 1 licensed developer at a given time, who will be able to submit technical issues through TELERIK support system. Further details regarding the current terms of the Priority Support Package can be found at http://www.telerik.com/support/technical-support-options.aspx.

II. REDISTRIBUTION RIGHTS

The SOFTWARE and its constituent parts, such as any provided add-ons or other files, may not be reverse engineered, decompiled, disassembled or separated for use on more than one computer, nor placed for distribution, sale, or resale as individual creations by you.

You may not alter, merge, adapt or translate the SOFTWARE, or decompile, reverse engineer, disassemble, or otherwise reduce the SOFTWARE to a human-perceivable form.

III. DELIVERY

TELERIK shall deliver to LICENSEE a master copy of the SOFTWARE licensed hereunder in electronic format only. Documentation shall also be provided in electronic format.

IV. UPDATES

Service Packs and Major Version updates are available in accordance with the terms set forth at http://www.telerik.com/support/technical-support-options.aspx. You may use the resulting upgraded product only in accordance with the terms of this LICENSE.

V. SOFTWARE ACTIVATION, USE OF DATA AND LICENSE METERING

5-1. Software Activation.

TELERIK 's SOFTWARE may use your internal network and internet connection for the purpose of transmitting license-related data at the time of installation, registration or update to a license server and validating the authenticity of the license-related data in order to protect TELERIK and its licensors against unlicensed or illegal use of the SOFTWARE and to improve customer service. Activation is based on the exchange of license related data between your computer and a license server. You agree that TELERIK and its licensors may use these measures and you agree to follow any applicable requirements.

5-2. Use of Data.

By your acceptance of the terms of this LICENSE or use of the SOFTWARE, you authorize the collection, use and disclosure of information collected by TELERIK for the purposes provided for in this LICENSE and/or the Privacy Policy (set out in full at http://www.telerik.com/privacy-policy.aspx) as revised from time to time. International users understand and consent to the processing of personal information in the United States for the purposes described herein. TELERIK has the right in its sole discretion to amend this provision of the Agreement and/or Privacy Policy at any time.

5-3. License Metering.

ArtOfTest may use license metering software to help you avoid any unintentional violation of this LICENSE. The license metering software may use your internal network for license metering between installed versions of the SOFTWARE.

VI. LICENSE LIMITATIONS

• You may not modify the SOFTWARE or create derivative works based upon the SOFTWARE.
• You may not use the SOFTWARE to create any product that directly or indirectly competes with the SOFTWARE
• SOFTWARE Versions may not be used for, or distributed to any party for, any commercial purpose.
• Unless otherwise provided herein, you may not rent, lease, or sublicense the SOFTWARE. Unless otherwise expressly authorized in a separate written agreement between, and executed by, you and TELERIK, you may not use, or permit the use of, the SOFTWARE on a timeshare or service bureau basis. In addition, unless otherwise expressly authorized in a separate written agreement between, and executed by, you and TELERIK, you may not host, on a subscription basis or otherwise, the SOFTWARE to permit a third party to use the SOFTWARE for any reason.
• The SOFTWARE may not be distributed for use with solutions or PACKAGED PRODUCTS. You may not use the TELERIK or ArtOfTest product names, logos or trademarks to market your software.
• You are not allowed to reverse engineer or to disassemble, decompile or "unlock", decode or otherwise reverse translate or attempt in any manner to reconstruct or discover any source code or underlying algorithms of SOFTWARE provided in object code form only, subject to applicable law to the contrary.
• You are not allowed to use, copy, modify, or merge copies of the SOFTWARE or any accompanying documents except as permitted in this LICENSE.
• As a condition to the exercise or your redistribution rights, you agree to indemnify, hold harmless, and defend TELERIK and its licensors and their resellers from and against any and all claims or lawsuits including attorney's fees that arise or result from the use or distribution of your software.
• If you want to move the license to another computer, the license must be deactivated by uninstalling the SOFTWARE. Only then you can activate the license on another computer. If you do not have an internet connection or your machine crashed, please contact TELERIK sales team (sales@telerik.com).
• Regardless of which version of the SOFTWARE you have acquired, you may make one archival (backup) copy of the SOFTWARE. The archival copy may not be used or installed as long as another copy of the SOFTWARE is installed on any computer. Prior Versions of the SOFTWARE may be installed on the same computer with a properly licensed current version of SOFTWARE. A Prior Version may be used by a properly licensed user in place of the current version of the SOFTWARE. The prior version is not an additional license of the SOFTWARE; it may be used only as a substitute for the current version

VII. TERMINATION

This LICENSE shall last as long as you use the SOFTWARE in compliance with this LICENSE. TELERIK may terminate this LICENSE if you fail to comply with any of the terms and conditions herein. In such event you agree to remove and destroy all copies of the SOFTWARE and any applicable source code.

