Retype Software License Agreement
Version 3.7.0

THIS DOCUMENT IS A LEGAL AGREEMENT (the "License Agreement") BETWEEN RETYPE,
INC. ("We," "Us")
AND YOU OR THE ORGANIZATION ON WHOSE BEHALF YOU ARE UNDERTAKING THE LICENSE
DESCRIBED BELOW ("You",
"Your") IN RELATION TO THE RETYPE SOFTWARE LIBRARY(IES) (THE "Software"), IN
BOTH SOURCE AND OBJECT
CODE FORM, AND/OR ALL RELATED MATERIALS.

BY DOWNLOADING, INSTALLING, COPYING OR OTHERWISE USING THE SOFTWARE, YOU ACCEPT
THE FOLLOWING TERMS
AND CONDITIONS. IF YOU DO NOT AGREE WITH ANY OF THE TERMS OR CONDITIONS OF THIS
LICENSE AGREEMENT,
DO NOT PROCEED WITH THE DOWNLOADING, COPYING, INSTALLATION OR ANY OTHER USE
OF THE SOFTWARE OR ANY
PORTION THEREOF AS YOU HAVE NO RIGHTS TO DO SO. THE SOFTWARE IS PROTECTED BY
UNITED STATES
COPYRIGHT LAWS AND INTERNATIONAL COPYRIGHT LAWS, AS WELL AS OTHER INTELLECTUAL
PROPERTY LAWS AND
TREATIES. THE SOFTWARE IS LICENSED, NOT SOLD.

THIS LICENSE AGREEMENT DESCRIBES YOUR RIGHTS AND RESTRICTIONS WITH RESPECT TO
THE SOFTWARE AND
ITS COMPONENTS.

## 1. DEFINITIONS

"Application" means any software, application, or elements that Your Designated
Users develop using
the Software or Modifications in accordance with this Agreement; provided that
any such Application
(i) must have substantially different functionality than the Software, and (ii)
must not allow any
third party to use the Software or Modifications, or any portion thereof, for
software development
or application development purposes.

"Designated User" shall mean a single distinct person for whom You have purchased
a license to use
the Software, whether such person is an employee acting within the scope of
their employment with
You or Your consultant or contractor acting within the scope of the services
they provide for You.
A Designated User can be replaced with a new Designated User only after being
a Designated User
for a minimum of six (6) months.

"End User" means an end user of Your Application who acquires a license to such
solely for their
own internal use and not for distribution, resale, user interface design, or
software development
purposes.

"Modification" means: a) any addition to or deletion from the contents of a
file included in the
original Software or previous Modifications created by You, and/or b) any new
file that leverages
any part of the original Software or previous Modifications.

"Sample Code" means sample source code included with the Software and designated
as "sample code,"
"samples," "sample application code," and/or "snippets," and/or found in directories
labeled
"samples", "learn", "docs", "examples" or "examples explorer".

## 2. LICENSE GRANT

Subject to the payment of the fee required, and subject to your compliance with
all of the terms
and conditions of this Agreement, We grant to You a revocable, non-exclusive,
non-transferable and
non-sublicensable license (i) for Designated User(s) to use the Software to
create Modifications
and Applications; (ii) for You to distribute the Software and/or Modifications
to End Users solely
as integrated into the Applications; and (iii) for End Users to use the Software
as integrated into
Your Applications in accordance with the terms of this Agreement.

In addition to the other terms contained herein, We grant to You a revocable,
non-exclusive,
non-transferable and non-sublicensable license to install and use the Software
(the "Free License")
for Your internal evaluation, review, and production purposes. The Free License
may contain
restricted functionality. You are explicitly not permitted to distribute the
Software to any user
outside the Organization on whose behalf you have undertaken this license. We
reserve the right to
terminate Your License at any time in Our absolute and sole discretion. Without
the purchase and
inclusion of a key, the Software may contain restricted functionality, which from
time-to-time may differ in its limitations. If you wish to remove these restrictions,
you are
required to purchase a Retype key; otherwise you must leave this limitation
intact and not
attempt to modify or circumvent it in any way.

In addition to the other terms contained herein, in the event You have downloaded
or received beta
or pre-release versions of the Software (the "Beta Software") from Us, We grant
to You a revocable,
non-exclusive, non-transferable and non-sublicensable license to install and
use the Beta Software
strictly for Your internal evaluation and review purposes and not for production
purposes (the
"Beta License"). You are explicitly not permitted to distribute the Software
to any user outside
the Organization on whose behalf you have undertaken this license. Your rights
to use the Beta
Software will immediately terminate upon the earlier of (i) the expiration of
the evaluation period
established by Us, or (ii) such time that You purchase a license to a non-evaluation
version of the
Software. We reserve the right to terminate Your Beta License at any time in
Our absolute and sole
discretion.

