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+LICENSE AGREEMENT
+
+PLEASE READ THIS LICENSE AGREEMENT ("AGREEMENT") CAREFULLY BEFORE REPRODUCING OR IN ANY WAY
+UTILIZING THE sFlow(R) SOFTWARE ("SOFTWARE") AND/OR ANY ACCOMPANYING DOCUMENTATION
+("DOCUMENTATION") AND/OR THE RELATED SPECIFICATIONS ("SPECIFICATIONS"). YOUR REPRODUCTION
+OR USE OF THE SOFTWARE AND/OR THE DOCUMENTATION AND/OR THE SPECIFICATIONS CONSTITUTES YOUR
+ACCEPTANCE OF THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND
+BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY NOT REPRODUCE OR IN ANY WAY UTILIZE
+THE SOFTWARE OR THE DOCUMENTATION OR THE SPECIFICATIONS.
+
+1. Definitions.
+
+"Documentation" means the user manuals, training materials, and operating materials, if any,
+InMon provides to Licensee under this Agreement.
+
+"InMon" means InMon Corporation, its affiliates and subsidiaries.
+
+"Intellectual Property Rights" means any trade secrets, patents, including without
+limitation any patents covering the Software, copyrights, know-how, moral rights and
+similar rights of any type under the laws of any governmental authority, domestic or
+foreign, including all applications and registrations relating to any of the foregoing.
+
+"Licensee Hardware" means all computers, routers, or other equipment owned or controlled by
+or on behalf of Licensee.
+
+"Products" means any and all software applications, computers, routers, or other equipment
+manufactured by or on behalf of Licensee for the purpose of resale or lease to any other
+third party, or otherwise made available by Licensee free of charge.
+
+"Software" means the sFlow(R) software programs, in source or binary code format, that
+Licensee licenses from InMon under this Agreement and any bug fixes or error corrections
+which InMon may provide to Licensee.
+
+"Specifications" means the published specifications provided or otherwise made available by
+InMon at: http://www.sflow.org.
+
+"Trademark" means InMon's "sFlow(R)" trademark.
+
+2. License Grant.
+
+2.1 Software, Documentation and Specifications License Grant. InMon hereby grants to
+Licensee, under all of InMon's Intellectual Property Rights therein, a perpetual (subject
+to InMon's termination rights under Section 7 below), nonexclusive, royalty-free, worldwide,
+transferable, sublicensable license, to: (i) use and reproduce the Software, the
+Documentation, and the Specifications; (ii) modify the Software; (iii) implement the
+Specifications in the Products; (iv) install the Software, or software in which the
+Specifications have been implemented, on Licensee Hardware and Products, and (v) distribute
+any Products that include the Software, the Documentation, or software in which the
+Specifications have been implemented.
+
+2.2 Trademark License. InMon hereby grants to Licensee a perpetual (subject to InMon's
+termination rights under Section 7 below), nonexclusive, royalty-free, worldwide,
+transferable, sublicensable license to use the Trademark on or in connection with the
+Software, the Documentation, the Specifications and any software that implements the
+Specifications.
+
+2.3 Restrictions. Licensee agrees that it will not use the Software in a way
+inconsistent with the license granted in Section 2.1. Further, Licensee agrees that, in
+exercising its rights under the license granted to it in this Agreement, Licensee will:
+(i) strictly adhere to and fully comply with the Specifications; (ii) use the Trademark,
+and no other mark, to identify the Software, the Documentation, the Specifications and any
+Products that implement the Specifications; (iii) place, in a font or graphic design
+designated by InMon, the phrase "sFlow(R)" on any technical documentation,
+sales/marketing materials, catalogs, or other such materials relating to products it
+manufactures or markets which it has configured to be compatible with the Software or
+otherwise implement the Specifications; (iv) in connection with any Products shipped to or
+sold in other countries that include the Software or any software that implements the
+Specifications, comply with the patent and trademark laws and practice of such other
+country; and (v) not alter or impair any acknowledgment of copyright or trademark rights of
+InMon that may appear in or on the Software, the Documentation or the Specifications. In
+the event InMon determines that Licensee is not complying with its obligations under
+clauses (i)-(v) above, InMon shall notify Licensee of such non-compliance, and if Licensee
+fails to correct such non-compliance within three (3) months, InMon may immediately
+terminate this Agreement as provided under paragraph 7 below and pursue any and all
+actions and remedies as it deems necessary, including, but not limited to breach of
+contract.
+
+3. Ownership. Except for the license expressly granted in Section 2, Inmon hereby
+retains all right, title, and interest in and to the Trademark and all its Intellectual
+Property Rights in the Software, the Documentation and the Specifications. Licensee
+obtains no rights hereunder in the Trademark, Software, Documentation or Specifications by
+implication, estoppel or otherwise. Licensee acknowledges that the Trademark, Software,
+Documentation and Specifications are being licensed and not sold under this Agreement, and
+that this Agreement does not transfer title in the Trademark, Software, Documentation or
+Specifications, or any copy thereof, to Licensee.
+
+4. Support. Inmon shall have no obligation under this Agreement to (a) supply
+maintenance or support, bug fixes or error corrections to the Licensed Software,
+(b) supply future versions of the Licensed Software or (c) provide Licensed Software
+development tools to Licensee.
