END USER SOFTWARE LICENSE

This End User Software License (Agreement) is made as of the 7th day of September,
2012 (Effective Date) between Robomatter, Inc., having a principal place of business at
1151 Freeport Road. Suite 161, Pittsburgh, Pa. 15238-7317 (Robomatter) and you
(Licensee).
IMPORTANT READ CAREFULLY: This is a legal agreement between the licensee
(either an individual or entity), and Robomatter. It imposes certain restrictions on your
use of the Software. Robomatter and its licensors retain ownership of the Software and no
rights are granted to the licensee other than a license to use the Software and any related
documentation provided with the Software by Robomatter (the Documentation),
according to the terms expressly set forth in this Agreement. By using this software the
licensee agrees to the terms stated herein. By clicking on the Yes button below you
agree to be and are hereby bound by the terms of this License Agreement. If you do not
agree to the terms of this Agreement, you must promptly return the ROBOTC
Programming Software, including any Documentation. Upon such return, your payment
for the Software will be refunded minus a $20 administrative fee.
Robomatter desires to grant to Licensee, and Licensee desires to accept, a license to use
the following software (Software) under the terms of this Agreement:
The ROBOTC Robot Virtual World (RVW)Software.
Note - RVW Software or portions thereof are manufactured under license from Carnegie
Mellon University.

Intending to be legally bound, Robomatter and Licensee agree as follows:

1. License.
a. SINGLE USER License. Robomatter grants the SINGLE USER Licensee a nonexclusive, non-transferable right and license to use the ROBOTC RVW Software solely
for the purpose of education during the term of the license agreement. The SINGLE
USER Software license under this Agreement may be loaded on up to two (2) computers
owned and used by the primary user of the software.
If, during the term of the license or for up to three years after the license is purchased,
whichever amount of time is shorter, the Licensee has a hardware failure or a computer
upgrade that requires re-installation of the RVW Software on another computer then the
Licensee is permitted to install the software on a different computer as long as the total
number of installations is no more than two (2) computers.
b. SIX SEAT TEAM License. Robomatter grants the SIX SEAT TEAM Licensee a nonexclusive, non-transferable right and license to use the ROBOTC RVW Software solely
for the purpose of education. The Software license under the Six Seat Team License
Agreement allows the licensee to load the software on up to six computers for the use of
one team.
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If, within the term of the license or the first three years of installation, whichever amount
of time is shorter, a hardware failure or upgrade requires re-installation of the software on
another computer, this will not count as an additional installation against the license
limits.
b. 30 Seat CLASSROOM License. Robomatter grants the 30 Seat CLASSROOM
Licensee a non-exclusive, non-transferable right and license to use the ROBOTC
Programming Software solely for the purpose of education and robot controller
programming. The Software license under the CLASSROOM Agreement allows the
licensee to load the software on up to thirty computers in one classroom.
If, within the term of the license or for the first three years of installation, whichever
amount of time is shorter, a hardware failure or upgrade requires re-installation of the
software on another computer, this will not count as an additional installation against the
license limits.
2. Restrictions on Use; Non-Disclosure. Licensee agrees that it will not (and will not
permit others to) modify, decompile, reverse engineer, redistribute, repackage, encumber,
sell, rent, lease, sublicense, assign, time-share, publish, broadcast, circulate, market,
donate, disseminate, retransmit, or commercially-exploit the Software and/or any copies
or parts thereof. Licensee may copy the Software only as described in Section 1 above
and for no other purpose. Licensee understands that the Software is proprietary to
Robomatter and Licensee agrees not to disclose the Software to any third party. In the
event Licensee is legally compelled to disclose the Software, Licensee agrees to provide
Robomatter with reasonable advance written notice of such disclosure to allow
Robomatter to seek a protective order or other remedy.
3. Ownership. Licensee agrees that it is acquiring no ownership rights in the Software
and may only use the Software in accordance with the terms of this Agreement. The
Software remains the property of Robomatter and its licensors, as applicable. Licensee
agrees that while it is not obligated to provide any feedback to Robomatter regarding the
Software, Licensee relinquishes any intellectual property claims to any and all comments
or suggestions provided to Robomatter regarding the Software, and Robomatter is free to
incorporate any, all or none of this information into items developed by Robomatter.
4. Term and Termination. Provided Licensee complies with all terms and conditions of
this Agreement, Licensee may continue to use the Software. This Agreement will
terminate when either Licensee discontinues use of the Software (and either returns or
destroys the Software), or Robomatter terminates this Agreement by written notice to
Licensee as a result of Licensees breach of any term of this Agreement, whichever occurs
first. In the event of termination by Robomatter, Licensee agrees: (a) to immediately
cease using the Software and all copies thereof and to remove the Software from
Licensees computers and systems; (b) to return the Software and all copies to
Robomatter (or, at Robomatters option, to destroy the Software and any and all copies
and provide a written certification regarding such destruction). In the event of termination
of this Agreement, Robomatter and Licensee agree they will continue to be bound by the
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obligations of Sections 2 through 13 (inclusive).

