Binary Software Evaluation Agreement

INTERACTIVE STUDIO, S.R.O. IS WILLING TO LICENSE QUBE MULTIPLATFORM 
NET/GRAPHICS SYSTEM TO YOU ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE 
TERMS CONTAINED IN THIS LICENSE AGREEMENT ("AGREEMENT"). PLEASE READ THE TERMS 
AND CONDITIONS OF THIS LICENSE CAREFULLY. BY INSTALLING THIS SOFTWARE, YOU 
ACCEPT THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT. 

1.0 DEFINITIONS 
"Licensed Software" means the Qube Multiplatform Net/Graphics system in binary 
form, any other machine readable materials (including, but not limited to, 
libraries, source files, header files, and data files) and any user manuals, 
programming guides and other documentation provided to Licensee by 
Interactive Studio, s.r.o. under this Agreement. 

2.0 LIMITED LICENSE 
Interactive Studio, s.r.o. grants to Licensee, a non-exclusive, 
non-transferable, royalty-free and limited license to use Licensed Software 
internally for the purposes of evaluation only. No license is granted to 
Licensee for any other purpose. Licensee may not sell, rent, loan or otherwise 
encumber or transfer Licensed Software in whole or in part, to any third party. 

3.0 LICENSE RESTRICTIONS 
3.1 Licensee may not duplicate Licensed Software other than for a single copy 
of Licensed Software for archival purposes only. Licensee agrees to reproduce 
any copyright and other proprietary right notices on any such copy. 
3.2 Except as otherwise provided by law, Licensee may not modify or create 
derivative works of the Licensed Software, or reverse engineer, disassemble or 
decompile binary portions of the Licensed Software, or otherwise attempt to 
derive the source code from such portions. 
3.3 No right, title, or interest in or to Licensed Software, any trademarks, 
service marks, or trade names of Interactive Studio or Interactive Studio's 
licensors is granted under this Agreement. 
3.4 Licensee shall have no right to use the Licensed Software for productive or
commercial use. 

4.0 NO SUPPORT 
Interactive Studio, s.r.o. is under no obligation to support Licensed Software 
or to provide Licensee with updates or error corrections (collectively 
"Software Updates"). If Interactive Studio, s.r.o., at its sole option, 
supplies Software Updates to Licensee, the Software Updates will be considered 
part of Licensed Software, and subject to the terms of this Agreement. 

5.0 LICENSEE DUTIES 
Licensee agrees to evaluate and test the Licensed Software for use with 
Licensee's products and to provide feedback to Interactive Studio's email 
address: qube@interactivestudio.sk. Interactive Studio, s.r.o. shall 
treat any oral or written feedback or results of Licensee's testing of the 
Licensed Software which Licensee provides to Interactive Studio as 
Interactive Studio's Confidential Information (defined in Section 7 below). 

6.0 TERM AND TERMINATION OF AGREEMENT 
6.1 This Agreement will commence on the date on which Licensee receives 
Licensed Software (the "Effective Date") and will expire <DAYS> days from the 
Effective Date, unless terminated earlier as provided below. 
6.2 Either party may terminate this Agreement upon ten (10) days written notice 
to the other party. However, Interactive Studio may terminate this Agreement 
immediately should any Licensed Software become, or in Interactive Studio's 
opinion be likely to become, the subject of a claim of infringement of a patent,
trade secret or copyright. 
6.3 Interactive Studio may terminate this Agreement immediately should Licensee
materially breach any of its provisions or take any action in derogation of 
Interactive Studio's rights to the Confidential Information licensed to 
Licensee. 
6.4 Upon termination or expiration of this Agreement, Licensee will immediately
cease use of and destroy Licensed Software and any copies thereof and provide 
Interactive Studio, s.r.o. a written statement certifying that Licensee has 
complied with the foregoing obligations. 
6.5 Rights and obligations under this Agreement which by their nature should 
survive, will remain in effect after termination or expiration hereof. 

