﻿License Agreement

This is a license agreement between you the user ("You")
and Enfold Systems, Inc. ("Enfold"). By downloading or 
using the Licensed Software, You agree to the following 
terms and conditions of this license agreement 
("Agreement").  If You do not agree with such terms and 
conditions do not install or Use the Licensed Software.

NOTICE TO USER: THIS IS A LICENSE, NOT A SALE.  PLEASE
READ THIS AGREEMENT CAREFULLY. BY USING ALL OR ANY 
PORTION OF THE SOFTWARE YOU ACCEPT ALL THE TERMS AND 
CONDITIONS OF THIS AGREEMENT, INCLUDING, IN PARTICULAR 
THE LIMITATIONS ON: USE CONTAINED IN SECTION 4; 
TRANSFERABILITY IN SECTION 5; LIABILITY IN SECTION 9; 
AND WARRANTY IN SECTION 10.  YOU AGREE THAT THIS 
AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED 
AGREEMENT SIGNED BY YOU.  IF YOU DO NOT AGREE, DO NOT 
USE THIS LICENSED SOFTWARE. 

1. Definitions.

"Add-ins" means software applications that may be used
in conjunction with Plone.

"Advertisement" means an ad that is displayed on the
Licensed Software during Use by You.  Advertisements 
can be removed from the Licensed Software by purchasing
Registration Codes or Subscription Support from Enfold.

"Advertiser" means Enfold and/or a third party that causes
one or more Advertisements to be placed onto the Licensed 
Software during Use by You.

"Computer" means an electronic device that accepts 
information in digital or similar form and manipulates
it for a specific result based on a sequence of 
instructions.

"Computer Platform" means a combination of 
hardware and software that enables the execution 
of the Packaged Software, either natively or in 
a virtual environment, on a Computer.

"Enfold" means Enfold Systems, Inc., a Texas 
corporation, with a principal place of business 
at 4617 Montrose Blvd, Suite C215, Houston, Texas 
77006, USA

“Enfold Desktop” is a software application that is 
used in conjunction with Plone.  Enfold Desktop is 
licensed by Enfold.
 
“Licensed Software” means the Installer and Enfold 
Desktop.

“Installer” means the software application used to 
install Enfold Desktop and any Add-ins.  The installer 
is licensed by Enfold.

“Packaged Software” means the Licensed Software and any
Add-ins that are (a) of the contents of the installed 
files, disk(s), CD-ROM(s) or other media with which 
this Agreement is provided, including but not limited 
to (i) Enfold or third party computer information or 
software; (ii) related explanatory written materials 
or files ("Documentation"); and (b) upgrades, modified 
versions, updates, additions, and copies of the 
Software, if any, licensed to You by Enfold 
(collectively, "Updates"). 

“Plone” means the software application known 
as Plone, which is available at 
http://www.plone.org/.  The word “PLONE” is a 
trademark of the Plone Foundation.

"Registration Code" means the code, one or more keys, 
bit strings, registry entires or other indicia that 
designate a registered version of the software to 
disable Advertisements.

"Subscription Support" means a service that is provided
by Enfold for providing new releases of the Licensed
Software, Updates to the Licensed Software and/or response
to support-related questions posed to Enfold.  Acquisition
of Subscription Support may be required to secure a
Registration Code.  Please contact Enfold to determine
what level of support is provided for a particular
Licensed Software.

"Use" or "Using" means to access, install, download,
copy or otherwise benefit from using the functionality
of the Licensed Software. 

“You” or “Your” means the licensee who Uses the 
Licesned Software and thus agrees to be bound by 
the terms of this Agreement.

2. Software License.   As long as You comply with the 
terms of this Agreement, Enfold grants to You a 
non-exclusive license to Use the Licensed Software and 
related documentation for the purposes described in 
the Documentation.

3. Intellectual Property Ownership, Copyright 
Protection.  The Licensed Software, Registration Codes 
(if any) and any authorized copies that you make are 
the intellectual property of and are owned by Enfold.  
The structure, organization and code of the Licensed 
Software are the valuable trade secrets and confidential 
information of Enfold.  The Licensed Software and
Registration Codes are protected by law, including 
without limitation the copyright laws of the United 
States and other countries, and by international 
treaty provisions.  Except as expressly stated herein, 
this Agreement does not grant you any intellectual 
property rights in the Licensed Software and all 
rights not expressly granted are reserved by 
Enfold.

4. Restrictions.

4.1 No Copies.  You shall not copy the Licensed 
Software or Registration Codes except as set forth 
in Section 2.  Any copy of the Licensed Software or
Registration Code that you make must contain 
the same copyright and other proprietary notices that
may appear on or in the Licensed Software or 
Registration Code.

4.2 No Modification.  The Licensed Software or 
Registration Codes are licensed and distributed by 
Enfold for Use only.  You shall not modify, adapt, 
reverse engineer, or translate the Licensed Software
or Registration Codes.  

