tasman.bars: License and Confidentiality Non Disclosure Agreement

1. ROBIN THOMSON TRADING AS TASMAN SOFTWARE of 20 Holt Park Road, Leeds LS16 7QS, United Kingdom (hereinafter referred to as 'Tasman') and
2. ______________________________________ of _____________________________________________ (hereinafter referred to as 'the licensee')

1. Tasman is engaged, inter alia, in the business of licensing and/or selling the computer software package which is known as tasman.bars.
2. The licensee wishes to have from Tasman the non exclusive right to copy and/or distribute tasman.bars with the licensees own computer software products.

1. Grant of License and Right to copy and/or distribute. In consideration of the payment hereinafter mentioned Tasman hereby grants to the licensee a non-exclusive, fully paid up, royalty free perpetual license and right to copy and/or distribute tasman.bars with the licensees own computer software products and services PROVIDED THAT the purpose and effect of the licensees own computer software products and services does not include the ability to create software products with a barcode reading capability.
2. Obligations of Tasman. Tasman hereby undertakes to supply a specimen of tasman.bars to the licensee to enable the licensee to copy and/or distribute tasman.bars as aforesaid and to supply technical information and know how to enable the licensee to use tasman.bars.
3. Obligations of the licensee. The licensee undertakes to pay Tasman upon the signing of this agreement the sum of U.S.$3,490.
4. Warranty as to title. Tasman expressly warrants that tasman.bars is not an infringement of any existing copyright or other right of any third party.
5. Right to appoint other licensees. Nothing in this agreement or otherwise shall be construed as preventing Tasman from licensing tasman.bars to third parties.
6. Confidentiality. The licensee agrees to treat as confidential the technical information and know how supplied by Tasman to enable the licensee to use tasman.bars, including the documentation supplied by Tasman with tasman.bars, and to do its utmost to prevent the disclosure of this information PROVIDED that this obligation shall not apply to information which is public knowledge other than as a result of a breach of this obligation by the licensee or its representatives.
7. Reverse engineering. The licensee agrees not to reverse engineer the computer code or data in tasman.bars.
8. Assignment. (a) The licensee shall not assign any of its benefits and obligations under this agreement to any third party without the prior written consent of Tasman; (b) this agreement shall be binding on the successors and permitted assigns of the parties hereto.
9. Disclaimer. Tasman makes no representation or warranty that tasman.bars will successfully read a barcode in an image, nor that it will not report barcodes that do not in reality exist in the image. Tasman makes no representation or warranty that tasman.bars is fit for any particular purpose and in no event will Tasman's liability for any damages suffered by the licensees or any third party arising from the use of tasman.bars ever exceed the price paid for the license.
10. Applicable law. This agreement shall be governed by and interpreted in accordance with the laws of England.
11. Amendments. This agreement sets out the entire terms of the agreement between the parties in relation to the subject matter hereof and supersedes all preliminary correspondence discussions and negotiations and no alterations of this agreement shall be effective unless embodied in a memorandum in writing agreed by each of the parties hereto.

Signed on behalf of Tasman:
Signature: _____________________
Print name: ROBIN THOMSON

Signed on behalf of the licensee:
Signature: _____________________
Print name: ____________________
Position: ______________________