YOU ACKNOWLEDGE THAT TRIAL AND/OR BETA SOFTWARE MIGHT PLACE WATERMARKS ON OUTPUT,
CONTAIN LIMITED
FUNCTIONALITY, FUNCTION FOR A LIMITED PERIOD OF TIME, OR LIMIT THE FUNCTIONALITY
OR TIME OF
FUNCTIONING OF ANY OUTPUT. ACCESS TO AND/OR USE OF ANY FILES OR OUTPUT CREATED
WITH SUCH SOFTWARE
IS ENTIRELY AT YOUR OWN RISK. WE ARE LICENSING THE SOFTWARE ON AN "AS IS" BASIS
AT YOUR OWN RISK
AND WE DISCLAIM ANY WARRANTY OR LIABILITY TO YOU OF ANY KIND.

You may modify the "Sample Code" solely for the purposes of designing, developing
and testing Your
own Applications. However, You are permitted to use, copy and redistribute Your
modified Sample
Code only if all of the following conditions are met: (a) You include Our copyright
notice (if any)
with Your Application, including every location in which any other copyright
notice appears in such
Application; and (b) You do not otherwise use Our name, logos or other of Our
trademarks to market
Your Application, unless otherwise agree by Us in writing.

## 3. OWNERSHIP

This is a license agreement and not an agreement for sale. We reserve ownership
of all intellectual
property rights inherent in or relating to the Software, which include, but
are not limited to, all
copyright, patent rights, all rights in relation to registered and unregistered
trademarks
(including service marks), confidential information (including trade secrets
and know-how) and all
rights other than those expressly granted by this Agreement.

We may provide You with source code so that You can create Modifications and
Applications. While You
retain all rights to any original work authored by You as part of the Modifications,
We continue to
own all copyright and other intellectual property rights in the Software.

You must not remove, obscure or interfere with any copyright, acknowledgment,
attribution,
trademark, warning or disclaimer statement affixed to, incorporated in or otherwise
applied in
connection with the Software.

## 4. PROHIBITED USES

You may not redistribute the Software or Modifications other than by including
the Software or a
portion thereof within Your Application. You may not redistribute the Software
or Modifications as
part of any Application that can be described as a development toolkit or library,
an application
builder, a website builder, or any Application that is intended for use by software,
application, or
website developers or designers. You may not redistribute any part of the Software
documentation.
You may not change or remove the copyright notice from any of the files included
in the Software or
Modifications.

UNDER NO CIRCUMSTANCES MAY YOU USE THE SOFTWARE FOR AN APPLICATION THAT IS INTENDED
FOR SOFTWARE OR
APPLICATION DEVELOPMENT PURPOSES.

UNDER NO CIRCUMSTANCES MAY YOU USE THE SOFTWARE (INCLUDING WITHOUT LIMITATION
THE SOURCE CODE
THEREOF) AS THE BASIS FOR OR IN CONNECTION WITH A PRODUCT THAT CONTAINS THE
SAME, OR SUBSTANTIALLY
THE SAME, FUNCTIONALITY AS THE SOFTWARE.

You are required to ensure that the Software is not reused by or with any applications
other than
those with which You distribute it as permitted herein. For example, if You
install the Software on
a customer's server, that customer is not permitted to use the Software independently
of Your
Application, and must be informed as such.

## 5. TERMINATION

This Agreement and Your right to use the Software and Modifications will terminate
immediately if
You fail to comply with any of the terms and conditions of this Agreement. Upon
termination, You
agree to immediately cease using and destroy the Software or Modifications,
including all
accompanying documents. The provisions of sections 4, 5, 6, 7, 8, 9, and 11
will survive any
termination of this Agreement.

## 6. DISCLAIMER OF WARRANTIES

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE AND OUR RESELLERS DISCLAIM
ALL WARRANTIES AND
CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED
WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND TITLE AND NON-INFRINGEMENT,
WITH REGARD TO
THE SOFTWARE. WE DO NOT GUARANTEE THAT THE OPERATION OF THE SOFTWARE OR THE
CODE IT PRODUCES WILL
BE UNINTERRUPTED OR ERROR-FREE, AND YOU ACKNOWLEDGE THAT IT IS NOT TECHNICALLY
PRACTICABLE FOR US
TO DO SO.

## 7. LIMITATION OF LIABILITIES

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE OR OUR
RESELLERS BE LIABLE
UNDER ANY LEGAL OR EQUITABLE THEORY FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR
CONSEQUENTIAL DAMAGES
WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS,
BUSINESS
INTERRUPTION, LOSS OF BUSINESS INFORMATION OR ANY OTHER PECUNIARY LAW) ARISING
OUT OF THE USE OF OR
INABILITY TO USE THE SOFTWARE OR THE CODE IT PRODUCES OR ANY OTHER SUBJECT MATTER
RELATING TO THIS
AGREEMENT, EVEN IF WE OR OUR RESELLERS HAVE BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES. IN ANY
CASE, OUR ENTIRE LIABILITY WITH RESPECT TO ANY SUBJECT MATTER RELATING TO THIS
AGREEMENT SHALL BE
LIMITED TO THE GREATER OF (I) THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE
OR (II) ONE HUNDRED
DOLLARS ($100).

