CLARIS FILEMAKER PRO SOFTWARE LICENSE

IMPORTANT -- READ CAREFULLY: BY INSTALLING, COPYING, DOWNLOADING, ACCESSING OR OTHERWISE USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT INSTALL, COPY, DOWNLOAD, ACCESS OR USE THE SOFTWARE, AND IMMEDIATELY DESTROY ANY COPIES OF THE SOFTWARE.

IF YOU LICENSED THIS SOFTWARE UNDER A CLARIS VOLUME LICENSE AGREEMENT (FOR EXAMPLE, ANNUAL VOLUME LICENSE AGREEMENT, VOLUME LICENSE AGREEMENT, ANNUAL SITE LICENSE AGREEMENT OR SITE LICENSE AGREEMENT), THEN THE TERMS OF SUCH AGREEMENT WILL SUPERSEDE THESE TERMS, AND THESE TERMS DO NOT CONSTITUTE THE GRANTING OF AN ADDITIONAL LICENSE TO THE SOFTWARE.

Claris FileMaker Pro (“FileMaker Pro”) includes:

1. FileMaker Pro software application and the related documentation and drivers;

2. Starter apps, Sample apps and other sample files included as part of this product (“Extras”).

The software identified herein and documentation accompanying this License (“Software”) are licensed, not sold, to you by Claris International Inc. and/or Claris International (collectively referred to as “Claris”) for use only under the terms of this License, and Claris reserves any rights not expressly granted to you. The rights granted are limited to Claris and its licensors’ intellectual property rights in the Software, only as detailed herein, and do not include any other patents or intellectual property or other rights. You own the media on which the Software is recorded or fixed, but Claris and its licensors retain ownership of the Software itself.

If you received a trial version of the Software for your limited evaluation, it is programmed to cease functioning on a certain date as communicated to you, and Section 5 below is modified so that the trial version of the Software is provided “AS IS” and “WITHOUT WARRANTY OF ANY KIND”. All other terms below apply to both the trial and full versions of the Software. Upon expiration of the trial Software, unless you have paid for the full or upgrade version of the Software you must immediately discontinue use of any databases produced by the trial Software, including any databases accessed by Claris FileMaker Go (“FileMaker Go”).

1. License.

(a) General License.

1) Single License. If you use the single license version of the Software (“Single License”), then the following terms apply (and the terms in Section 1(a)(2) and 1(a)(3) do not apply). You may install and use only one copy of the Software on a single computer at a time. Even though both Windows and Mac versions of the Software may be provided in multiple languages, you are only licensed to use one version of the Software on one platform (i.e., the Windows or Mac version) in one language at a time, except as provided in Section 1(d). You may not use or run more than one instance of the Software from the same operating system (e.g., using virtualization or other technologies) at the same time. The primary user of the computer on which the Software is installed may make a second copy for his or her exclusive use on either a home or portable computer. You may not store or install the Software on any storage device (e.g., a network or terminal server). The Single License may not be shared or used concurrently on different clients or computers.

2) User License. If you are not using a Single License version of the Software, but instead have a user license (“User License”), then the following terms apply (and the terms in Section 1(a)(1) and 1(a)(3) do not apply). Under the User License version, the company or organization purchasing the Software under a User License contract must purchase a license for each unique individual that will need any access to the Software. You, as the unique individual that has a license to the Software, are defined as a “User.” You can use the Software to access any Claris FileMaker Server(s) (under a User License contract or a Concurrent Connections License contract) so long as you have been authorized under this User License and use this User License when accessing the Claris FileMaker Server (“FileMaker Server”). Your company or organization who has licensed this Software under a User License contract may reassign your license to a new individual only if you will no longer be using the Software.

