WARNING:  PERMISSION TO USE THIS SOFTWARE IS CONDITIONAL UPON YOU, THE CUSTOMER, AGREEING TO THE TERMS SET OUT BELOW.  DO NOT CHECK THE CHECKBOX BELOW OR INSTALL THE SOFTWARE UNTIL YOU HAVE READ AND ACCEPTED ALL THE TERMS OF THIS LICENCE AND WISH TO BECOME THE LICENSEE OF THE SOFTWARE.  ACCEPTANCE SHALL BIND YOU, AND ALL OF YOUR EMPLOYEES AND OTHER USERS OF THE SOFTWARE, TO THE TERMS OF THE LICENCE.
IF YOU DO NOT AGREE TO THE TERMS BELOW, DO NOT CHECK THE CHECKBOX BELOW AND DO NOT INSTALL THE SOFTWARE.  BY CHECKING THE CHECKBOX BELOW AND INSTALLING THE SOFTWARE, YOU INDICATE YOUR ACCEPTANCE OF THE TERMS AND CONDITIONS BELOW.
THIS DOCUMENT CONSTITUTES A LICENCE TO USE THE SOFTWARE ON THE TERMS AND CONDITIONS APPEARING BELOW.

The software and related documentation (together referred to as the Software) are licensed, not sold, to you for use only upon the terms of this licence and the licensor, Rising Sun Research Pty Ltd ACN [092 012 676] of [44 High Street Kensington, South Australia, Australia 5068] (in the licence referred to as "Licensor", "we", "our" or "us"), reserves all rights not expressly granted to you.  The Licensor owns all copies of the Software, whether those copies were made by the Licensor or by third parties.

1. Licence
This licence is a non-exclusive object code licence, which will commence on the date we provide you with your licence string, which will enable you to access the Software ("Commencement Date").  The licence will initially be for a 30 day period beginning on the Commencement Date ("Trial Period"). At the end of the 30 day period you may extend the licence perpetually by notifying us of your requirement to extend and paying the appropriate Licence Fee notified by us to you (see Clause 2 below) or do nothing, in which case the licence will expire.

2. Licence Fee
The fee payable by you for a perpetual licence of the Software ("Licence Fee") will depend upon the number of computers on which you wish to use the Software at the same time. Our standard Licence Fees are as set out in our price list current at the Commencement Date, however, our list prices may be tailored in certain circumstances to meet your needs. We will notify you of the amount of your Licence Fee via email upon receiving notice from you under Clause 1 that you wish to extend the licence.

3. Restrictions
3.1 Unless otherwise authorised under this licence,  you may only make a copy of the Software for backup purposes in accordance with the Copyright Act 1968.  You are not authorised to make any further copies of the Software. 
3.2 Unless otherwise authorised under this licence,  you may not market, distribute or transfer any copy of the Software to others or electronically transfer the Software from one computer to another over a network, either on its own or with or as part or any other product or equipment.  
3.3 You may not modify, adapt, translate, rent, lease, loan, sell, distribute, network or create derivative works based upon the Software or any part of the Software.
3.4 The Software contains trade secrets and accordingly you may not decompile, reverse engineer, disassemble or otherwise reduce the Software to a humanly perceivable form except as authorised by the Copyright Act 1968.  You agree not to divulge, directly or indirectly, any such trade secrets to any person, unless and until such trade secrets cease to be confidential for any reason which is not your own fault.
3.5 You must provide each user of the Software at your organisation with a copy of this licence, and ensure that they comply with the terms of this licence.