7.0 CONFIDENTIAL INFORMATION 
7.1 For purposes of this Agreement, "Confidential Information" means: 
(i) business and technical information and any source code or binary code 
which Interactive Studio, s.r.o. discloses to Licensee related to Licensed 
Software; and (ii) the terms, conditions, and existence of this Agreement. 
Licensee may not disclose Confidential Information or use it except for the 
purposes specified in this Agreement. Licensee will protect the confidentiality
of Confidential Information to the same degree of care, but no less than 
reasonable care, as Licensee uses to protect its own Confidential Information.
Licensee's obligations regarding Confidential Information will expire no less 
than five (5) years from the date of receipt of the Confidential Information,
except for Interactive Studio source code which will be protected in perpetuity.
Licensee agrees that Licensed Software contains trade secrets of 
Interactive Studio. 
7.2 Notwithstanding any provisions contained in this Agreement concerning 
nondisclosure and non-use of the Confidential Information, the nondisclosure
obligations of Section 7.1 will not apply to any portion of Confidential 
Information that a Licensee can demonstrate in writing is: (i) now, or 
hereafter through no act or failure to act on the part of Licensee becomes, 
generally known to the general public; (ii) known to Licensee at the time of 
receiving the Confidential Information without an obligation of confidentiality;
(iii) hereafter rightfully furnished to Licensee by a third party without 
restriction on disclosure; or (iv) independently developed by Licensee without
any use of the Confidential Information. 
7.3 Licensee must restrict access to Confidential Information to its employees
or contractors with a need for this access to perform their employment or 
contractual obligations and who have agreed in writing to be bound by a 
confidentiality obligation which incorporates the protections and restrictions 
substantially as set forth in this Agreement. 

8.0 DISCLAIMER OF WARRANTY 
8.1 Licensee acknowledges that Licensed Software may contain errors and is not 
designed or intended for use in the design, construction, operation or 
maintenance of any nuclear facility ("High Risk Activities"). 
Interactive Studio disclaims any express or implied warranty of fitness for such 
uses. Licensee represents and warrants to Interactive Studio that it will not 
use, distribute or license the Licensed Software for High Risk Activities. 
8.2 LICENSED SOFTWARE IS PROVIDED "AS IS". ALL EXPRESS OR IMPLIED CONDITIONS, 
REPRESENTATIONS, AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF 
MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR 
NON-INFRINGEMENT, ARE DISCLAIMED, EXCEPT TO THE EXTENT THAT SUCH DISCLAIMERS 
ARE HELD TO BE LEGALLY INVALID. 

9.0 LIMITATION OF LIABILITY 
9.1 Licensee acknowledges that the Licensed Software is experimental. Licensee 
acknowledges that the Licensed Software may have defects or deficiencies which 
cannot or will not be corrected by Interactive Studio. Licensee will hold 
Interactive Studio harmless from any claims based on Licensee's use of the 
Licensed Software for any purposes other than those of internal evaluation, and 
from any claims that later versions or releases of any Licensed Software 
furnished to Licensee are incompatible with the Licensed Software provided to 
Licensee under this Agreement. 
9.2 Licensee shall have the sole responsibility to protect adequately and 
backup Licensee's data and/or equipment used in connection with the Licensed 
Software. Licensee shall not claim against Interactive Studio for lost data, 
re-run time, inaccurate output, work delays or lost profits resulting from 
Licensee' use of the Licensed Software. 
9.3 Licensee acknowledges that Interactive Studio is under no obligation to 
release the Licensed Software as a product of Interactive Studio. 
9.4 Neither party will be liable for any indirect, punitive, special, 
incidental or consequential damage in connection with or arising out of this 
Agreement (including loss of business, revenue, profits, use, data or other 
economic advantage), however it arises, whether for breach or in tort, even if 
that party has been previously advised of the possibility of such damage. 

10.0 GENERAL TERMS 
10.1 Any action related to this Agreement will be governed by Sovak Republic 
law. 
10.2 Licensed Software and technical data delivered under this Agreement are 
subject to Slovak Republic export control laws and may be subject to export or 
import regulations in other countries. Licensee agrees to comply strictly with 
all such laws and regulations and acknowledges that it has the responsibility 
to obtain such licenses to export, re-export or import as may be required after
delivery to Licensee. 
10.3 It is understood and agreed that, notwithstanding any other provision of 
this Agreement, Licensee's breach of the provisions of Section 7 of this 
Agreement will cause Interactive Studio irreparable damage for which recovery 
of money damages would be inadequate, and that Interactive Studio will 
therefore be entitled to seek timely injunctive relief to protect 
Interactive Studio's rights under this Agreement in addition to any and all 
remedies available at law. 
10.4 Neither party may assign or otherwise transfer any of its rights or 
obligations under this Agreement, without the prior written consent of the 
other party, except that Interactive Studio may assign this Agreement to an 
affiliated company. 
10.5 This Agreement is the parties' entire agreement relating to its subject 
matter. It supersedes all prior or contemporaneous oral or written 
communications, proposals, conditions, representations and warranties and 
prevails over any conflicting or additional terms of any quote, order, 
acknowledgment, or other communication between the parties relating to its 
subject matter during the term of this Agreement. No modification to this 
Agreement will be binding, unless in writing and signed by an authorized 
representative of each party.