3) Concurrent Connections License. If you are not using a Single License version of the Software or a User License version of the Software, and instead have a concurrent connections license (“Concurrent Connections License”), then the following terms apply (and the terms in Section 1(a)(1) and 1(a)(2) do not apply). You may only use the Software if you are an employee of a company or organization that has licensed the Software under a Concurrent Connections License contract (“Licensed Organization”). If you are a temporary employee, contractor or consultant of the Licensed Organization, you are working on-site at the Licensed Organization’s facilities, and you have explicit authorization from your Licensed Organization to use the Software, then you may use the Software only when conducting business on behalf of the Licensed Organization. The Software must be removed from your computer once you cease working on behalf of the Licensed Organization or when this license expires or is terminated according to Section 3 below. If the Licensed Organization is an educational institution and you are an enrolled student, faculty member, teaching assistant, administrator or staff of the Licensed Organization, you may only use the Software on the Licensed Organization’s computers. Under the Concurrent Connections License model, your Licensed Organization must purchase the number of licenses that equals the maximum number of individual connections that will concurrently access FileMaker Server at any given time (“concurrent connections”). When using this Software to access FileMaker Server, you may only access a FileMaker Server that your Licensed Organization has purchased under a Concurrent Connections License contract. You may only use up to the total number of concurrent connections you have purchased at any one time. You may not allow any FileMaker Pro or FileMaker Go clients to access the Software unless the Software is connected to FileMaker Server.

(b) Extras. Claris grants you a nonexclusive, nontransferable license to do the following subject to the restrictions in this License: (1) use, copy and distribute the Extras for your internal use, (2) modify the Extras, and then use, reproduce and distribute individual modified Extras, provided that they are substantially modified, and (3) incorporate the Extras as a component of your own Solution, and then sublicense other parties to use, copy and distribute the Solutions subject to the terms in Section 7 below. Notwithstanding the foregoing, you may not distribute all or a portion of the Extras for use by others as a tool kit, and you may not use, copy, modify or distribute the Extras for use with any product other than a Claris product. You must delete the Claris logos, if any, which have been included with the Extras prior to your distribution of the Extras.

(c) Annual Licenses and Limited Term Licenses. If you license the Software under an annual license or other limited term license (e.g., Annual Volume License Agreement or Annual Site License Agreement), then you may only use the Software during the term of the license agreement, and you must cease all use of the Software upon the expiration of your license agreement.

(d) Backup and Notices. You may make one copy of the Software in machine readable form solely for backup purposes. As an express condition of this License, you must reproduce on each copy any copyright notice and other proprietary notices that are on the original copy supplied by Claris.

(e) Education. If the Software is licensed at an education discount, then the Software may only be used by enrolled students, faculty, teachers, staff and administrators at an accredited K-12 educational institution (or equivalent) or higher education institution exclusively for educational purposes. For Software licensed by an authorized educational institution, the portable and home use rights in Section 1(a)(1) do not apply to students, but these rights do apply to faculty, teachers, staff and administrators.

(f) Proprietary Notices. The Software is protected by copyright law. As an express condition of this License, you must reproduce on each copy the Claris trademark, copyright and any other proprietary legends (collectively “Notices”) that were on the original copy supplied by Claris,. If you customize the “About” screen, then your About screen must state: “Portions of the software are © 1984- 2025 Claris International Inc. All rights reserved.” You may not otherwise use the Claris name, logo or trademarks to market your Solution, except as expressly permitted by Claris.

(g) Upgrades & Updates. If the Software is licensed as an upgrade or update, then you may only use the Software to replace a validly licensed version of the same software. You agree that the upgrade or update does not constitute the granting of a second license to the Software (i.e., you may not use the upgrade or update in addition to the software it is replacing, nor may you transfer the software which is being replaced to a third party). The terms of this License will govern any software upgrades or updates provided by Claris to the Software, unless such upgrade or update is accompanied by a separate license in which case you agree that the terms of that license will govern such upgrade or update.

2. Additional Restrictions.

(a) Middleware and Multiple Client Access. You are prohibited from using the Software with any middleware, application server, CGI, or other software or technology that allows more than a single client to access any database, except as expressly permitted under Section 1(a).

(b) Other Limitations. YOU MAY NOT REVERSE ENGINEER, DECOMPILE OR DISASSEMBLE THE SOFTWARE, EXCEPT AND ONLY TO THE EXTENT EXPRESSLY PERMITTED BY APPLICABLE LAW. YOU MAY NOT MODIFY, ADAPT, TRANSLATE, RENT, LEASE, LOAN OR CREATE DERIVATIVE WORKS BASED UPON THE SOFTWARE OR ANY PART THEREOF.

(c) Restricted Uses. THE SOFTWARE IS NOT INTENDED FOR USE IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL SYSTEMS, LIFE SUPPORT MACHINES OR OTHER EQUIPMENT IN WHICH THE FAILURE OF THE SOFTWARE COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.

