VOIDWARE PUBLIC SOURCE LICENCE v1.0, 2012 1. General; Definitions. This Licence applies to any program or other work which Voidware Ltd. ("Voidware") makes publicly available and which contains a notice placed by Voidware identifying such program or work as "Original Code" and stating that it is subject to the terms of this Voidware Public Source Licence version 1.0 ("Licence"). As used in this Licence: 1.1 "Applicable Patent Rights" mean: (a) in the case where Voidware is the grantor of rights, (i) claims of patents that are now or hereafter acquired, owned by or assigned to Voidware and (ii) that cover subject matter contained in the Original Code, but only to the extent necessary to use, reproduce and/or distribute the Original Code without infringement; and (b) in the case where You are the grantor of rights, (i) claims of patents that are now or hereafter acquired, owned by or assigned to You and (ii) that cover subject matter in Your Modifications, taken alone or in combination with Original Code. 1.2 "Contributor" means any person or entity that creates or contributes to the creation of Modifications. 1.3 "Covered Code" means the Original Code, Modifications, the combination of Original Code and any Modifications, and/or any respective portions thereof. 1.4 "Externally Deploy" means: (a) to distribute or otherwise make Covered Code available, directly or indirectly, to anyone other than You; and/or (b) to use Covered Code, alone or as part of a Larger Work, in any way to provide a service, including but not limited to delivery of content, through electronic communication with a client other than You. 1.5 "Larger Work" means a work which combines Covered Code or portions thereof with code not governed by the terms of this Licence. 1.6 "Modifications" mean any addition to, deletion from, and/or change to, the substance and/or structure of the Original Code, any previous Modifications, the combination of Original Code and any previous Modifications, and/or any respective portions thereof. When code is released as a series of files, a Modification is: (a) any addition to or deletion from the contents of a file containing Covered Code; and/or (b) any new file or other representation of computer program statements that contains any part of Covered Code. 1.7 "Original Code" means (a) the Source Code of a program or other work as originally made available by Voidware under this Licence, including the Source Code of any updates or upgrades to such programs or works made available by Voidware under this Licence, and that has been expressly identified by Voidware as such in the header file(s) of such work; and (b) the object code compiled from such Source Code and originally made available by Voidware under this Licence 1.8 "Source Code" means the human readable form of a program or other work that is suitable for making modifications to it, including all modules it contains, plus any associated interface definition files, scripts used to control compilation and installation of an executable (object code). 1.9 "You" or "Your" means an individual or a legal entity exercising rights under this Licence. For legal entities, "You" or "Your" includes any entity which controls, is controlled by, or is under common control with, You, where "control" means (a) the power, direct or indirect, to cause the direction or management of such entity, whether by contract or otherwise, or (b) ownership of fifty percent (50%) or more of the outstanding shares or beneficial ownership of such entity. 1.10 "Non-Commercial" means the distribution of software to any third party for which no payment is made in connection with such distribution, whether directly (including, without limitation, payment for a copy of the software) or indirectly (including, without limitation, payment for a service related to the software, or payment for a product or service that includes a copy of the software "without charge"). 2. Permitted Uses; Conditions & Restrictions. Subject to the terms and conditions of this Licence, Voidware hereby grants You, effective on the date You accept this Licence and acquire the Original Code, a world-wide, royalty-free, non-exclusive licence, to the extent of Voidware's Applicable Patent Rights and copyrights covering the Original Code, to do the following: 2.1 Unmodified Code. You may use, reproduce, display, perform, internally distribute within Your organization, and Externally Deploy verbatim, unmodified copies of the Original Code, for Non-Commercial purposes only, provided that in each instance: (a) You must retain and reproduce in all copies of Original Code the copyright and other proprietary notices and disclaimers of Voidware as they appear in the Original Code, and keep intact all notices in the Original Code that refer to this Licence; and (b) You must include a copy of this Licence with every copy of Source Code of Covered Code and documentation You distribute or Externally Deploy, and You may not offer or impose any terms on such Source Code that alter or restrict this Licence or the recipients' rights hereunder, except as permitted under Section 6. 2.2 Modified Code. You may modify Covered Code and use, reproduce, display, perform, internally distribute within Your organization, and Externally Deploy Your Modifications and Covered Code, for Non-Commercial purposes only, provided that in each instance You also meet all of these conditions: (a) You must satisfy all the conditions of Section 2.1 with respect to the Source Code of the Covered Code; (b) You must duplicate, to the extent it does not already exist, the notice in Exhibit A in each file of the Source Code of all Your Modifications, and cause the modified files to carry prominent notices stating that You changed the files and the date of any change; and (c) If You Externally Deploy Your Modifications, You must make Source Code of all Your Externally Deployed Modifications either available to those to whom You have Externally Deployed Your Modifications, or publicly available. Source Code of Your Externally Deployed Modifications must be released under the terms set forth in this Licence, including the licence grants set forth in Section 3 below, for as long as you Externally Deploy the Covered Code or twelve (12) months from the date of initial External Deployment, whichever is longer. You should preferably distribute the Source Code of Your Externally Deployed Modifications electronically (e.g. download from a web site). 