+
+5. Warranty. INMON HEREBY DISCLAIMS ALL WARRANTIES, EITHER EXPRESS, IMPLIED OR
+STATUTORY, WITH RESPECT TO THE TRADEMARK, THE SOFTWARE, THE DOCUMENTATION, THE
+SPECIFICATIONS. OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF
+MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF ANY INTELLECTUAL
+PROPERTY RIGHTS.
+
+6. Limitation of Liability. IN NO EVENT SHALL INMON OR ITS SUPPLIERS OR LICENSORS BE
+LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, INDIRECT OR EXEMPLARY DAMAGES WHATSOEVER,
+WHETHER RELATED TO OR ARISING OUT OF THIS AGREEMENT, THE TRADEMARK, THE SOFTWARE, THE
+DOCUMENTATION, THE SPECIFICATIONS, OR OTHERWISE, INCLUDING WITHOUT LIMITATION, DAMAGES FOR
+LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, COSTS OF PROCUREMENT OF SUBSTITUTE
+GOODS OR SERVICES OR FOR ANY CLAIM OR DEMAND AGAINST LICENSEE BY ANY OTHER PARTY, OR OTHER
+PECUNIARY LOSS, EVEN IF INMON HAS BEEN ADVISED OF OR KNOWS OF THE POSSIBILITY OF SUCH
+DAMAGES.
+
+7. Term and Termination. The term of this Agreement will begin on the Effective Date,
+which shall be deemed to be the date of delivery of the Software and/or Documentation and/or
+Specifications to Licensee, and shall continue indefinitely unless and until terminated by
+Licensee's giving written notice of termination to InMon, or by InMon pursuant to InMon's
+termination rights as set forth in Section 2.3 above. Upon any termination of this
+Agreement, Licensee shall cease exercising its license rights under this Agreement,
+including the right to distribute Products that incorporate the Software or Documentation
+or that implement the Specifications. The rights and obligations contained in Sections 1,
+3, 5, 6, 7, and 8 shall survive any termination of this Agreement.
+
+8. General Provisions.
+
+8.1 Assignment. This Agreement shall be binding upon and inure to the benefit of the
+parties hereto and their permitted successors and permitted assigns. InMon will have the
+right to assign this Agreement without notice to Licensee. Licensee may assign or transfer
+(whether by merger, operation of law or in any other manner) any of its rights or delegate
+any of its obligations hereunder without the prior written consent of InMon, provided the
+assignee assumes in writing all of Licensee's obligations hereunder.
+
+8.2 Notices. All notices permitted or required under this Agreement shall be in
+writing and shall be delivered in person or mailed by first class, registered or certified
+mail, postage prepaid, to the address of the party specified in this Agreement or such
+other address as either party may specify in writing. Such notice shall be deemed to have
+been given upon receipt.
+
+8.3 Non-Waiver. No term or provision hereof shall be deemed waived, and no breach
+excused, unless such waiver or consent shall be in writing and signed by the party claimed
+to have waived or consented. Any consent or waiver, whether express or implied, shall not
+constitute a consent or waiver of, or excuse for any separate, different or subsequent
+breach.
+
+8.4 Independent Contractor. The parties' relationship shall be solely that of
+independent contractors, and nothing contained in this Agreement shall be construed to make
+either party an agent, partner, representative or principal of the other for any purpose.
+
+8.5 Choice of Law and Forum. This Agreement shall be governed by and construed under
+the laws of the State of California, without giving effect to such state's conflict of laws
+principles. The parties hereby submit to the personal jurisdiction of, and agree that any
+legal proceeding with respect to or arising under this Agreement shall be brought in, the
+United States District Court for the Northern District of California or the state courts
+of the State of California for the County of San Francisco.
+
+8.6 U.S. Government Licenses. The Software and Documentation are considered a
+"commercial item" as that term is defined at 48 C.F.R 2.101, or "commercial computer
+software" and "commercial computer software documentation" as such terms are used in
+48 C.F.R 12.212 of the Federal Acquisition Regulations and its successors, and
+48 C.F.R. 227.7202 of the DoD FAR Supplement and its successors.
+
+8.7 Severability. If any provision of this Agreement is held to be unenforceable under
+applicable law, then such provision shall be excluded from this Agreement and the balance
+of this Agreement shall be interpreted as if such provision were so excluded and shall be
+enforceable in accordance with its terms. The court in its discretion may substitute for
+the excluded provision an enforceable provision which in economic substance reasonably
+approximates the excluded provision.
+
+8.8 Compliance With Law. Licensee shall comply with all applicable laws and
+regulations (including privacy laws and regulations) having application to or governing its
+ use and/or operation of the Software and agrees to indemnify and hold InMon harmless from
+and against any claims, damages, losses or obligations suffered or incurred by InMon
+arising from its failure to so comply.
+
+8.9 Entire Agreement; Amendment. This Agreement constitutes the final, complete and
+entire agreement between the parties with respect to the subject matter hereof, and
+supersedes any previous proposals, negotiations, agreements, or arrangements, whether
+verbal or written, made between the parties with respect to such subject matter. This
+Agreement shall control over any additional or conflicting terms in any of Licensee's
+purchase orders or other business forms. This Agreement may only be amended or modified
+by mutual agreement of authorized representatives of the parties in writing.
+
+InMon Corp.
+1 Sansome Street, 35th Floor, San Francisco, CA 94104
+Phone: (415) 946-8901
+URL: www.inmon.com
+Email: info@inmon.com
+