DISCIPULUS(TM) ONE-YEAR, DEVELOPMENT AND INCREMENTAL-RUN-TIME-DEPLOYMENT-FOR-FEE LICENSE BY CLICKING ON THE "I AGREE" BUTTON OR BY USING THE SOFTWARE DELIVERED TO YOU IN CONNECTION WITH THIS LICENSE AGREEMENT, OR EITHER OF THEM, YOU ARE CONSENTING TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT INSTALL OR USE THIS SOFTWARE. IF YOU ARE INSTALLING THE SOFTWARE, CLICK "CANCEL" TO EXIT THIS INSTALLATION NOW. RETURN THE PRODUCT TO THE PLACE OF PURCHASE FOR A FULL REFUND. IF YOU CONTINUE WITH THE INSTALLATION, YOU ARE AGREEING TO THE TERMS OF THIS LICENSE AGREEMENT. I. PARTICULAR TERMS THAT HAVE SPECIAL MEANINGS IN THIS AGREEMENT A. LICENSOR. Register Machine Learning Technologies, Inc. is the Licensor and shall be referred to as "RML" or “Licensor.” B. LICENSEE In this agreement, the term "you" or "your" shall refer only to the single named person or entity to whom RML has expressly licensed the copy of the Software delivered in connection with this agreement (the "Licensee"). If the Software is licensed to a person at an entity, "you" or "your" shall refer only to the entity to whom is made. The terms "you" or "your" shall not refer to any person or entity other than the Licensee. Without limiting the foregoing, the terms "you" or "your" do not apply to any people or business entities that are related to the Licensee (other than the Licensee it/him/herself) such as (and without limitation) subsidiaries, partners, affiliates, owners, parent corporations. So, by way of example, if you ordered Discipulus by filling out an order form, this license shall extend only to the person named in the order form (or, if the order form is completed with a company name included, to the company named in the order form). As a further example, if you ordered Discipulus by filling out a form on the Web, this license shall extend only to the person named in the web form (or, if the web form is completed with a company name included, to the company named in the web form). C. SOFTWARE The term "the Software" shall refer to the copy of Discipulus that you may install from the installable software for Discipulus that you have received from RML. D. RESULTS OF USING THE SOFTWARE The term "Results of Using the Software" shall refer to any result of running the Software, including, without limitation: (1) All programs and all parts of programs evolved or created in whole or in part by the Software; (2) All copies or other decompilations of programs or parts of programs evolved or created in whole or in part by the Software such as, and by way of example only machine code, assembler code, C Code, or Open Expression decompilations; (3) Any Project Files, Individual Files, C Files, or Snapshot Files created in whole or in part by the Software; and (4) All derivative works prepared in whole or in part from any other Result of Using the Software. The term "Results of Using the Software" shall in addition, refer to any information acquired from running the Software or that is contained in any other Result of Using the Software. By accepting this license agreement, you acknowledge and agree that RML, as the creator of Discipulus, is one of the principal creative forces in the creation of Results of Using the Software and, as such, is a joint creator, with you, of the all Results of Using the Software. E. SINGLE SOLUTION TO A SINGLE PROBLEM A “Single Solution to a Single Problem” or a “Solution” is any combination of one or more Results of Using the Software where each of said Results were trained on the same inputs and outputs. So for example, a solution that combines five evolved programs that were evolved on the same inputs in a majority voting algorithm would be a Single Solution to a Single Problem. By way of contrast, and by way of example, two programs that control two different subsystems of a different industrial boiler would not comprise a “Single Solution to a Single Problem.” Rather, they would count as two Solutions for the purpose of this agreement even though, in combination, they act to control a single boiler. II. GRANT Subject to payment of applicable license fees, RML grants to you a limited, non-exclusive license to use the Software and accompanying documentation ("Documentation") only in the manner and for the term described below under "Scope of Grant.” Subject to payment of applicable license fees, you shall have only, and RML grants to you the only, those rights in and to the Results of Using the Software expressly described below under "Scope of Grant." III. LIMITED WARRANTY RML warrants that the media containing the Software, if provided by RML, is free from defects in material and workmanship and will so remain for ninety days from the date you acquired the Software. RML's sole liability for any breach of this warranty shall be, in RML's sole discretion: (i) to use reasonable commercial efforts to replace your defective media; or (ii) if the above remedies are impracticable, to refund the license fee you paid for the Software. Only if you inform RML of your problem with the Software during the applicable warranty period and provide evidence of the date you purchased a license to the Software will RML be obligated to honor this warranty. RML does not warrant, that your use of the Software will be uninterrupted or that the operation of the Software will be error-free or secure. THIS IS A LIMITED WARRANTY AND IT IS THE ONLY WARRANTY MADE BY RML. RML MAKES NO OTHER EXPRESS WARRANTY AND NO WARRANTY OF NONINFRINGEMENT OF THIRD PARTIES' RIGHTS. THE DURATION OF IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND OF FITNESS FOR A PARTICULAR PURPOSE, IS LIMITED TO THE ABOVE LIMITED WARRANTY PERIOD; SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO LIMITATIONS MAY NOT APPLY TO YOU. NO RML DEALER, AGENT, OR EMPLOYEE IS AUTHORIZED TO MAKE ANY MODIFICATIONS, EXTENSIONS, OR ADDITIONS TO THIS WARRANTY. If you make any modifications to the Software during the warranty period; if the media is subjected to accident, abuse, or improper use; or if you violate the terms of this Agreement, then this warranty shall immediately be terminated. This warranty shall not apply if the Software is used on or in conjunction with hardware or software other than the unmodified version of hardware and software with which the software was designed to be used as described in the Documentation. Any license or grant made by RML with respect to the Results of Using the Software are made without any warranty of any kind or nature whatsoever. