ZERO-KNOWLEDGE SYSTEMS INC. SOURCE CODE LICENSE AGREEMENT Version 1.0 6 February, 2002 ZERO-KNOWLEDGE SYSTEMS INC. ("ZKS") GRANTS YOU A LICENSE AS FOLLOWS TO THE SOURCE CODE TO FREEDOM SERVER 2.x 1. LICENSE. ZKS grants you a non-exclusive, transferable, perpetual (subject to the conditions of Section 6) license for the SOURCE CODE TO FREEDOM SERVER 2.x (the "Program") and its associated documentation, subject to all of the following terms and conditions. This license authorizes you to: a. use the Program on any computer; b. make copies of the Program for back-up purposes; c. modify the Program in any manner for porting or performance improvement purposes (subject to Section 2) or to incorporate the Program into other computer programs (such as Application Programs) for your own personal or internal use, provided that you provide ZKS with a copy of any such modification or Application Program by electronic mail, and grant ZKS a perpetual, royalty-free license to use and distribute such modifications and Application Programs on the terms set forth in this Agreement; and d. copy and distribute the Program and Application Programs in accordance with the limitations set forth in Section 2. "Application Programs" are programs that incorporate all or any portion of the Program in any form. The restrictions imposed on Application Programs in this Agreement shall not apply to any software which, through the mere aggregation on distribution media, is co-located or stored with the Program. 2. LIMITATIONS ON LICENSE. a. ZKS owns the Program and its associated documentation and all copyrights therein and, except for the rights granted under this Agreement, retains all right, title and interest (legal and moral) in this Program, including any accompanying documentation. You may only use, copy, modify and distribute the Program as expressly provided for in this Agreement. You must reproduce and include this Agreement, ZKS's copyright notices and disclaimer of warranty on any copy and its associated documentation. The Program and any Application Programs must be distributed with their source code. b. The Program may not be used directly for revenue-generating or other commercial purposes, such as selling the Program or any Application Programs as a separate product, as part of a bigger product or project, or otherwise used for financial gain without agreeing to a separate commercial license with ZKS. Notwithstanding the generality of the foregoing, you may not: (i) use the Program to provide services to others for which you are compensated in any manner; (ii) license or otherwise distribute any Application Program in any manner that generates income to you, including without limitation any income on account of license fees, royalties, maintenance fees and upgrade fees; and (iii) license or otherwise distribute any Application Program without the express written acknowledgment of the end user that the Program and/or any Application Program will not be used in connection with any revenue-generating activity of the end user. Nothing in this paragraph prohibits you from using the Program or any Application Program solely for internal purposes on the premises of a business which is engaged in revenue-generating activities. c. The Program, if modified, must carry prominent notices stating that changes have been made, and the dates and nature of any such changes. d. Local regulations may exist which limit your right to distribute or use cryptographic software or code. In some territories, use of any encryption may be illegal. ZKS is not responsible for unauthorized distribution or use of the Program in such territories. You agree that you are responsible for compliance with any cryptographic and/or export/import control laws and regulations and represent and warrant that you have obtained all necessary approvals and authorization prior to downloading and using the Program. 3. NO ZKS OBLIGATION. You are solely responsible for all of your costs and expenses incurred in connection with the distribution and use of the Program or any Application Program hereunder, and ZKS shall have no liability, obligation or responsibility therefor. ZKS shall have no obligation to provide maintenance, support, upgrades or new releases to you or to any distributee of the Program or any Application Program. 4. NO WARRANTY OF PERFORMANCE. THE PROGRAM IS PROVIDED ON AN "AS IS" BASIS. ZKS MAKES NO WARRANTY WHATSOEVER IN RESPECT OF THE PROGRAM, WHETHER EXPRESS, IMPLIED OR STATUTORY, AS TO ANY MATTER WHATSOEVER. IN PARTICULAR, ANY AND ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS WITH RESPECT TO THE PROGRAM ARE EXPRESSLY EXCLUDED AND DISCLAIMED. YOU AND YOUR DISTRIBUTEES ASSUME THE ENTIRE COST OF ANY AND ALL DAMAGES RESULTING FROM THE USE OF THE PROGRAM. SHOULD THE PROGRAM PROVE DEFECTIVE, YOU AND YOUR DISTRIBUTEES (AND NOT ZKS) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. 5. LIMITATION OF LIABILITY. IN NO EVENT SHALL ZKS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY KIND ARISING OUT OF THE USE OR INABILITY TO USE THIS PROGRAM, EVEN IF ZKS HAS BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. 6. TERM. The license granted hereunder is effective until terminated. You may terminate it at any time by destroying the Program and its associated documentation. The termination of your license will not result in the termination of the licenses of any distributees who have received rights to the Program through you so long as they are in compliance with the provisions of this license. 7. GENERAL a. This Agreement shall be governed by the laws of the Province of Quebec without reference to conflict of laws principles. b. Address all correspondence regarding this license to ZKS' electronic mail address , or to Zero-Knowledge Systems Inc. ATTN: "SOURCE CODE TO FREEDOM SERVER 2.x" administrator 888 de Maisonneuve E #600 Montreal, Quebec Canada H2L 4S8 c. You understand and agree that this Agreement is only available in English. Vous comprenez et acceptez que la présente entente n'est disponible qu'en anglais.