LICENSE

Precise Simulation Limited Software License Agreement

CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS ("TERMS") BEFORE
INSTALLING OR USING THE PROGRAMS OR DOCUMENTATION. INSTALLING OR USING
THE PROGRAMS MEANS YOU HAVE ACCEPTED AND AGREE TO BE BOUND BY THE
TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT ACCEPT THEM,
UNINSTALL, REMOVE AND COMPLETELY DELETE THE PROGRAMS AND
DOCUMENTATION.

1. Preamble: This Agreement governs the relationship between the
Licensee ("you", "your") and Licensor Precise Simulation Limited
("we", "us", "ours"). This Agreement sets the terms, rights,
restrictions and obligations on using the FEATool and/or CFDTool
("Software", "Program(s)") and documentation ("Documentation")
created and owned by Licensor, as detailed herein.

2. License Grant: Licensor hereby grants Licensee a Non-assignable &
Non-transferable, Non-exclusive license to run and use the Program,
without the rights to create derivative works, all with accordance
with the terms set forth and other legal restrictions set forth in 3rd
party software used while running Software.

2.1 Programs: You may license a specified single installation license
("SUL"), multi-user/floating network license ("MUL"), or ("CKL") class
kit license under this Agreement, and your license rights are for the
number of installations and users set forth on the purchase order,
agreement, or issued invoice. A free limited and restricted license
("FREE/TRIAL") is granted for personal, non-commercial use for
evaluation purposes.

a. the FREE/TRIAL license option is restricted to personal, trial, and
non-commercial use allowing for a single installation and concurrent
use of the Program. You may NOT use the Program with a FREE/TRIAL
license for any commercial, or production use, i.e., you may only use
the Program for experimental, personal, and trial use (to test the
Program). Specifically, the restrictions of the FREE/TRIAL license
Program and Software may not be circumvented in any way without
Payment for an upgraded license.

b. the specified single installation license SUL must be installed on
a specified computer system and its use is limited to a single
concurrent instance. To change system a system transfer fee may be
required.

c. the multi-use license option MUL may be installed on a single
networked system or server, or several systems and run concurrently
the number of instances specified in the purchase order, agreement, or
issued invoice.

d. academic granting institutions with the class kit license CKL
option may install and use the Software in a computer lab/systems
belonging to the institute/institution and run concurrently the number
of instances specified in the purchase order, agreement, or issued
invoice.

e. regardless of which license you have, you shall use the Programs
only for your internal operations. For the purposes of this Agreement,
"internal operations" means use of the Programs by your employees or
those of your subsidiaries or parent company and for the performance
of consulting or research for third parties who engage you as an
employee or independent contractor. You also shall not disclose any
characteristics or technical capabilities of the Programs to any third
party without our prior written authorization.

2.2 Delivery: We may deliver the Programs and Documentation to you in
archival form over the Internet with a passcode or license key which
specifies the licensed Programs. You shall be responsible for all use
of your passcode, authorized or not, and you shall not disclose the
archive passcode or allow it to be used except for installation of the
Programs.

2.3 Ownership: All right, title and interest in and to the licensed
Program(s), including without limitation, trade secrets and
copyrights, are, and shall at all times remain, the exclusive property
of us and you shall have no right, therein, except the expressly
limited license rights granted herein.

2.4. Non Assignable & Non-Transferable: Licensee may not assign or
transfer his rights and duties under this license.

2.5. The Software and Documentation are for your personal use and/or
internal business operations and are not for resale or other transfer
or disposition to any other person or entity. In addition, you
specifically agree not to:

a. reverse engineer, decompile, disassemble, translate, modify, alter
or otherwise change the Licensor's Software or any part thereof;

b. attempt to derive the source code, design or structure of the
Licensor's Software;

c. sell, rent, lease, distribute, assign, sub-license, convey,
transfer, pledge as security or otherwise encumber or transfer
(including by loan or gift) the rights and licenses granted hereunder;

d. copy, distribute (fork), or reproduce any part of the Software or
Documentation other than as allowed under this Agreement;

e. use the Software or Documentation in any manner that violates any
statute, law, rule, regulation, directive, guideline, bylaw whether
presently in force or may be implemented by state or local
authorities.

3. Term & Termination: The Term of this license shall be until
terminated, or until specified by issued purchase order, agreement, or
issued invoice. Licensor may terminate this Agreement, including
Licensee's license in the case where Licensee:

a. became insolvent or otherwise entered into any liquidation process; or

b. Licensee was in breach of any of this license's terms and
conditions and such breach was not cured, immediately upon
notification; or

c. Licensee otherwise entered into any arrangement which caused
Licensor to be unable to enforce his rights under this License.