5. Assignment.   You shall not assign or otherwise
transfer any of Your rights or obligations under this
Agreement without the prior written consent of Enfold
which consent shall not be unreasonably withheld; 
provided, however, that no consent shall be required 
for any assignment or transfer in the event of an 
initial public offering, merger, acquisition, 
consolidation, sale of all or substantially all of 
Your assets or stock except that You shall notify 
Enfold in writing prior to such assignment or transfer.
This Agreement shall inure to the benefit of and shall
be binding on the successors of the parties.  This 
Agreement and the rights and obligation arising 
hereunder shall not be affected by any change in the 
corporate structure or ownership of the parties except
in those situations where You go into liquidation, 
become subject to administration, or are voluntarily 
or involuntarily terminated as an entity, in which 
case this Agreement and Your rights and obligations 
arising hereunder automatically terminate.

6. Updates.  If the Software is an Update to a previous
version of the Licensed Software, you must possess a valid 
license to such previous version in order to Use such 
Update.   All Updates are provided to you under a Subscription
Support basis.  You agree that by Using an Update you 
voluntarily terminate your right to use any previous 
version of the Licensed Software.  As an exception, you
may continue to Use previous versions of the Licensed 
Software on your Computer Platform after you Use the 
Update only to assist you in the transition to the 
Update, provided that: (a) the Update and the previous 
versions are installed on the same Computer Platform; 
(b) the previous versions or copies thereof are not 
transferred to another party or Computer Platform 
unless all copies of the Update are also transferred to
such party or Computer Platform; and (c) you 
acknowledge that any obligation Enfold may have to 
support the previous versions of the Licensed Software 
may be ended upon availability of the Update.

7. Third Party Website Access.  The Packaged Software
may allow you to access third party websites ("Third 
Party Sites").  Your access to and use of any Third 
Party Sites, including any goods, services or 
information made available from such sites, is governed 
by the terms and conditions found at each Third Party 
Site, if any.  Third Party Sites are not owned or 
operated by Enfold. YOUR USE OF THIRD PARTY SITES 
IS AT YOUR OWN RISK.  ENFOLD MAKES NO WARRANTIES, 
CONDITIONS, INDEMNITIES, REPRESENTATIONS OR TERMS, 
EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, 
CUSTOM, USAGE OR OTHERWISE AS TO ANY OTHER MATTERS, 
INCLUDING BUT NOT LIMITED TO NON-INFRINGEMENT OF 
THIRD PARTY RIGHTS, TITLE, INTEGRATION, ACCURACY, 
SECURITY, AVAILABILITY, SATISFACTORY QUALITY, 
MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR 
PURPOSE WITH RESPECT TO THE THIRD PARTY SITES.

8. Indemnity.  You agree to hold Enfold harmless from
any and all liabilities, losses, actions, damages, or
claims (including all reasonable expenses, costs, and 
attorneys fees) arising out of or relating to any use 
of, or reliance on, the Packaged Software including, 
without limitation (a) reliance on the functionality 
provided in the Packaged Software. 

9. Limit of Liability.   UNDER NO CIRCUMSTANCES WILL 
ENFOLD NOR ANYONE ELSE WHO HAS BEEN INVOLVED IN THE 
CREATION, PRODUCTION OR DELIVERY OF THE ADVERTISEMENTS, 
REGISTRATION CODES, THE PACKAGED SOFTWARE, OR ITS 
ACCOMPANYING DOCUMENTATION BE LIABLE TO YOU, OR TO ANY 
OTHER PERSON OR ENTITY, FOR ANY LOSS OF USE, REVENUE 
OR PROFIT, LOST OR DAMAGED DATA, OR OTHER COMMERCIAL 
OR ECONOMIC LOSS OR FOR ANY DIRECT, INDIRECT, 
INCIDENTAL, SPECIAL, STATUTORY, PUNITIVE, INCIDENTAL, 
EXEMPLARY OR CONSEQUENTIAL DAMAGES WHATSOEVER RELATED 
TO YOUR USE OR RELIANCE UPON THE ADVERTISEMENT, 
PACKAGED SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY 
OF SUCH DAMAGES OR IF SUCH DAMAGES ARE FORESEEABLE.  
THIS LIMITATION SHALL APPLY EVEN IN THE EVENT OF A 
FUNDAMENTAL OR MATERIAL BREACH OR A BREACH OF THE 
FUNDAMENTAL OR MATERIAL TERMS OF THIS AGREEMENT.  
Some states or jurisdictions do not allow the exclusion 
or limitation of incidental or consequential damages, 
so the above limitation or exclusion may not apply to You. 

10. Limited Warranty.   Enfold warrants that the 
Licensed Software will perform substantially in 
accordance with the then-current End-User 
Documentation for a period of 90 days from the date 
of receipt by the End User.  Except to the extent 
specifically set forth in this Section, Enfold does 
not make to any party by virtue of this Agreement 
or otherwise any representation, warranty or 
condition of any kind including any implied warranty
or conditions with respect to the performance of 
operation of the Registration Codes or the Packaged
Software.  Enfold does not warrant that the 
Advertisements, Registration Codes or Packaged 
Software are free from bugs, errors and omissions. 

