INTEL(R) LANDesk(R) Management Suite(R) Enhancement Software LICENSE AGREEMENT

DO NOT INSTALL, LOAD, OR USE THIS SOFTWARE, UNTIL YOU HAVE CAREFULLY READ AND AGREED TO THE FOLLOWING TERMS AND CONDITIONS.  BY INSTALLING, LOADING OR USING THIS SOFTWARE YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS SOFTWARE LICENSE AGREEMENT ("AGREEMENT").  IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, PROMPTLY RETURN THE SOFTWARE AND ANY ACCOMPANYING ITEMS.

LICENSE:  Intel Corporation ("Intel") grants you the non-exclusive right to copy, install and use the LANDeskManagement Suite Enhancement software programs and associated materials ("Software"), under the following terms and conditions.  Software is comprised of multiple components, containing either server software programs ("Server Software"), work station software programs ("Work Station Software"), or both.  The function and automatic installation of the Software and its component parts are described more fully in the user documentation provided with the Software.  You may copy, install and use the Software upon only that number of computers authorized in the Authorized Node section below ("Authorized Nodes").

YOU MAY: 1. Copy, install and use the Server Software on multiple file servers ("Licensed Servers");
2. Copy, install and use the Work Station Software on any work station, which may include a personal computer or a file server, that attaches to a Licensed Server, any stand alone work stations at the same location of a Licensed Server, and on any portable or home computer of employees who work at the location of a Licensed Server ("Licensed Work Station");
3. Make backup and/or archival copies of the respective Software you are authorized to load onto each Licensed Server and Licensed Work Station.

RESTRICTIONS:

YOU WILL NOT: 1. Copy, modify, rent, sell, distribute or transfer the Software or any portion thereof except as provided in this Agreement, and you agree to take reasonable measures to prevent unauthorized copying of the Software.
2. Reverse engineer, decompile, or disassemble the Software.
3. Sublicense the Software.

For purposes of this Agreement, each Licensed Server and Licensed Work Station shall constitute an Authorized Node.  You may copy, install and use any combination of the Software components upon an Authorized Node, provided that the total number of Authorized Nodes upon which the Software is installed does not exceed the number authorized hereunder.

OWNERSHIP OF SOFTWARE AND COPYRIGHTS:  Title to the Software and all copies thereof remain with Intel or its vendors.  The Software is copyrighted and is protected by the laws of the United States and other countries, and international treaty provisions.  You will not remove the copyright notice from the Software.  Intel may make changes to the Software, or to items referenced therein, at any time without notice, but is not obligated to support or update the Software. Except as otherwise expressly provided, Intel grants no express or implied right under Intel patents, copyrights, trademarks, or other intellectual property rights. You may transfer the Software only if the recipient agrees to be fully bound by these terms and if you retain no copies of the Software. 

THIRD PARTY SOFTWARE: Third party software (e.g. - drivers, utilities, operating system components, etc.) which may be distributed with the licensed Software hereunder is provided "AS IS" without warranty of any kind, whether express or implied, and your use and installation thereof is subject to the third party licenses supplied with such software.  Intel expressly disclaims liability of any kind with respect to your installation or use of third party software.

MULTIPLE MEDIA SOFTWARE:  If the Software package contains multiple media, (e.g. different sizes of diskettes and/or CD ROM) you may only use that media which is appropriate for installation onto your Licensed Servers and Licensed Workstations.  If the Software contains multiple versions for use with different types of operating systems, then you may use only that version which is appropriate for use with your Licensed Servers and Licensed Workstations.

DUAL MEDIA SOFTWARE:  If the Software package contains multiple media, you may only use the disks appropriate for your file server.  If the Software contains multiple operating system platform versions, then you may use only one of the platform versions of the Software unless all of the platform versions are installed and used on the same file server.

LIMITED MEDIA WARRANTY:  Intel warrants that it has the right to license you to use the Software.  If the Software has been delivered by Intel on physical media, Intel warrants that the media on which the Software is furnished will be free from defects in material and workmanship for a period of ninety (90) days from the date of purchase. If such a defect is found, return the media to Intel for replacement or alternate delivery of the Software as Intel may select.  This limited warranty does not extend to any hardware media upon which Intel may have pre-installed the Software. Warranties for Intel hardware products, if any, are supplied separately with the respective hardware product

EXCLUSION OF OTHER WARRANTIES:  EXCEPT AS PROVIDED ABOVE, THE SOFTWARE IS PROVIDED "AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. Intel does not warrant or assume responsibility for the accuracy or completeness of the information, text, graphics, links or other items which may be contained within the Software. 

LIMITATION OF LIABILITY:  IN NO EVENT SHALL INTEL OR ITS SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTIAL, CONSEQUENTIAL OR SPECIAL DAMAGES, LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION, OR INFRINGEMENT OF ANY PARTY'S INTELLECTUAL PROPERTY RIGHTS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF INTEL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH  DAMAGES. SOME JURISDICTIONS PROHIBIT EXCLUSION OR LIMITATION OF LIABILITY FOR IMPLIED WARRANTIES OR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION. 

AUDIT:  Intel reserves the right to have audits conducted to verify your compliance with this Agreement.

TERMINATION OF THIS LICENSE:  Intel may terminate this license at any time if you are in breach of any of its terms and conditions.  Upon termination, you will immediately destroy the Software or return all copies of the Software and documentation to Intel.

COMPLIANCE WITH LAWS:.  You may not distribute, export/re-export or use the Software in violation of any applicable laws, regulations, orders or other restrictions.

GOVERNING LAW:  Claims arising under this Agreement shall be governed by the laws of California, excluding its principles of conflict of laws and the United Nations Convention on Contracts for the Sale of Goods. Intel is not obligated under any other agreements unless they are in writing and signed by an authorized representative of Intel.

GOVERNMENT RESTRICTED RIGHTS: The Software is provided with "RESTRICTED RIGHTS." Use, duplication, or disclosure by the Government is subject to restrictions as set forth in FAR52.227-14 and DFAR252.227-7013 et seq. or its successor. Use of the Software by the Government constitutes acknowledgment of Intel's proprietary rights therein. Contractor or Manufacturer is Intel Corporation, 2200 Mission College Blvd., Santa Clara, CA 95052.

SEVERABILITY:  The terms and conditions stated in this Agreement are declared to be severable. If any paragraph, provision, or clause in this Agreement shall be found or be held to be invalid or unenforceable in any jurisdiction in which this Agreement is being performed, the remainder of this Agreement shall remain valid and enforceable.

AUTHORIZED NODE COPIES.  The total number of Authorized Nodes upon which Licensee may copy, install and use the Software, whether as original installations or upgrades,  is indicated on a label affixed to the product packaging in which the Software media has been provided.  If you have purchased the Software as an upgrade to earlier versions of INTEL(R) LANDesk(R)Management Suite(R) Enhancement software, you may only copy and install the Software onto nodes which are licensed for the prior version, subject to the total number of Authorized Nodes permitted hereunder. 