Source Code License

The Licensor, pursuant to Terms of Use or invoicing terms, and in conjunction with one of types of Licenses granted, may grant you certain rights to Software provided in Source Code as follows (the "Source Code License"):

i).       For purposes hereof, "Source Code" shall mean the human-readable form of the computer programming code and related system documentation including all comments and any procedural code such as job control language. Provided you have purchased a license to a part of the Software supplied in Source Code form, you may make modifications, enhancements, derivative works and/or extensions to that licensed Source Code provided to you under the terms set forth in this Source Code License.

ii).      in the event you develop any modifications, enhancements, derivative works and/or extensions to the licensed Source Code (the "Derivatives"), either independently or jointly with the Licensor, such Derivatives and all rights associated therewith will be the exclusive property of the Licensor.

iii).    You shall not grant, either expressly or by implication, any rights, title, interest, or licenses to any Derivatives to any third party. You will, however, be entitled to use such Derivatives under the terms set forth in this Agreement. You hereby assign all right, title and interest in and to such Derivatives to the licensed Source Code to the Licensor.

iv).    You also agree to execute, acknowledge and deliver to the Licensor all documents and instruments and do all things and actions Licensor deems necessary or desirable, at no cost to you but at Licensor's expense, to enable the Licensor to obtain and secure such Derivatives anywhere in the World. You agree to secure all necessary rights and obligations from relevant employees, or third parties in order to satisfy the above obligations. You may not distribute the Licensor's Source Code, or any Derivatives, in Source Code form.

v).     Under no circumstances may any portion of the Source Code be distributed, disclosed or otherwise made available to any third party without the express, prior written consent of the Licensor. Under no circumstances may the Source Code be used in whole or in part, as the basis for creating a product that provides the same, or substantially the same, functionality as any of the Licensor's product. You will not take any action, or assist or otherwise aid anyone else in taking any action that would, in any way, limit the Licensor's independent development, sale, assignment, licensing or use of its Software or any Derivatives thereof. You will not modify or delete, in whole or part, any copyright, trade secret, proprietary, confidential or other notice thereon or therein, without the express, prior written consent of the Licensor.

vi).    YOU UNDERSTAND, ACKNOWLEDGE AND AGREE THAT SOURCE CODE IS LICENSED "AS IS," AND THAT THE LICENSOR SHALL NOT BE OBLIGATED TO PROVIDE ANY TECHNICAL SUPPORT FOR THE MODIFIED SOURCE CODE.