2.3 Distribution of Executable Versions. In addition, if You Externally Deploy Covered Code (Original Code and/or Modifications) in object code, executable form only, You must include a prominent notice, in the code itself as well as in related documentation, stating that Source Code of the Covered Code is available under the terms of this Licence with information on how and where to obtain such Source Code. 2.4 Third Party Rights. You expressly acknowledge and agree that although Voidware and each Contributor grants the licences to their respective portions of the Covered Code set forth herein, no assurances are provided by Voidware or any Contributor that the Covered Code does not infringe the patent or other intellectual property rights of any other entity. Voidware and each Contributor disclaim any liability to You for claims brought by any other entity based on infringement of intellectual property rights or otherwise. As a condition to exercising the rights and licences granted hereunder, You hereby assume sole responsibility to secure any other intellectual property rights needed, if any. For example, if a third party patent licence is required to allow You to distribute the Covered Code, it is Your responsibility to acquire that licence before distributing the Covered Code. 3. Your Grants. In consideration of, and as a condition to, the licences granted to You under this Licence, You hereby grant to any person or entity receiving or distributing Covered Code under this Licence a non-exclusive, royalty-free, perpetual, irrevocable licence, under Your Applicable Patent Rights and other intellectual property rights (other than patent) owned or controlled by You, to use, reproduce, display, perform, modify, distribute and Externally Deploy Your Modifications of the same scope and extent as Voidware's licences under Sections 2.1 and 2.2 above. 4. Larger Works. You may create a Larger Work by combining Covered Code with other code not governed by the terms of this Licence and distribute the Larger Work as a single product. In each such instance, You must make sure the requirements of this Licence are fulfilled for the Covered Code or any portion thereof. 5. Limitations on Patent Licence. Except as expressly stated in Section 2, no other patent rights, express or implied, are granted by Voidware herein. Modifications and/or Larger Works may require additional patent licences from Voidware which Voidware may grant in its sole discretion. 6. Additional Terms. You may choose to offer, and to charge a fee for, warranty, support, indemnity or liability obligations and/or other rights consistent with the scope of the licence granted herein ("Additional Terms") to one or more recipients of Covered Code. However, You may do so only on Your own behalf and as Your sole responsibility, and not on behalf of Voidware or any Contributor. You must obtain the recipient's agreement that any such Additional Terms are offered by You alone, and You hereby agree to indemnify, defend and hold Voidware and every Contributor harmless for any liability incurred by or claims asserted against Voidware or such Contributor by reason of any such Additional Terms. 7. Versions of the Licence. Voidware may publish revised and/or new versions of this Licence from time to time. Each version will be given a distinguishing version number. Once Original Code has been published under a particular version of this Licence, You may continue to use it under the terms of that version. You may also choose to use such Original Code under the terms of any subsequent version of this Licence published by Voidware. No one other than Voidware has the right to modify the terms applicable to Covered Code created under this Licence. 8. NO WARRANTY OR SUPPORT. The Covered Code may contain in whole or in part pre-release, untested, or not fully tested works. The Covered Code may contain errors that could cause failures or loss of data, and may be incomplete or contain inaccuracies. You expressly acknowledge and agree that use of the Covered Code, or any portion thereof, is at Your sole and entire risk. THE COVERED CODE IS PROVIDED "AS IS" AND WITHOUT WARRANTY, UPGRADES OR SUPPORT OF ANY KIND AND VOIDWARE AND VOIDWARE'S LICENSOR(S) (COLLECTIVELY REFERRED TO AS "VOIDWARE" FOR THE PURPOSES OF SECTIONS 8 AND 9) AND ALL CONTRIBUTORS EXPRESSLY DISCLAIM ALL WARRANTIES AND/OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NONINFRINGEMENT OF THIRD PARTY RIGHTS. VOIDWARE AND EACH CONTRIBUTOR DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE COVERED CODE, THAT THE FUNCTIONS CONTAINED IN THE COVERED CODE WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE COVERED CODE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE COVERED CODE WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY VOIDWARE, AN VOIDWARE AUTHORIZED REPRESENTATIVE OR ANY CONTRIBUTOR SHALL CREATE A WARRANTY. You acknowledge that the Covered Code is not intended for use in the operation of nuclear facilities, aircraft navigation, communication systems, or air traffic control machines in which case the failure of the Covered Code could lead to death, personal injury, or severe physical or environmental damage. 9. LIMITATION OF LIABILITY. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL VOIDWARE OR ANY CONTRIBUTOR BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS LICENCE OR YOUR USE OR INABILITY TO USE THE COVERED CODE, OR ANY PORTION THEREOF, WHETHER UNDER A THEORY OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCTS LIABILITY OR OTHERWISE, EVEN IF VOIDWARE OR SUCH CONTRIBUTOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. 10. Trademarks. This Licence does not grant any rights to use the trademarks or trade name "Voidware" or any other trademarks, service marks, logos or trade names belonging to Voidware (collectively "Voidware Marks") or to any trademark, service mark, logo or trade name belonging to any Contributor. You agree not to use any Voidware Marks in or as part of the name of products derived from the Original Code or to endorse or promote products derived from the Original Code other than as expressly permitted in writing from Voidware. 11. Ownership. Subject to the licences granted under this Licence, each Contributor retains all rights, title and interest in and to any Modifications made by such Contributor. Voidware retains all rights, title and interest in and to the Original Code and any Modifications made by or on behalf of Voidware ("Voidware Modifications"), and such Voidware Modifications will not be automatically subject to this Licence. Voidware may, at its sole discretion, choose to license such Voidware Modifications under this Licence, or on different terms from those contained in this Licence or may choose not to license them at all. 12. Termination. 12.1 Termination. This Licence and the rights granted hereunder will terminate: (a) automatically without notice from Voidware if You fail to comply with any term(s) of this Licence and fail to cure such breach within 30 days of becoming aware of such breach; (b) immediately in the event of the circumstances described in Section 13.5(b); or (c) automatically without notice from Voidware if You, at any time during the term of this Licence, commence an action for patent infringement against Voidware; provided that Voidware did not first commence an action for patent infringement against You in that instance. 12.2 Effect of Termination. Upon termination, You agree to immediately stop any further use, reproduction, modification and distribution of the Covered Code. Any sublicences to the Covered Code which have been properly granted prior to termination shall survive any termination of this Licence. Provisions which, by their nature, should remain in effect beyond the termination of this Licence shall survive, including but not limited to Sections 3, 5, 8, 9, 10, 11, 12.2 and 13. No party will be liable to any other for compensation, indemnity or damages of any sort solely as a result of terminating this Licence in accordance with its terms, and termination of this Licence will be without prejudice to any other right or remedy of any party. 13. Miscellaneous. 13.1 Relationship of Parties. This Licence will not be construed as creating an agency, partnership, joint venture or any other form of legal association between or among You, Voidware or any Contributor, and You will not represent to the contrary, whether expressly, by implication, appearance or otherwise. 13.2 Independent Development. Nothing in this Licence will impair Voidware's right to acquire, license, develop, have others develop for it, market and/or distribute technology or products that perform the same or similar functions as, or otherwise compete with, Modifications, Larger Works, technology or products that You may develop, produce, market or distribute. 13.3 Waiver; Construction. Failure by Voidware or any Contributor to enforce any provision of this Licence will not be deemed a waiver of future enforcement of that or any other provision. Any law or regulation which provides that the language of a contract shall be construed against the drafter will not apply to this Licence. 13.4 Severability. (a) If for any reason a court of competent jurisdiction finds any provision of this Licence, or portion thereof, to be unenforceable, that provision of the Licence will be enforced to the maximum extent permissible so as to effect the economic benefits and intent of the parties, and the remainder of this Licence will continue in full force and effect. (b) Notwithstanding the foregoing, if applicable law prohibits or restricts You from fully and/or specifically complying with Sections 2 and/or 3 or prevents the enforceability of either of those Sections, this Licence will immediately terminate and You must immediately discontinue any use of the Covered Code and destroy all copies of it that are in your possession or control. 13.5 Dispute Resolution. Any litigation or other dispute resolution between You and Voidware relating to this Licence shall take place in the UK and is governed by and interpreted according to the laws of England & Wales and shall be subject to the exclusive jurisdiction of the English courts. 13.6 Entire Agreement; Governing Law. This Licence constitutes the entire agreement between the parties with respect to the subject matter hereof. This Licence shall be governed by the laws of England and Wales. EXHIBIT A. Portions Copyright (c) 2012 Voidware Ltd. All Rights Reserved. This file contains Original Code and/or Modifications of Original Code as defined in and that are subject to the Voidware Public Source Licence Version 1.0 (the 'Licence'). You may not use this file except in compliance with the Licence or with expressly written permission from Voidware. Please obtain a copy of the Licence at http://www.voidware.com/legal/vpsl1.txt and read it before using this file. The Original Code and all software distributed under the Licence are distributed on an 'AS IS' basis, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, AND VOIDWARE HEREBY DISCLAIMS ALL SUCH WARRANTIES, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT. Please see the Licence for the specific language governing rights and limitations under the Licence.