ENFOLD DOES NOT WARRANT THAT THE REGISTRATION CODES 
OR PACKAGED SOFTWARE WILL OPERATE PROPERLY AS 
INTEGRATED IN THE PRODUCTS OR ON ANY END USER SYSTEM(S).  
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, 
ENFOLD EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED 
WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES 
OF MERCHANTABILITY, TITLE, NONINFRINGEMENT AND FITNESS 
FOR A PARTICULAR PURPOSE AND ALL OTHER WARRANTIES AND 
CONDITIONS THAT THE OPERATION OF THE PACKAGED SOFTWARE 
AND THE PRODUCTS WILL BE INTERRUPTION OR ERROR FREE.

Any statements made by an Advertiser, dealer or any 
other third party other than Enfold are not warranties 
and cannot be relied on by You.  The provisions of 
Section 9 and Section 10 shall survive the termination 
of this Agreement, howsoever caused, but this shall not 
imply or create any continued right to Use the 
Registration Codes or Licensed Software after 
termination of this Agreement.

11. Registration.  Registration Codes may be used, 
stored or copied only by You if you have lawfully 
procured the Registration Codes from Enfold, and solely
for the purpose of Using the Licensed Software within
the terms and conditions of this Agreement.  No person
is permitted to store or to copy a Registration Code
for any other purpose without written agreement from
Enfold.  All Registration Codes remain vested in
Enfold, which reserves the right to withhold or 
withdraw authorization of the use of any or all
Registration Codes issued to You or to another 
person or organization if there is reasonable 
evidence to indicate that the person or organization
is involved in a breach of the terms of this Agreement.

12. Returns of Downloaded Software or Registration 
Codes.  Software delivered via electronic download 
is subject to different guidelines than that software 
in a box.  At Enfold's sole discretion, Enfold will 
refund the purchase price for products which fall into 
the following categories: a. The product has been proven 
to be defective by either the originating vendor's 
technical support or Enfold's technical support;
b.  The product is not delivered within two business 
days; and/or c.  Duplicate orders that have only been
made at the Enfold website. Enfold can only offer a 
refund within 30 days of the purchase date.  To 
receive a refund for an electronically downloaded 
product, you must sign and return a Letter of 
Software Destruction.  To obtain a refund for a 
product purchased please contact 
customerservice@enfoldsystems.com to obtain a copy of
the Letter of Software Destruction and to provide us 
with the following details:

        Name

        Download Date

        Product name

        License Key

        The reason for the return

13.  Advertisement.  From time to time, a third 
party may convey to you one or more Advertisements.  
By using the Licensed Software, You agree that Enfold 
cannot be responsible for any claims, statements or 
connotations made in the Advertisements displayed on 
the Licensed Software by a third party, and that You 
will not hold Enfold liable for any damages, 
transgressions or ramifications of suffered as a result 
of the display of third party Advertisements on the 
Licensed Software.  

14. Governing Law.  This Agreement will be governed by
and construed in accordance with the substantive laws
in force in the State of Texas.  All disputes must be
litigated in a Court of competent jurisdiction within 
Harris County , State of Texas , U.S.A.   This 
Agreement will not be governed by the conflict of law
rules of any jurisdiction or the United Nations 
Convention on Contracts for the International Sale of 
Goods, the application of which is expressly excluded.

15. General Provisions.   In the event that any of the
terms of this Agreement are in conflict with any 
applicable rule of law or statutory provision or 
otherwise unenforceable under applicable laws or 
regulations of any government or subdivision thereof, 
such terms shall be deemed stricken from this 
Agreement, but such invalidity or unenforceability 
shall not invalidate any of the other terms of this 
Agreement and this Agreement shall continue in force, 
unless the invalidity or unenforceability of any such
provisions hereof does substantial violence to, or 
where the invalid or unenforceable provisions 
comprise an integral part of, or are otherwise 
inseparable from, the remainder of this Agreement. 
In addition, to the extent any provision of this 
Agreement is held to be in excess of that which is 
valid and enforceable under applicable law, then 
such provision shall be given the construction that
renders its terms valid and enforceable to the 
maximum extent (not exceeding its express terms) 
possible under applicable law.

16. Amendment/Modification.   This Agreement shall 
not be deemed or construed to be modified, amended, 
rescinded, canceled or waived, in whole or in part, 
except by written amendment signed by an authorized 
officer of Enfold.  Updates may be licensed to you by
Enfold with additional or different terms.  

17. Entire Agreement.  This is the entire agreement
between Enfold and you relating to the Software and
it supersedes any prior representations, discussions, 
undertakings, communications or advertising relating 
to the Licensed Software.

18. Compliance with Licenses.  If you are a business 
or organization, you agree that upon request from 
Enfold or Enfold's authorized representative, you will
within thirty(30) days fully document and certify that
Use of any and all Software at the time of the request
is in conformity with your valid licenses from Enfold.

19. Trademarks.  Trademarks, to the extent that they
appear in this Agreement, are the properties of their
respective owners.

20. Acknowledgement.  You acknowledge that you have
read and fully understood the terms and conditions 
of this Agreement and agree to all the terms and 
conditions.  You acknowledge that this Agreement has
priority over any order, engagement, advertisement, 
or any other written agreement which precede it. 