5. Payment. In consideration for the license to the Software, Licensee agrees to pay
Robomatter or its designee the amount listed in EXHIBIT A at the end of this agreement
upon the execution of this Agreement. All payments shall be paid in United States dollars
within thirty (30) days of the date of invoice. Any payments not made when due
hereunder shall accrue interest at a rate of 1.5% per month or the maximum rate permitted
under applicable law, whichever is less.
6. No Warranty. THE SOFTWARE AND ANY OTHER MATERIALS OR
INFORMATION PROVIDED BY ROBOMATTER ARE ON AN AS IS BASIS AND
ROBOMATTER MAKES NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR
IMPLIED, AS TO ANY MATTER INCLUDING, BUT NOT LIMITED TO,
WARRANTY OF FITNESS FOR PARTICULAR PURPOSE, MERCHANTABILITY,
INFORMATIONAL CONTENT, TITLE, NON-INFRINGEMENT, OR ERROR-FREE
OPERATION. ROBOMATTER SHALL NOT BE LIABLE TO LICENSEE FOR
INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES, SUCH AS LOSS OF
PROFITS OR INABILITY TO USE THE SOFTWARE, UNDER THIS AGREEMENT,
REGARDLESS OF WHETHER ROBOMATTER WAS AWARE OF THE
POSSIBILITY OF SUCH DAMAGES. ROBOMATTERS MAXIMUM LIABILITY
FOR ANY DAMAGES WHATSOEVER ARISING OUT OF THIS AGREEMENT,
REGARDLESS OF THE MANNER CLAIMED OR THE FORM OF ACTION
ALLEGED (I.E., TORTS, CONTRACTS OR OTHERWISE), SHALL NOT EXCEED
IN THE AGGREGATE THE TOTAL UNRESTRICTED PAYMENTS RECEIVED BY
ROBOMATTER FROM LICENSEE UNDER THIS AGREEMENT.
7. Indemnification. Licensee hereby agrees to defend, indemnify and hold harmless
Robomatter, its trustees, officers, employees and agents from all claims or demands made
against them (and any related losses, expenses or attorneys fees) arising out of or relating
to Licensees negligent use of or willful misuse of or negligent conduct or willful
misconduct regarding the Software (including, but not limited to, any claims of product
liability, personal injury, or death, damage to property or violation of any laws or
regulations).
8. No Assignment. This Agreement may not be assigned by Licensee without the prior
written consent of Robomatter. Any attempted assignment by Licensee in violation of this
Section shall be null and void. Subject to the restrictions of this Section, this Agreement
shall be binding upon and inure to the benefit of the parties hereto, their representatives,
successors and permitted assigns.
9. Export Control Laws. It is understood that the Software is subject to applicable
United States export laws and regulations (including, but not limited to, the Export
Administration Act of 1979). Licensee agrees to comply with any and all applicable
export control laws and/or regulations and to obtain any required licenses or approvals.
10. Governing Law; Arbitration. This Agreement and any and all claims arising from it
will be construed under the laws of the Commonwealth of Pennsylvania without regard to
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its conflict of laws issues. Any dispute or claim arising out of or relating to this
Agreement will be settled exclusively by arbitration in Pittsburgh, Pennsylvania in
accordance with the Rule of the American Arbitration Association and judgment upon the
award rendered by the arbitrator(s) may be entered in any court having jurisdiction.
11. Notices. Any notices to be given under this Agreement shall be in a non-electronic
writing and mailed either overnight via nationally recognized overnight courier or via
certified first class mail, return receipt requested, to the addresses listed in the first
paragraph of this Agreement.
12. Entire Agreement. This Agreement constitutes the entire agreement of the parties
and supersedes all previous agreements and understandings related to the subject matter
of this Agreement. This Agreement may not be amended or modified except by a written
document signed by authorized representatives of both parties. The parties hereby execute
this Agreement as of the Effective Date: By clicking Yes below, the Licensee hereby
represents and warrants to Robomatter that s/he has the authority to bind the Licensee to
this Agreement.
EXHIBIT A:
See www.robotc.net for latest pricing information.