4. Termination
4.1 This licence is effective until terminated.  The licence will terminate automatically without notice from us if:
4.1.1 you fail to give us an extension notice and payment under Clause 1 before the end of the Trial Period;
4.1.2 you breach any provision of this licence and you fail to rectify that breach within 7 days of us giving you notice of that breach and requiring you to rectify that breach; or 
4.1.3 if you cease to be able to pay your debts as they become due.
4.2 You may also terminate this licence at any time by notifying us of your intention to cease using the Software.  
4.3 Upon termination of this licence for any reason:
4.3.1 we will remove your access to the Software;
4.3.2 you shall have no right to a refund of the whole or any part of the Licence Fee or other amounts paid for this licence and the Software; and
4.3.3 you shall continue to be bound by the provisions of Clauses 3 and 8 of this Agreement.  Termination shall be without prejudice to any rights we may have as a result of breach of this Agreement.

5. Maintenance
5.1 The Licence Fee includes maintenance services (as defined in Clause 5.3) in connection with the Software for one (1) calendar year from the Commencement Date.
5.2 You may purchase additional maintenance services from us at any time, for a year at a time, by agreement between you and us. The fee for each year of additional maintenance services will be 12.5% of our list price current at the commencement of that year of maintenance.
5.3 Maintenance services means the provision by us to you of:
5.3.1 software updates from time to time; and
5.3.2 support by email, telephone or fax.

6. Transfer
This licence for the Software may not be transferred to another person.

7. Disclaimer of Warranty, Limitation of Remedies
7.1 You acknowledge that we cannot guarantee that the Software will be error free and that the existence of any errors will not constitute a breach of this licence.
7.2 We may, in our discretion, fix any errors in the Software upon notification of the error by you, however, we cannot be compelled to fix any errors in the Software and have no obligation to do so.
7.3 To the full extent permitted by law we hereby exclude all express or implied conditions and warranties, whether imposed by statute or by operation of law or otherwise, not expressly set out herein.  The Software is provided as is without warranty of any kind.  We do not warrant, guarantee or make any representations regarding the use or the results of the use of the Software with respect to its correctness accuracy reliability currentness or otherwise.  The entire risk as to the results and performance of the Software is assumed by you.
7.4 No oral or written information or advice given by us or any third parties (such as agents or employees) shall create a warranty of any kind, and you may not rely on any such information or advice.
7.5 Nothing in this Agreement is intended or shall be construed as excluding or modifying any statutory rights warranties or conditions which are applicable to this Agreement or the Software, and which by virtue of any national or state Fair Trading Trade Practices or other consumer legislation may not be modified or excluded.  If permitted by such legislation however, our liability for any breach of any such warranty or condition shall be and is hereby limited to either:
7.5.1 the supply of such part of the Software licensed hereunder again; or
7.5.2 the correction of any defect in such part of the Software licensed hereunder as we in our sole discretion may determine to be necessary to correct the said breach.
7.6 In no event will we be liable for any special, incidental, indirect or consequential damages (including without limitation, damages for loss of business profits, business interruption and loss of business information or computer programs), even if we or any of our representatives have been advised of the possibility of such damages.
7.7 Except as expressly set out in this Clause 7, our maximum liability for damages arising under this Agreement shall be limited to the Licence Fee paid by you for that part of the Software supplied by this licence which caused the damages or that is the subject of, or is directly related to, the cause of action.

8. Copyright
8.1 You acknowledge that the Software is the subject of copyright, and that you must not at any time (either before or after termination of this licence) do any act or permit the doing of any act which infringes that copyright.
8.2 You must indemnify us fully against all damages, costs and expenses which we may incur (including but not limited to damages, costs and expenses we may incur to a third party) as a result of your breach of this clause 8.

9. General
9.1 This licence will be construed under South Australian law.  You irrevocably and unconditionally submit to the jurisdiction of the South Australian courts. 
9.2 This Agreement contains the entire agreement between you and us with respect to the subject of matter this Agreement, and supersedes all prior agreements and/or understandings (oral or written) between you and us.
9.3 Failure or delay by us in enforcing any right or provision of this Agreement shall not be deemed a waiver of such provision or right with respect to the instant or any subsequent breach.

IF YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS ABOVE THEN CHECK THE CHECKBOX BELOW AND CLICK NEXT.
