TERMS AND CONDITIONS FOR USE 1. Definitions "License" shall mean this document. "Licensor" shall mean Index Hint LLC. "Legal Entity" shall mean the union of the acting entity and all other entities that control, are controlled by, or are under common control with that entity. For the purposes of this definition, "control" means (i) the power, direct or indirect, to cause the direction or management of such entity, whether by contract or otherwise, or (ii) ownership of fifty percent (50%) or more of the outstanding shares, or (iii) beneficial ownership of such entity. "You" (or "Your") shall mean an individual or Legal Entity exercising permissions granted by this License. "Activation Keys" shall mean unique license key-code files or API key values provided by Licensor to enable Your use of Skeema Unlimited. "Software" shall mean the software program Skeema Unlimited in binary form for one or more operating system platforms, along with any supplemental files and Activation Keys, made available under the License. 2. Grant of Rights Subject to the terms and conditions of this License, Licensor hereby grants to You a worldwide, non-exclusive, non-transferable license to use the Software. You may install and use an unlimited number of copies of the Software for Your internal business use. 3. Upgrades This License entitles You to 12 months of online access to all updates and upgrades of the Software, without any further fees. You may perpetually use any version of the Software released within the 12 month period following the Acceptance date of this License. After 12 months, Your ability to download updates will cease under this License. Your Activation Keys enable use of any version of the Software released prior to the Acceptance date of this License, as well as any version of the Software released within the 12 month period following the Acceptance date of this License. Your Activation Keys do not expire, but also do not enable use of any version of the Software released more than 12 months after the Acceptance date of this License. 4. Support This License entitles You to technical support by e-mail for 12 months following the Acceptance date of this License, without any further fees. After 12 months, access to technical support will cease under this License. Support requests must be sent by e-mail to support@skeema.io, and shall be answered by e-mail within 3 U.S. business days. Licensor will use reasonable endeavors to solve problems identified by You. However, due to the nature of software, no guarantees are made that any particular problem will be solved. In cases where a problem is solved, no guarantees are made that it will be solved in a particular way, and scheduling of a corresponding new release of the Software shall be solely under Licensor's control. Technical support is limited to general-purpose questions, troubleshooting, and defect reports relating to the Software's documented functionality. Technical support does not include feature request implementation, training materials, tutorials, or consultation regarding how to use the Software to solve Your specific internal business needs or custom use-cases. 5. Restrictions The Software is licensed for Your internal business use. You may not reproduce, distribute, rent, lease, sell, publish, transmit, host, outsource, or otherwise make available the Software, in whole or in part, to any third party. You may not use the Software to create, offer, host, or distribute a competing product which provides relational database management solutions to third parties. A product competes if it acts as a substitute for the functionality or value of the Software. A product may compete even if it provides its functionality via any kind of interface (including services, libraries, or APIs) and even if it is provided free of charge. You may not sub-license, transfer, or assign any of the rights or obligations granted under this License to any other person or legal entity. You may not modify, reverse-engineer, tamper with, or de-compile the Software in any manner. Title, copyright, intellectual property rights and distribution rights of the Software remain solely and exclusively with the Licensor. This License does not in any way transfer ownership rights to the Software. This License does not grant permission to use the trade names, trademarks, service marks, or product names of the Licensor. 6. Disclaimer of Warranty Unless required by applicable law or agreed to in writing, Licensor provides the Software on an "AS IS" BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either expressed, implied, or statutory, including, without limitation, any warranties or conditions of MERCHANTABILITY or FITNESS FOR A PARTICULAR PURPOSE. You are solely responsible for determining the appropriateness of using the Software and assume any risks associated with Your exercise of permissions under this License. Licensor does not warrant that use of the Software will be uninterrupted or error-free. You accept that software in general is prone to bugs and flaws within an acceptable level as determined in the industry. 7. Limitation of Liability Liability of Licensor will be limited to a maximum of the aggregate sum of any fees paid for the Software in the 12 months prior to the event giving rise to the liability. Licensor will not be liable for any direct, indirect, special, incidental, or consequential damages of any character arising as a result of this License or out of the use or inability to use the Software (including but not limited to damages for loss of goodwill, work stoppage, computer failure or malfunction, loss of profits, loss of revenue, loss of data, or any other business or economic disadvantage suffered by You arising out of the use or failure to use the Software), even if Licensor has been advised or is aware of the possibility of such damages. You acknowledge Your obligation to make data backups at regular intervals. In the event of a suspected software defect, You must also take all reasonable additional safety measures. 8. Mention right You grant the Licensor the right to mention Your use of the Software as a customer on Licensor's Web site, using Your company name and logo. 9. Acceptance All terms, conditions and obligations of this License will be deemed to be accepted by You upon first download of the Software. 10. Term and Termination The term of this License will begin upon Acceptance and is perpetual. You may terminate this License at any time by notifying Licensor in writing. This License will terminate automatically if You fail to comply with any of its provisions and fail to cure within 30 days of Licensor notifying You in writing of a material breach. This License is granted in consideration of Your timely payment of fees as indicated by the payment terms in Your purchase order, or Licensor's invoice to You. This License will terminate automatically if You fail to make payment in full within the time period allowed by the payment terms. On termination of this License for any reason, You will promptly destroy all copies of the Software. You will not receive any refunds upon termination. 11. Litigation Any litigation relating to this License may be brought only in the courts of a jurisdiction where Licensor maintains its principal place of business and such litigation shall be governed by laws of that jurisdiction, without reference to its conflict-of-law provisions. Nothing in this section shall prevent a party's ability to bring cross-claims or counter-claims. 12. Miscellaneous All rights not expressly granted in this License are reserved by Licensor. This License supersedes any prior conflicting communications, proposals, quotes, and representations between the parties concerning the Software. No waiver, change, or amendment of any term in this License is effective unless made in writing and signed by both parties. If any provision of this License is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable. Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this License. Words in the singular mean and include the plural and vice versa.