Scriptics Corporation
TclPro Software License Agreement

BY CLICKING ON THE ACCEPTANCE BUTTON OR INSTALLING THE SOFTWARE YOU
ARE CONSENTING TO BE BOUND BY THE TERMS OF THIS AGREEMENT (THIS
"AGREEMENT").  IF YOU DO NOT AGREE TO ALL OF THE TERMS, CLICK THE
BUTTON THAT INDICATES YOU DO NOT ACCEPT THE TERMS AND DO NOT INSTALL
THE SOFTWARE.  If you have purchased the software, you should promptly
return the software and you will receive a refund of your money.
After installing the software, you can view a copy of this Agreement
from the file "license.txt" in the directory where you installed the
software.


1.  License to Use
Scriptics Corporation ("Scriptics") grants you (either an individual
or a single entity) a limited, nonexclusive, nontransferable license
to install and use the TclPro software ("TclPro Software") on any
computer so long as no more Developers use the TclPro Software than
the number of licenses purchased by you. As used herein, Developer
means either: (i) you, or (ii) any employee or agent of the company
purchasing the TclPro Software who is authorized to use the TclPro
Software.

a. If you purchased a Named User License, the license is assigned to a
specific named user for that user's exclusive use.  As such, the named
user may use and install the TclPro Software on multiple machines or
under multiple operating systems, so long as such software is only
used by the specific named user.

b. If you purchased a Shared Network License Pack, each shared network
license ("Network License") is represented by one of a number of
"tokens" in a pool of licenses commensurate with the number of
licenses purchased. Users access licenses from the pool as other users
release their tokens.  Unlike the Named User License, any user may use
the Network License, so long as at least one token is available.

c. The TclPro Software is licensed as a single product, and the
software programs comprising the TclPro Software may not be separated
for use by more than one user.

d. You may transfer a license from one Developer to another only if
the first Developer leaves the company or changes job
responsibilities.  Allowing multiple individuals to share a Named
User's License, or attempts to disable or circumvent any of the
licensing mechanisms with the TclPro Software each constitute a
material breach of this Agreement.

e. TelPro Software provided for evaluation purposes or as a beta
release will become non-functional at the end of thirty (30) days
following receipt of your license key.  Scriptics disclaims all
liability and responsibility for any loss of data or other information
which may occur as a result thereof.  If you have not purchased a
Named User License or a Shared Network License Pack prior to
expiration of the evaluation or beta license, you agree to destroy all
copies of the TclPro Software and documentation.


2.  Redistributable Components
a. In addition to the license granted in Section 1, Scriptics grants
you a limited, nontransferable, nonexclusive, royalty-free right to
reproduce and distribute those portions of the TclPro Software
designated in the TclPro Software as (i) source and binary versions of
the Tcl and Tk core libraries, including all of the elements of the
open source Tcl/Tk distributions such as tclsh, wish and the standard
script libraries for Tcl and Tk; (ii) source and binary versions of
[incr Tcl], [incr Tk], [incr Widget], TclX and Expect (iii) binary
versions of the protclsh and prowish applications; (iv) binary
versions of tbcload, the bytecode loader, which is needed to use
bytecode files created by TclPro Compiler; (v) binary versions of
libwrapper, which contains the Zip file utility code required to
execute applications created by TclPro Wrapper (collectively,
"Redistributables"), provided you comply with Section 2(b) below.

b. If you redistribute the Redistributables, you agree to:  (i)
distribute the Redistributables only in conjunction with and as part
of your software product which adds significant and primary
functionality to the Redistributables; (ii) not use Scriptics' name,
logo or trademarks to market your software product without the prior
written consent of Scriptics; (iii) include a valid copyright notice
on your software product; (iv) indemnify, hold harmless and defend
Scriptics from and against any claims or lawsuits, including
attorneys' fees, that arise or result from the use or distribution of
your software product; (v) distribute your software product
incorporating Redistributables only under the terms of your standard
End User License Agreement, which shall include provisions prohibiting
(a) reverse engineering, decompilation or disassembly; (b) further
distribution of the Redistributables by your end user; and (c) use of
the Redistributables other than with your software product.


3.  Other Rights and Limitations
a. No Reverse Engineering: You agree not to reverse engineer,
disassemble or decompile the TclPro Software, except that you may
decompile for the purpose of interoperability only to the extent
permitted and subject to local law where this is indispensable to
obtain the information necessary to achieve the interoperability of an
independently created program with the TclPro Software or with another
program and such information is not readily available from Scriptics.

b. No Rental: You agree not to rent or lease the Redistributables.
You agree not to use the Redistributables for any third party on a
service basis.


4.  Technical Support.  
Scriptics will provide you support on installing the TclPro Software
for 30 days from receipt of your software key at no charge.  If
additional support is required, several support options are available
as described on the Scriptics web site at http://www.scriptics.com.


5.  Ownership and Right to Transfer
You agree that all right, title and interest in and to the TclPro
Software shall remain in Scriptics including all copyright and other
intellectual property rights.  You agree that you have no right, title
and interest in and to the TclPro Software or any copyright or other
intellectual property rights therein, other than the rights to use and
redistribute as granted by this Agreement and ownership of the
physical media.


6.  Termination
This Agreement will immediately and automatically terminate without
notice if you fail to comply with any term or condition of this
Agreement.  You agree upon termination to promptly destroy the TclPro
Software, together with all of its component parts, prior and
replacement versions, and all copies, modifications and merged
portions thereof in any form.

7.  Export Controls
You agree not to use or otherwise export or re-export the TclPro
Software except in full compliance with all United States and other
applicable laws and regulations.