TELERIK and its licensors reserve the right to discontinue at any time any product, whether it is offered individually or as a part of a product suite. However, TELERIK and its licensors will fulfill any contractual obligations to provide support for discontinued products that exist as of the date of discontinuation.

VIII. COPYRIGHT

All title and copyrights in and to the ArtOfTest Automated Design Canvas (including but not limited to any images, photographs, animations, video, audio, music, text, incorporated therein), the accompanying printed materials, and any copies of the Automated Design Canvas, and any trademarks or service marks of ArtOfTest are owned by ArtOfTest Inc. or its licensors unless explicitly stated otherwise.

All title and copyrights in and to the rest of the SOFTWARE (including but not limited to any images, photographs, animations, video, audio, music, text, incorporated into the SOFTWARE), the accompanying printed materials, and any copies of the SOFTWARE, and any trademarks or service marks of TELERIK are owned by TELERIK or its licensors unless explicitly stated otherwise.

All title and intellectual property rights in and to the content that may be accessed through use of the SOFTWARE is the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. This LICENSE grants you no rights to use such content. The SOFTWARE is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties and contains confidential information and trade secrets. TELERIK retains all rights not expressly granted to you in this LICENSE.

IX. LIMITED WARRANTY

TELERIK warrants solely that the portion of the SOFTWARE owned by TELERIK will perform substantially in accordance with the accompanying user documentation for a period of ninety (90) days after purchase of this license. TELERIK does not make any warranties with respect to portions of the SOFTWARE that are owned by TELERIK’s licensors; however, TELERIK will pass through to you any warranties made by such licensors, to the extent such warranties are transferable. TELERIK does not warrant the use of the SOFTWARE will be uninterrupted or error free at all times and in all circumstances, nor that program errors will be corrected. This limited warranty shall not apply to any error or failure resulting from (i) machine error, (ii) LICENSEE's failure to follow operating instructions, (iii) negligence or accident, or (iv) modifications to the SOFTWARE by any person or entity other than TELERIK. In the event of a breach of the warranty set forth herein, LICENSEE 's sole and exclusive remedy against TELERIK, is repair of any portion of the SOFTWARE that is owned by TELERIK. If such remedy fails of its essential purpose, LICENSEE 's sole remedy and TELERIK's maximum liability shall be a refund of the paid purchase price for the defective SOFTWARE only. This limited warranty is only valid if TELERIK receives written notice of breach of warranty no later than thirty (30) days after the warranty period expires. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN THIS LICENSE, TELERIK DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

X. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL TELERIK BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE PRODUCT, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN ANY CASE, TELERIK'S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL NOT EXCEED IN THE AGGREGATE THE SUM OF THE LICENSE FEES LICENSEE PAID TO TELERIK FOR THE PRODUCT GIVING RISE TO SUCH DAMAGES, NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS EXCLUSION AND LIMITATION MAY NOT BE APPLICABLE. TELERIK IS NOT RESPONSIBLE FOR ANY LIABILITY ARISING OUT OF CONTENT PROVIDED BY LICENSEE OR A THIRD PARTY THAT IS ACCESSED THROUGH THE PRODUCT AND/OR ANY MATERIAL LINKED THROUGH SUCH CONTENT. ANY DATA INCLUDED IN A PRODUCT UPON SHIPMENT FROM TELERIK IS FOR TESTING USE ONLY AND TELERIK HEREBY DISCLAIMS ANY AND ALL LIABILITY ARISING THEREFROM. THE EXTENT OF TELERIK'S LIABILITY FOR THE LIMITED WARRANTY SECTION SHALL BE AS SET FORTH THEREIN.

XI. MISCELLANEOUS

This LICENSE will be governed by the law of the Commonwealth of Massachusetts, U.S.A., without regard to the conflict of laws principles thereof. The Uniform Computer Information Transactions Act and the United Nations Convention on the International Sale of Goods shall not apply to this Agreement. If any provision of this LICENSE is to be held unenforceable, such holding will not affect the validity of the other provisions hereof. Failure of a party to enforce any provision of this LICENSE shall not constitute or be construed as a waiver of such provision or of the right to enforce such provision.

This LICENSE represents the entire understanding between the parties with respect to its subject matter.

YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND THIS AGREEMENT, AND UNDERSTAND THAT BY CONTINUING THE INSTALLATION OF THE SOFTWARE PRODUCT, BY LOADING OR RUNNING THE SOFTWARE PRODUCT, OR BY PLACING OR COPYING THE SOFTWARE ONTO YOUR COMPUTER HARD DRIVE, YOU AGREE TO BE BOUND BY THIS AGREEMENT'S TERMS AND CONDITIONS. YOU FURTHER AGREE THAT, EXCEPT FOR WRITTEN SEPARATE AGREEMENTS BETWEEN TELERIK AND YOU, THIS AGREEMENT IS A COMPLETE AND EXCLUSIVE STATEMENT OF THE RIGHTS AND LIABILITIES OF THE PARTIES.