SWIFTDECODER TRIAL PROGRAM

SOFTWARE EVALUATION AGREEMENT

BY DOWNLOADING THIS SOFTWARE OR ANY UPDATE THERETO, YOU CONFIRM THAT YOU AGREE TO BE BOUND BY ALL OF THE TERMS OF THE GOOGLE TERMS AVAILABLE AT https://developers.google.com/terms (including any other terms referenced therein) AND HONEYWELL’S STANDARD TERMS AND CONDITIONS FOR PRODUCTIVITY SERVICES AND SOLUTIONS AVAILABLE AT https://automation.honeywell.com/us/en/support/ia-terms-and-conditions-of-sale#productivity-solutions-and-services-pss, AND YOU AGREE TO INDEMNIFY AND HOLD HARMLESS HONEYWELL AND EACH OF ITS AFFILIATES FOR ANY BREACH OR OTHER NON-COMPLIANCE WITH THESE TERMS AND CONDITIONS.

TERMS AND CONDITIONS

1. DEFINITIONS
   1. Evaluate or Evaluation means the use and test of Evaluation Software and Materials by Licensee with the sole intent of evaluating its performance.
   2. Evaluation Software means the object code for Honeywell's software made available to Licensee under this Agreement.
   3. Evaluation Term means one hundred and eighty (180) days.
   4. Materials means any non-software documentation made available to Licensee upon acceptance of this Agreement, including but not limited to FAQs, help files, and installation or user guides.
2. EVALUATION AGREEMENT
   1. Rights Granted to Licensee. Honeywell hereby grants Licensee a personal, nontransferable, non-exclusive right to Evaluate the Evaluation Software and to use the Materials in support thereof, without any right of sub-license, for the Evaluation Term. Licensee may not use the Evaluation Software for any commercial purpose.
   2. Rights Reserved to Honeywell. Licensee acknowledges that, as between Licensee and Honeywell, the Evaluation Software and Materials are the sole property of Honeywell and that Licensee has no rights therein except those expressly granted by this Agreement. All title and copyrights in and to the Evaluation Software and Materials are owned by Honeywell. All rights not specifically granted by Honeywell under this Agreement are reserved for Honeywell. Nothing herein shall be construed as restricting Honeywell's right to sell, lease, license, modify, publish, or otherwise distribute the Evaluation Software and Materials, in whole or in part, to any other person or entity.
   3. Rights Specifically Denied Licensee. Licensee shall have no right to modify, change, or make derivative works of the Evaluation Software and Materials; sell the Evaluation Software and Materials; or directly or indirectly make any effort to deconstruct the Evaluation Software, including but not limited to “unlocking”, decompiling, disassembling, reverse assembling, reverse engineering, or performing any other operation on the Evaluation Software to recover any portion of its contents or translate the same to human-perceivable form.
3. NO REPRODUCTION OR DISTRIBUTION BY LICENSEE. Licensee has no rights to reproduce or otherwise copy, or to distribute, the Evaluation Software and Materials.
4. DISCLAIMERS; LIMITATION OF LIABILITY. Honeywell does not warranty or support the Evaluation Software and Materials in any way. THE EVALUATION SOFTWARE AND MATERIALS ARE PROVIDED “AS-IS”. HONEYWELL DISCLAIMS ANY IMPLIED OR STATUTORY WARRANTIES IN RESPECT OF THE EVALUATION SOFTWARE AND MATERIALS, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. IN NO EVENT SHALL HONEYWELL BE LIABLE FOR ANY DAMAGES, WHETHER DIRECT OR INDIRECT, ARISING OUT OF THIS AGREEMENT.
5. CONFIDENTIALITY
   Licensee acknowledges that the Evaluation Software and Materials and any other information provided by Honeywell in connection therewith are confidential information of Honeywell (“Confidential Information”). Licensee agrees not to disclose Confidential Information other than to those employees of Licensee who reasonably require access to the Confidential Information in order to carry out the Evaluation, and to protect Confidential Information from disclosure to others with the same degree of care accorded to its own confidential and/or proprietary information of like kind, but in no event less than a reasonable standard of care.
6. PROPRIETARY RIGHTS NOTICES
   Licensee agrees not to obscure, remove, or in any way modify any trademarks, trade names, logos, patent or copyright notices, or other proprietary rights notices marked on, embedded in, or otherwise associated with the Evaluation Software and Materials.
7. TERMINATION.
   1. Termination for Breach: this Agreement will immediately and automatically terminate upon any breach by Licensee of Sections 2c, 3, 5, or 6.
   2. Termination at Will: either party may terminate this Agreement without cause on written notice.
   3. Effect of Termination. Upon any expiration or termination of this Agreement, all rights under this Agreement immediately terminate and Licensee shall immediately return to Honeywell, at Licensee's expense, all copies of the Evaluation Software and Materials in Licensee's possession.