(d) Transfer. YOU MAY NOT TRANSFER OR ASSIGN YOUR RIGHTS UNDER THIS LICENSE TO ANOTHER PARTY WITHOUT THE PRIOR WRITTEN CONSENT OF CLARIS, EXCEPT AS DESCRIBED IN SECTION 1(a)(2).

(e) Third Party Acknowledgements. Certain components of the Software, and third party open source programs included with the Software, have been or may be made available by Claris on its web site (https://www.claris.com/resources/downloads/). Acknowledgements, licensing terms and disclaimers for such material are contained online at https://www.claris.com/company/legal/third-party-acknowledgements.html, or may otherwise accompany such material, and your use of such material is governed by their respective terms.

(f) Peer-to-Peer Sharing. You may not allow more than five (5) FileMaker Pro or FileMaker Go clients to concurrently access the Software. The Peer-to-Peer Sharing feature is for testing purposes only and may not be used in a production environment.

(g) FileMaker Pro Testing License. If you have licensed the FileMaker Pro Testing License under the FileMaker Developer Subscription, then you may use the Software either online (connected to FileMaker Server) or offline; however, you may only connect to a FileMaker Server licensed under the FileMaker Developer Subscription. In addition, the Software may only be used for testing purposes and it may not be used in a production environment.

3. Termination. This License is effective until terminated. If the Software is licensed under an annual license or limited term license it will immediately terminate upon expiration of the license term, and you must cease all use of the Software upon the expiration of the license term unless you have paid to renew the license prior to its expiration. This License will terminate automatically without notice from Claris or judicial resolution if you fail to comply with any provision of this License. Upon such expiration or termination you must destroy the Software, all accompanying written materials, and all copies thereof, and Sections 5, 6, 9 and 10 will survive any termination or cancellation of this License.

4. Export Law Assurances. You may not use or otherwise export or re-export the Software except as authorized by United States law and the laws of the jurisdiction in which the Software was obtained. In particular, but without limitation, the Software may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List or any other restricted party lists. By using the Software, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use the Software for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons.

5. Limited Warranty and Disclaimer. Unless otherwise set forth in this Agreement, Claris warrants for a period of ninety (90) days from your date of purchase that the Software as provided by Claris will perform substantially in accordance with the accompanying documentation. Claris entire liability and your sole and exclusive remedy for any breach of the foregoing limited warranty will be, at the option of Claris, replacement of the Software, refund of the purchase price or repair of the Software.

THIS LIMITED WARRANTY IS THE ONLY WARRANTY PROVIDED BY CLARIS AND CLARIS AND ITS LICENSORS EXPRESSLY DISCLAIM ALL OTHER WARRANTIES, CONDITIONS OR OTHER TERMS, EITHER EXPRESS OR IMPLIED (WHETHER COLLATERALLY, BY STATUTE OR OTHERWISE), INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES, CONDITIONS OR OTHER TERMS OF MERCHANTABILITY, SATISFACTORY QUALITY AND/OR FITNESS FOR A PARTICULAR PURPOSE WITH REGARD TO THE SOFTWARE AND ACCOMPANYING WRITTEN MATERIALS. FURTHERMORE, THERE IS NO WARRANTY AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SOFTWARE OR AGAINST INFRINGEMENT OF THIRD PARTY PROPRIETARY RIGHTS BY THE SOFTWARE. CLARIS DOES NOT WARRANT THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SOFTWARE WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY CLARIS OR AN CLARIS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES, CONDITIONS OR OTHER TERMS THE ABOVE LIMITATION MAY NOT APPLY TO YOU. THE TERMS OF THIS DISCLAIMER AND THE LIMITED WARRANTY UNDER THIS SECTION 5 DO NOT AFFECT OR PREJUDICE THE STATUTORY RIGHTS OF A CONSUMER ACQUIRING THE SOFTWARE OTHERWISE THAN IN THE COURSE OF A BUSINESS, NEITHER DO THEY LIMIT OR EXCLUDE ANY LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY CLARIS’S NEGLIGENCE.

