AQTIVE LIMITED LICENCE

The copyright and all other intellectual property rights in this version of the onCue software (the "Software") are owned by us, aQtive limited ("aQtive").

1. Licence Terms

1. We grant you a non-exclusive licence to use the software.
2. Save as permitted in this Licence or by English law, you are not permitted:

1. to sell, transfer, rent, lease, sub-licence or loan the Software to any third party or transfer or sub-licence your rights under this Licence to any third party; or
2. to copy, modify, adapt, merge, translate the Software or any part of it or create derivative works based on the whole or any part of the Software; or
3. to reverse engineer, decompile or disassemble the Software.

3. To the extent that English law gives you the right to decompile the Software in order to obtain information necessary to render the Software interoperable with other computer programs, we undertake to make that information readily available to you where you have the right to such information. We shall have the right to impose reasonable conditions such as a reasonable fee for doing so. In order to ensure that you receive the appropriate information, you must first give us sufficient details of your objectives and the other software concerned. Requests for the appropriate information should be made to us at the e-mail address shown at the bottom of this document.

2. Distribution and Customisations

1. You may distribute the Software, subject to the following conditions:

1. You must be a registered user of the aQtive website: www.aqtive.com;
2. You must register your intention to distribute the Software, using the on-line aQtive Development Partners Form which is available at the aQtive website;
3. You must use your reasonable endeavours to ensure that users to whom you distribute the Software register their copy of the Software;
4. You must obtain the agreement of each party to whom you wish to distribute the Software that their use of the Software is subject to the terms and conditions contained in this Licence.
5. No charge may be made by any party, user, distributor (other than aQtive) for the Software. If there is any charge for distribution media, overheads, packing, customised Qbits, other hardware and/or software distributed with the Software, or any charge for any other reason, then the distribution must expressly make it clear that the Software itself is free of charge;
6. The Software must be expressly and clearly identified as belonging to aQtive;
7. The website from which the Software is made available or the media on which the Software is distributed must contain a clear reference to the following: "onCue is a product of aQtive limited, www.aqtive.com";
8. If the Software is distributed from a website, then the "www.aqtive.com" domain name referred to in Clause 2.1((g)) above must be presented as a live hypertext link to the aQtive website.

2. Customisations made by you to the Software are subject to the following additional conditions:

1. Only the customisations using the approved mechanisms on the aQtive website are permitted;
2. Subject to Clause 2.2(c), the customised parts (user created Qbits, etc) must be clearly and expressly identified as being developed by you and not associated in any way with aQtive;
3. Where customised Qbits have been produced by aQtive wizards, the distribution must include the words: "produced using aQtive on-line wizards, www.aqtive.com/wizards/"

3. Termination

1. This Licence will terminate automatically if you fail to abide by its terms. Upon termination you shall destroy all copies of the Software and the Documentation in your possession including any copies of the Software stored on the hard disk of any computer under your control.

4. Warranties

1. Since the Software is being provided to you free of charge, the Software is provided on an "as is" basis and we accept no responsibility for the selection of the Software to achieve your aims and you are solely responsible for its use.
2. While care has been taken to protect the integrity of the Software, we do not warrant that the Software is free from viruses or encoded information that may affect your other software or hardware operated by you. You are responsible for running your own appropriate virus scans or checks on the Software before you use it.
3. If you use the Software in the course of your business, then the express terms of this Licence are in lieu of all warranties, conditions, undertakings, terms and obligations implied by statute, common law, trade usage, course of dealing or otherwise all of which are hereby excluded to the fullest extent permitted by law.
4. We do not warrant that the Software will meet your requirements or that the operation of the Software will be uninterrupted or error-free or that defects in the Software will be corrected. You shall use the Software at your own risk and in no event will we be liable to you for any consequential or indirect loss or damage of any kind (except where arising from personal injury or death resulting from our negligence or arising from fraudulent misrepresentations) or for lost profits, revenues, anticipated savings or data arising from your use of, or inability to use, the Software or from errors or deficiencies in it whether caused by negligence or otherwise except as expressly provided herein.

5. Law

1. This Licence shall be governed by and construed in accordance with English Law.

If you wish to distribute onCue in any way which falls outside these conditions or are unsure, please contact us at development-partners@aqtive.com

If you have any questions concerning this Licence please contact us at development-partners@aqtive.com