## 8. PAYMENT AND TAXES

If credit has been extended to You by Us, all payments under this Agreement
are due within thirty
(30) days of the date We mail an invoice to You. If We have not extended credit
to You, You shall
be required to make payment concurrent with the delivery of the Software by
Us. Any value added
tax, use tax, sales tax or similar tax ("Transaction Taxes") shall be your sole
responsibility.
Each party shall pay all taxes (including, but not limited to, taxes based upon
its income) or
levies imposed on it under applicable laws, regulations and tax treaties as
a result of this
Agreement and any payments made hereunder (including those required to be withheld
or deducted
from payments); provided that You shall be responsible for all Transactions
Taxes and shall pay or
reimburse Us for the same upon invoice. Each party shall furnish evidence of
such paid taxes as is
sufficient to enable the other party to obtain any credits available to it,
including original
withholding tax certificates. Notwithstanding the foregoing, Software ordered
through Our resellers
is subject to the fees and payment terms set forth on the applicable reseller
invoice.

## 9. MISCELLANEOUS

The license granted herein applies only to the version of the Software available
when purchased in
connection with the terms of this Agreement, and to any updates and/or upgrades
to which you may be
entitled. Any previous or subsequent license granted to You for use of the Software
shall be
governed by the terms and conditions of the agreement entered in connection
with purchase or
download of that version of the Software. You agree that you will comply with
all applicable laws
and regulations with respect to the Software, including without limitation all
export and re-export
control laws and regulations.

While redistributing the Software or Modifications thereof as part of Your Application,
You may
choose to offer acceptance of support, warranty, indemnity, or other liability
obligations and/or
rights consistent with this Agreement. However, in accepting such obligations,
You may act only on
Your own behalf and on Your sole responsibility, not on our behalf. You shall
indemnify Us and our
resellers, or at Our option, defend Us and our resellers against any claim,
suit or proceeding
brought against Us or our resellers (i) arising by reason of Your accepting
any such support,
warranty, indemnity or additional liability; or (ii) arising out of the use,
reproduction or
distribution of Your Application, except to the extent such claim is solely
based on the inclusion
of the Software therein. Further, You agree only to distribute the Software
pursuant to an
enforceable written agreement for Our benefit that includes all the limitations
and restrictions of
this Agreement and is as protective of Us and Software as is this Agreement.
For clarity, You must
purchase Designated User licenses for each contractor or consultant who uses
the Software to create
an Application on your behalf (including system integrators), whether or not
such contractor or
consultant has its own license to the Software.

You agree to be identified as a customer of ours and You agree that We may refer
to You by name,
trade name and trademark, if applicable, and may briefly describe Your business
in our marketing
materials and web site.

You may not assign or transfer this Agreement without Our prior written consent.
This Agreement
may be assigned by Us in whole or part and will inure to the benefit of Our
successors and
assigns. Notwithstanding the foregoing, in any instance in which You transfer
ownership of an
Application on a work for hire basis, You may assign licenses for the total
Designated Users that
have used the Software to develop said Application under this Agreement to another
party (Assignee)
provided (i) you provide written notice to Us prior to the effective date of
such assignment; and
(ii) there is a written agreement, wherein the Assignee accepts the terms of
this Agreement. Upon
any such transfer, the Assignee may appoint new Designated Users.

You acknowledge that this Agreement is complete and is the exclusive representation
of our
agreement. No oral or written information given by Us, Our resellers, or otherwise
on Our behalf
shall create a warranty or collateral contract, or in any way increase the scope
of this Agreement
in any way, and You may not rely on any such oral or written information. No
term or condition
contained in any purchase order shall have any force or effect.

There are no implied licenses or other implied rights granted under this Agreement,
and all rights,
save for those expressly granted hereunder, shall remain with Us and our licensors.
In addition, no
licenses or immunities are granted to the combination of the Software and/or
Modifications, as
applicable, with any other software or hardware not delivered by Us or Our resellers
to You under
this Agreement. Your rights under this Agreement apply only to Software, Modifications,
and/or
Applications for which all Designated Users are duly licensed hereunder.

If any provision in this Agreement shall be determined to be invalid, such provision
shall be
deemed omitted; the remainder of this Agreement shall continue in full force
and effect. If any
remedy provided is determined to have failed for its essential purpose, all
limitations of
liability and exclusions of damages set forth in this Agreement shall remain
in effect.

This Agreement may be modified only by a written instrument signed by an authorized
representative
of each party. The failure of either party to enforce any provision of this
Agreement may not be
deemed a waiver of that or any other provision of this Agreement.

This Agreement is governed by the law of the Province of Alberta, Canada and
all parties
irrevocably submit to the jurisdiction of the courts of the Province of Alberta
and further agree
to commence any litigation which may arise hereunder in the courts located in
the judicial district
of Edmonton, Alberta, Canada.

If the Software or any related documentation is licensed to the U.S. Government
or any agency
thereof, it will be considered to be "commercial computer software" or "commercial
computer
software documentation," as those terms are used in 48 CFR § 12.212 or 48 CFR
§ 227.7202, and is
being licensed with only those rights as are granted to all other licensees
as set forth in this
Agreement.