4. Payment: In consideration of the License granted under clause 2,
Licensee shall pay Licensor a fee which Licensor may deem
adequate. Failure to perform payment shall construe as material breach
of this Agreement. You shall be liable for any taxes (except those on
our net income) due in connection with this Agreement.

4.1 No purchase order or any other standardized business form issued
by you, and even if such purchase order or other standardized business
form provides that it takes precedence over any other agreement
between the parties, shall be effective to contradict, modify, add to
or delete from the terms of this Agreement in any manner
whatsoever. Any acknowledgment, in any form, of any such purchase
order or standardized business form is not recognized as a subsequent
writing and will not act as acceptance of such terms.

5. Upgrades, Updates and Fixes: Licensor may provide Licensee, from
time to time, with Upgrades, Updates or Fixes, as detailed herein and
according to his sole discretion. Licensee hereby warrants to keep The
Software up-to-date and install all relevant updates and fixes, and
may, at his sole discretion, purchase upgrades, according to the rates
set by Licensor. Licensor shall provide any update or Fix free of
charge; however, nothing in this Agreement shall require Licensor to
provide Updates or Fixes.

6. Support: The Software is provided under an AS-IS basis and without
any support, updates or maintenance. Nothing in this Agreement shall
require Licensor to provide Licensee with support or fixes to any bug,
failure, mis-performance or other defect in The Software.

7. Feedback: If you choose to provide input and suggestions regarding
problems with or proposed modifications or improvements to the
Programs and Services (“Feedback”) then you hereby grant to us an
unrestricted, perpetual, irrevocable, non-exclusive, fully-paid,
royalty-free right to use the Feedback in any manner and for any
purpose, including to improve the Programs and Services and create
other products and services.

8. Trademarks: You grant us permission to include your name, logos,
and trademarks in our promotional and marketing materials and
communications.

9. Liability: To the extent permitted under Law, The Software is
provided under an AS-IS basis. Licensor shall never, and without any
limit, be liable for any damage, cost, expense or any other payment
incurred by Licensee as a result of Software's actions, failure, bugs
and/or any other interaction between The Software and Licensee's
end-equipment, computers, other software or any 3rd party,
end-equipment, computer or services.  Moreover, Licensor shall never
be liable for any defect in source code written by Licensee when
relying on The Software or using The Software's source code.

10. Warranty: The Software is provided without any warranty; Licensor
hereby disclaims any warranty that The Software shall be error free,
without defects or code which may cause damage to Licensee's computers
or to Licensee, and that Software shall be functional. Licensee shall
be solely liable to any damage, defect or loss incurred as a result of
operating software and undertake the risks contained in running The
Software on License's Computer System(s) and Server(s).

10.1 Prior Inspection: Licensee hereby states that he inspected The
Software thoroughly and found it satisfactory and adequate to his
needs, that it does not interfere with his regular operation and that
it does meet the standards and scope of his computer systems and
architecture. Licensee found that The Software interacts with his
development, website and server environment and that it does not
infringe any of End User License Agreement of any software Licensee
may use in performing his services. Licensee hereby waives any claims
regarding The Software's incompatibility, performance, results and
features, and warrants that he inspected the The Software.

11. No Refunds: Licensee warrants that he inspected The Software
according to clause 8.1 and that it is adequate to his
needs. Accordingly in the case of NON-FREE licenses, as The Software
is intangible goods, Licensee shall not be, ever, entitled to any
refund, rebate, compensation or restitution for any reason whatsoever,
even if The Software contains material flaws.

12. Technical Information. You agree that We may collect or process
technical and related information arising from Your use of the
Software which may include but may not be limited to internet protocol
address, hardware identification, operating system, application
software, peripheral hardware, debugging information, and
non-personally identifiable software usage statistics to facilitate
the provisioning of Updates, Support, invoicing or online services,
identify trends and bugs, collect activation information, usage
statistics and track other data related to Your use of the Software.

13. Indemnification: Licensee hereby warrants to hold Licensor
harmless and indemnify Licensor for any lawsuit brought against it in
regards to Licensee's use of The Software in means that violate,
breach or otherwise circumvent this license, Licensor's intellectual
property rights or Licensor's title in The Software. Licensor shall
promptly notify Licensee in case of such legal action and request
Licensee's consent prior to any settlement in relation to such lawsuit
or claim.

14. Governing Law, Jurisdiction: Licensee hereby agrees not to
initiate class-action lawsuits against Licensor in relation to this
license and to compensate Licensor for any legal fees, cost or
attorney fees should any claim brought by Licensee against Licensor be
denied, in part or in full.

15. Revised Terms of Use: We may revise the terms of use of the
Programs from time to time. Revisions are effective upon receipt of
notice from us.