CANON SOFTWARE LICENSE AGREEMENT

IMPORTANT

This is a legal agreement ("Agreement") between you and Canon Inc. ("Canon") and governing your use of Canon's software programs including the related manuals or any printed material thereof (the "SOFTWARE") for certain Canon's copying machines, printers and multifunctional peripherals (the "Products").

READ CAREFULLY AND UNDERSTAND ALL OF THE RIGHTS AND RESTRICTIONS DESCRIBED IN THIS AGREEMENT BEFORE INSTALLING THE SOFTWARE.  BY CLICKING THE BUTTON INDICATING YOUR ACCEPTANCE AS STATED BELOW OR INSTALLING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.  IF YOU DO NOT AGREE TO THE FOLLOWING TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT USE THE SOFTWARE.  

1.  GRANT OF LICENSE
Canon grants you a personal, limited and non-exclusive license to use ("use" as used herein shall include storing, loading, installing, accessing, executing or displaying) the SOFTWARE solely for the use with Products only on computers directly or via network connected to the Products (the "Designated Computer"). 
You may allow other users of other computers connected to your Designated Computer to use the SOFTWARE, provided that you must assure that all such users shall abide by the terms of this Agreement and shall be subject to restrictions and obligations borne by you hereunder.

You may make one copy of the SOFTWARE solely for a back-up purpose.

2.  RESTRICTIONS
You shall not use the SOFTWARE except as expressly granted or permitted herein, and shall not assign, sublicense, sell, rent, lease, loan, convey or transfer to any third party the SOFTWARE.  You shall not alter, translate or convert to another programming language, modify, disassemble, decompile or otherwise reverse engineer the SOFTWARE and you shall not have any third party to do so.

3.  COPYRIGHT NOTICE
You shall not modify, remove or delete any copyright notice of Canon or its licensors contained in the SOFTWARE, including any copy thereof.

4.  OWNERSHIP
Canon and its licensors retain in all respects the title, ownership and intellectual property rights in and to the SOFTWARE.  Except as expressly provided herein, no license or right, express or implied, is hereby conveyed or granted by Canon to you for any intellectual property of Canon and its licensors.

5.  EXPORT CONTROL
You agree to comply with all export laws and restrictions and regulations of the country involved, and not to export or re-export, directly or indirectly, the SOFTWARE in violation of any such laws, restrictions and regulations, or without all necessary approvals.

6.  SUPPORT AND UPDATE
NEITHER CANON, CANON'S SUBSIDIARIES OR AFFILIATES, THEIR DISTRIBUTORS, OR DEALERS NOR CANON'S LICENSORS ARE RESPONSIBLE FOR MAINTAINING OR HELPING YOU TO USE THE SOFTWARE, OR PROVIDING YOU WITH ANY UPDATES, FIXES OR SUPPORT FOR THE SOFTWARE HEREUNDER.

7.  DISCLAIMER OF WARRANTIES AND LIABILITY
[NO WARRANTY]  THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.  THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE IS WITH YOU.  SHOULD THE SOFTWARE PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.  SOME STATES OR LEGAL JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.  
THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE OR JURISDICTION TO JURISDICTION.

NEITHER CANON, CANON'S SUBSIDIARIES OR AFFILIATES, THEIR DISTRIBUTORS, OR DEALERS NOR CANON'S LICENSORS WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE.

[NO LIABILITY FOR DAMAGES]  IN NO EVENT SHALL EITHER CANON, CANON'S SUBSIDIARIES OR AFFILIATES, THEIR DISTRIBUTORS DEALERS OR CANON'S LICENSORS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING WITHOUT LIMITATION, LOSS OF BUSINESS PROFITS, LOSS OF BUSINESS INFORMATION, LOSS OF BUSINESS INTERRUPTION OR OTHER COMPENSATORY, INCIDENTAL OR CONSEQUENTIAL DAMAGES) ARISING OUT OF THE SOFTWARE, USE THEREOF OR INABILITY TO USE THE SOFTWARE EVEN IF EITHER CANON, CANON'S SUBSIDIARIES OR AFFILIATES, THEIR DISTRIBUTORS, DEALERS OR CANON'S LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  SOME STATES OR LEGAL JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR PERSONAL INJURY OR DEATH RESULTING FROM NEGLIGENCE ON THE PART OF THE SELLER, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

[RELEASE OF LIABILITY]  TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, YOU HEREBY RELEASE CANON, CANON'S SUBSIDIARIES AND AFFILIATES, THEIR DISTRIBUTORS, DEALERS AND CANON'S LICENSORS FROM ANY AND ALL LIABILITY ARISING FROM OR RELATED TO ALL CLAIMS CONCERNING THE SOFTWARE OR ITS USE.

8.  TERM
This Agreement is effective upon your acceptance hereof by clicking the button indicating your acceptance as stated below or installing the SOFTWARE and remains in effect until terminated.  You may terminate this Agreement by destroying the SOFTWARE including any and all copies thereof. 
This Agreement shall also terminate if you fail to comply with any terms hereof.  Upon termination of this Agreement, in addition to Canon enforcing its respective legal rights, you must then promptly destroy the SOFTWARE including any and all copies thereof.  Notwithstanding the foregoing, Sections 4, and 7 through 11 shall survive any termination of this Agreement.

9.  U.S. GOVERNMENT RESTRICTED RIGHTS NOTICE
A "US Government End User" shall mean any agency or entity of the government of the United States.  If you are a US Government End User, the following shall apply: The SOFTWARE is a "commercial item," as that term is defined at 48 C.F.R. 2.101 (October 1995), consisting of "commercial computer software" and "commercial computer software documentation," as such terms are used in 48 C.F.R. 12.212 (September 1995).  Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4 (June 1995), all U.S. Government End Users shall acquire the SOFTWARE with only those rights set forth herein.  The manufacturer is Canon Inc./30-2, Shimomaruko 3-chome, Ohta-ku, Tokyo 146-8501, Japan.

10.  SEVERABILITY
In the event that any section hereof is declared or found to be illegal by any court or tribunal of competent jurisdiction, such section shall be null and void with respect to the jurisdiction of that court or tribunal and all the remaining provisions hereof shall remain in full force and effect.

11.  ACKNOWLEDGEMENT
BY CLICKING THE BUTTON INDICATING YOUR ACCEPTANCE AS STATED BELOW OR INSTALLING THE SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTOOD IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.  YOU ALSO AGREE THAT THIS AGREEMENT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF AGREEMENT BETWEEN YOU AND CANON CONCERNING THE SUBJECT MATTER HEREOF AND SUPERSEDES ALL PROPOSALS OR PRIOR AGREEMENTS, VERBAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN YOU AND CANON RELATING TO THE SUBJECT MATTER HEREOF.  NO AMENDMENT TO THIS AGREEMENT SHALL BE EFFECTIVE UNLESS SIGNED BY A DULY AUTHORISED REPRESENTATIVE OF CANON.

Should you have any questions concerning this Agreement, or if you desire to contact Canon for any reason, please write to Canon's sales subsidiary or distributor/dealer, serving the country where you obtained the Products.

No.025799