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER LEGAL RIGHTS THAT VARY BY JURISDICTION. IV. SCOPE OF GRANT FOR DISCIPULUS VERSIONS A. The term, the "One-Year License Period" shall refer to the one year period of time commencing on the earlier of the following dates: (1) The date the version of the Software that accompanies this license agreement is first installed on any computer; or (2) Thirty days after the date the Software containing this license agreement is delivered to you. RML has no obligation to renew this license at the end of the one-year period. B. During the One-Year License Period, you may: * permit use of the installed version of the Software on any single computer by a single one of your employees of the entity in a manner consistent with the scope of this grant of rights; * permit use of the installed version of the Software on a second computer so long as only one copy of the Software is used at a time. Use of the software on this second computer is limited to the same single employee of the entity that uses the Software on the single computer referred to in the prior paragraph. Use of the Sofware is limited to a manner consistent with the scope of this grant of rights; and * copy the Software for archival purposes, provided any copy must contain all of the original Software's proprietary notices. C. At the end of the One-Year License Period, you shall uninstall any and all copies of the Software (including archival copies) and cease using the Software. D. You may not at any time: * permit other individuals or entities to use the Software; * permit concurrent use of the Software; * upgrade, or attempt to upgrade this version of Discipulus to any other version of Discipulus without expressly licensing that other version of Discipulus from RML and paying RML’s license fee for the upgrade; * modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), or create derivative works based on the Software or any part of the Software; * reverse engineer or decode the API of AIMPARSE.DLL, CGPS.DLL or the custom fitness function feature of DISCIPULUS; * upgrade, or attempt to upgrade the this version of Discipulus to any other version of Discipulus without expressly licensing that other version of Discipulus from RML and paying RML’s license fee for the upgrade; * use CGPS.DLL or AIMPARSE.DLL by calling either of them from any software other than DISCIPULUS.EXE; * use the custom fitness function feature of DISCIPULUS without explicitly licensing that feature from RML; * copy the Software other than as specified above; * rent, lease, grant a security interest in, or otherwise transfer rights to the Software; * remove any proprietary notices or labels on the Software; or * use the Software in any manner outside the One Year License Period. E. You may use, exploit, copy, prepare derivative works from and license others to do the same with respect to Results of Using the Software that are evolved during the One Year License Period only as set forth in this paragraph IV.E. 1. You shall have the exclusive right to possess all such Results of Using the Software. This right does not include the right to use, execute, exploit, license or sell or authorize others to use, execute, exploit, license or sell such Results without compliance with subparagraph 4 below; 2. You shall have the right to prepare derivative works from Results of Using the Software. This right does not include the right to use, execute, exploit, license or sell or authorize others to exploit, license or sell such Derivative Works without compliance with subparagraph 4 below; 3. You shall have the right to make copies of Results of Using the Software. This right does not include the right to exploit, license or sell or authorize others to exploit, license or sell such Copies without compliance with subparagraph 4 below; 4. You shall have the right to license others to exercise the rights set forth in paragraph IV.E.1-3 and the further right to license others to use and exploit Results of Using the Software and derivative works thereof only in the following circumstances: a. For each copy of each Single Solution to a Single Problem, and as a condition precedent to exercise of the rights set forth in the subparagraph paragraph IV.E.4 with respect to that copy, you shall purchase a license as set forth in Schedule A attached and make full payment to RML for such license. Upon payment of such a license fee, you shall be entitled to exercise such rights for as many copies of that Single Solution to a Single problem as you have purchased a license for. When Schedule A provides a range of licenses, the price for any number of licenses in that range shall be the Price per Copy, set forth in Schedule A, multiplied by the high value in the range. b. As an example of the application of this license model, suppose you wanted to authorize a client to deploy four copies of a program evolved using your copy of Discipulus. In that case, under Schedule A, you could purchase a license for four copies of the evolved program for $4,000 each. The total license fee would be $16,000. As a further example, suppose you wanted to authorize a client to deploy twenty-five copies of another program evolved using your copy of Discipulus. In that case, under Schedule A, you would purchase a license for up to thirty copies of the evolved program for $800 each. The total license fee would be $24,000. c. When you authorize a third party to make copies of a Single Solution to a Single Problem under this paragraph, you agree to expressly limit the license in writing to only those number of copies for which you have purchased a license and to require each such third party to make books and records available on request to RML to verify compliance with that limitation. 