8.  Indemnification
Scriptics will defend, indemnify and hold you harmless against any
claim that the use of the TclPro Software infringes any United States
copyright of any third party.  Scriptics will have no obligation
hereunder for any claim of infringement based on (i) the combination
or use of the TclPro Software with software, hardware or other
materials not furnished by Scriptics if such infringement would have
been avoided by the use of TclPro Software alone or (ii) the use of
the TclPro Software other than as permitted under this Agreement.  In
the event that the TclPro Software is held or is believed by Scriptics
to infringe, Scriptics shall have the option, at its expense, to: (i)
modify the TclPro Software to be noninfringing; (ii) obtain for you a
license to continue using the TclPro Software; or (iii) terminate this
Agreement and refund to you the fees paid by you to Scriptics for such
infringing TclPro Software, in which case, you agree to immediately
stop distributing your software which incorporates the
Redistributables.  The foregoing states Scriptics' entire liability
and your exclusive remedies for infringement of intellectual property
rights of any kind.  The foregoing indemnities are conditioned on
prompt written notice to Scriptics of any claim, action or demand for
which you claim indemnity; Scriptics' complete control of the defense
and settlement thereof, and your cooperation in such defense.


9.  DISCLAIMER OF WARRANTIES AND LIABILITY
Scriptics warrants for a period of 90 days from your receipt of the
TclPro Software that the TclPro Software will perform substantially in
accordance with the accompanying written materials.  Scriptics' entire
liability and your exclusive remedy shall be, at Scriptics option,
either to repair or replace the TclPro Software or to return the
purchase price paid, if any, for such software.  EXCEPT FOR THE
WARRANTY SET FORTH ABOVE, TCLPRO SOFTWARE IS PROVIDED TO YOU ON AN "AS
IS" BASIS WITHOUT WARRANTY OF ANY KIND AND THE ENTIRE RISK AS TO
SATISFACTORY QUALITY, PERFORMANCE AND ACCURACY IS WITH YOU.  SCRIPTICS
HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY TYPE OR KIND, EITHER
EXPRESS OR IMPLIED, STATUTORY OR NON-STATUTORY, INCLUDING BUT NOT
LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE OR NON-INFRINGEMENT. 


IN NO EVENT SHALL SCRIPTICS BE LIABLE FOR ANY DIRECT, SPECIAL,
CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES OF ANY KIND (INCLUDING
WITHOUT LIMITATION, LOSS OF PROFITS OR DATA), WHETHER OR NOT SCRIPTICS
OR ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS,
HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR
RELATED TO THIS AGREEMENT OR THE USE OR PERFORMANCE OF THE TCLPRO
SOFTWARE. Notwithstanding the foregoing, in no event shall Scriptics'
cumulative liability arising out of or resulting from this Agreement
exceed the purchased price paid, if any.


EXCEPT AS SET FORTH IN SECTION 8, IN NO EVENT WILL SCRIPTICS BE LIABLE
FOR ANY CLAIM AGAINST YOU BY A THIRD PARTY ARISING OUT OF OR RELATING
TO THIS AGREEMENT.  BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF LIABILITY OR WARRANTY, THE ABOVE
LIMITATIONS MAY NOT APPLY TO YOU.


10.  Miscellaneous
a.  Entire Agreement.  This Agreement constitutes the entire Agreement
between the parties pertaining to the TclPro Software, and supersedes
any and all prior agreements, whether written or oral between
Scriptics and you pertaining to the TclPro Software.  Any terms and
conditions of any purchase order or other instrument issued by you in
connection with the TclPro Software which are in addition to,
inconsistent with or different from the terms and conditions of this
Agreement will be of no force or effect.


b.  Governing Law.  This Agreement shall be governed by California law
without regard to the conflict of law provision therein.


c.  Cost of Litigation.  If any action is brought by either party to
this Agreement against the other party regarding the subject matter
hereof, the prevailing party shall be entitled to recover, in addition
to other relief granted, reasonable attorneys' fees and expense of
litigation.


d.  Severability; Waiver.  Should any term of this Agreement be
declared void or unenforceable by any court of competent jurisdiction,
such declaration shall have no effect on the remaining terms hereof.
No delay or failure by either party to exercise or enforce at any time
any right or provision of this Agreement will be considered a waiver
thereof or of such party's right to exercise or enforce each and every
right and provision of this Agreement.  No waiver of any right or
remedy will be deemed continuing (unless it so states explicitly) and
no waiver by one party of a breach by any other party will extend to
any other breach.


e.  Government Use.  The TclPro Software provided under this Agreement
is commercial computer software developed exclusively at private
expense, and in all respects is proprietary software belonging to
Scriptics or its suppliers. (a) Department of Defense End users. (1)
If the TclPro Software is acquired by or on behalf of agencies or
units of the Department of Defense (DoD), then, pursuant to DoD FAR
Supplement Section 227.7202 and its successors (48 C.F.R. 227.7202)
the Government's right to use, reproduce or disclose the TclPro
Software acquired under this Agreement is subject to the restrictions
of this Agreement.  (b) Civilian Agency End Users.  (1)  If the TclPro
Software is acquired by or on behalf of civilian agencies of the
U.S. Government, then, pursuant to FAR Section 12.212 and its
successors (48 C.F.R. 12.212), the Government's right to use,
reproduce or disclose the TclPro Software acquired under this
Agreement is subject to the restrictions of this Agreement.


Should you have any questions regarding this TclPro Software License
Agreement, or if you desire to contact Scriptics for any reason,
please forward inquiries by email to info@scriptics.com, by fax to
(650) 210-0101, or by telephone to (650) 210-0100.