5. You shall have the right to use and publish Results of Using the Software in connection with preparing publications about such results in publications generally available to the public (even if a fee must be paid in connection with such availabliity). V. TITLE. Title, ownership rights, and intellectual property rights in the Software shall remain in RML. Copyright laws and treaties protect the Software. Title and related rights in the content accessed through the Software is the property of the applicable content owner and may be protected by applicable law. This License gives you no rights to such content. VI. CONFIDENTIALITY Information regarding the API of AIMPARSE.BLL, CGPS.DLL or the API used for the interface in Discipulus to custom fitness functions is confidential, proprietary, information of Licensor. Should you come into possession of any information regarding the API of CGPS.DLL or AIMPARSE.DLL or the API used for the interface in Discipulus to custom fitness functions (or any other information you receive from RML that you are informed is confidential), you agree to keep it confidential and not to disclose it to any person or entity for any reason. Provided, nothing in this agreement entitles you to any such information. VII. TERMINATION. The license will terminate automatically if you fail to comply with the limitations described herein. On termination, you must destroy all copies of the Software and Documentation. Provided, and without limiting Licensor’s rights, the confidentiality provisions hereof shall survive the termination of the license. VIII. EXPORT CONTROLS. None of the Software or underlying information or technology may be downloaded or otherwise exported or reexported (i) into (or to a national or resident of) Cuba, Iraq, Libya, Yugoslavia, North Korea, Iran, Syria or any other country to which the U.S. has embargoed goods; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders. By downloading or using the Software, you are agreeing to the foregoing and you are representing and warranting that you are not located in, under the control of, or a national or resident of any such country or on any such list. IX. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL RML OR ITS SUPPLIERS OR RESELLERS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES. IN NO EVENT WILL RML BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE AMOUNT RML RECEIVED FROM YOU FOR A LICENSE TO THE SOFTWARE, EVEN IF RML SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY FOR DEATH OR PERSONAL INJURY TO THE EXTENT APPLICABLE LAW PROHIBITS SUCH LIMITATION. FURTHERMORE, SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU. X. HIGH RISK ACTIVITIES. The Software is not fault-tolerant and is not designed, manufactured or intended for use or resale as on-line control equipment in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, or weapons systems, in which the failure of the Software could lead directly to death, personal injury, or severe physical, economic or environmental damage ("High Risk Activities"). RML and its suppliers specifically disclaim any express or implied warranty of fitness for High Risk Activities. XI. MISCELLANEOUS. If the copy of the Software you received was accompanied by a printed or other form of "hard-copy" End User License Agreement that is expressly executed by RML whose terms vary from this Agreement, then the hard-copy End User License Agreement governs your use of the Software to the extent it differs from this agreement. Otherwise, the terms of this Agreement continue to apply. This Agreement represents the complete agreement concerning this license and may amended only by a writing executed by both parties. THE ACCEPTANCE OF ANY PURCHASE ORDER OR OTHER DOCUMENTS PROVIDED BY YOU TO US IN IN CONNECTION WITH YOUR ORDER OF THIS PRODUCT BY YOU IS EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO THE TERMS SET FORTH HEREIN, AND NOT THOSE IN YOUR PURCHASE ORDER OR YOUR OTHER DOCUMENTS. If any provision of this Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable. This Agreement shall be governed by Colorado law (except for conflict of law provisions). The application the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. Any dispute arising out of, related to or in connection with this agreement shall be resolved by binding arbitration according to the commercial arbitration rules of the American Arbitration Association in Denver Colorado. Any award in such arbitration may be entered as a judgment by any Court of competent jurisdiction. You agree to submit to the jurisdiction of the Courts of the State of Colorado and the American arbitration association for the purposes of this agreement, the enforcement thereof, and the enforcement of any arbitration award. U.S. GOVERNMENT RESTRICTED RIGHTS. Use, duplication or disclosure by the Government is subject to restrictions set forth in subparagraphs (a) through (d) of the Commercial Computer-Restricted Rights clause at FAR 52.227-19 when applicable, or in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013, or at 252.211-7015, or to RML's standard commercial license, as applicable, and in similar clauses in the NASA FAR Supplement. Contractor/manufacturer is RML Technologies, Inc. 11757 Ken Caryl Ave., #F-PMB 512, Littleton, CO 80127-3719. ________________________________________ SCHEDULE A. LICENSE FEES FOR DEPLOYMENT Number of Licenses Price per license ________________________________________ 1 $5000 2 $4500 3 $4000 4 $4000 5-10 $2000 11-30 $800 31-100 $400 101-1,000 $60 1,001-10,000 $8 10,001-100,000 $2 100,001-1,000,000 $0.25 For licenses over 1,000,000, the license fee shall be $250,000 plus $0.05 for each license in addition to the one-millionth license. ________________________________________