6. Exclusion and Limitation of Remedies and Damages.

(a) Exclusion. IN NO EVENT WILL CLARIS, ITS PARENT, SUBSIDIARIES, OR ANY OF ITS LICENSORS, DIRECTORS, OFFICERS, EMPLOYEES OR AFFILIATES OF ANY OF THE FOREGOING BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES WHATSOEVER (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION AND THE LIKE) OR DIRECT LOSS OF BUSINESS, BUSINESS PROFITS OR REVENUE, WHETHER FORESEEABLE OR UNFORESEEABLE, ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE OR ACCOMPANYING WRITTEN MATERIALS, REGARDLESS OF THE BASIS OF THE CLAIM (WHETHER UNDER CONTRACT, NEGLIGENCE OR OTHER TORT OR UNDER STATUTE OR OTHERWISE HOWSOEVER ARISING) AND EVEN IF CLARIS OR A CLARIS REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

(b) Limitation. CLARIS’S TOTAL LIABILITY TO YOU FOR DAMAGES FOR ANY CAUSE WHATSOEVER NOT EXCLUDED BY SECTION 6(a) ABOVE HOWSOEVER CAUSED (WHETHER IN CONTRACT, NEGLIGENCE OR OTHER TORT, UNDER STATUTE OR OTHERWISE HOWSOEVER ARISING) WILL BE LIMITED TO THE GREATER OF U.S.$5.00 OR THE MONEY PAID FOR THE SOFTWARE THAT CAUSED THE DAMAGES. THE PARTIES AGREE THAT THIS LIMITATION OF REMEDIES AND DAMAGES PROVISION SHALL BE ENFORCED INDEPENDENTLY OF AND SURVIVE THE FAILURE OF ESSENTIAL PURPOSE OF ANY WARRANTY REMEDY. THIS LIMITATION WILL NOT APPLY IN CASE OF DEATH OR PERSONAL INJURY CAUSED BY CLARIS’S NEGLIGENCE ONLY WHERE AND TO THE EXTENT THAT APPLICABLE LAW REQUIRES SUCH LIABILITY. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE LIMITATION OF LIABILITY IN THIS SECTION 6 MAY NOT APPLY TO YOU. NOTHING IN THIS LICENSE AFFECTS OR PREJUDICES THE STATUTORY RIGHTS OF A CONSUMER ACQUIRING THE SOFTWARE OTHERWISE THAN IN THE COURSE OF A BUSINESS.

7. Sublicensing. You agree that all distribution of the Extras will be subject to a written agreement, the terms and conditions of which will, at a minimum: (i) grant a nonexclusive right to use only one copy of the Extras for each copy which you license to your customer; (ii) provide that any subsequent transfer is subject to the restrictions set forth in this Section 7; (iii) state that the Extras (or as renamed) are licensed, not sold, to the end user and that title to all copies of the Extras remain with Claris and its licensors; (iv) include restrictions substantially similar to those set forth in Section 2 (Additional Restrictions) and Section 4 (Export Law Assurances) of this License; and (v) include Warranty Disclaimer and Disclaimer of Liability provisions which are consistent with and substantially similar to the terms set forth in Sections 5 and 6 of this License.

8. Technical Support. You are solely responsible for providing all technical support to your sublicensees, and you will not direct any sublicensee to contact Claris for technical support regarding any sublicenses.

9. Use of Data. At all times information about your use of Claris software will be treated in accordance with Claris’s Privacy Policy, which is incorporated by reference into this License and can be viewed at: http://www.claris.com/company/legal/.

10. General. If there is a local subsidiary of Claris in the country in which this License was purchased, then the local law in which the subsidiary sits shall govern this License. Otherwise, this License shall be governed by the laws of the United States and the State of California. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods (1980), as amended, is specifically excluded from application to this License. This License constitutes the entire agreement between the parties with respect to the Software licensed under these terms, and it supersedes all prior or contemporaneous agreement, arrangement and understanding regarding such subject matter. You acknowledge and agree that you have not relied on any representations made by Claris, however, nothing in this License shall limit or exclude liability for any representation made fraudulently. No amendment to or modification of this License will be binding unless in writing and signed by Claris. If any provision of this License shall be held by a court of competent jurisdiction to be contrary to law, that provision will be enforced to the maximum extent permissible, and the remaining provisions of this License will remain in full force and effect. No failure or delay by Claris in exercising its rights or remedies shall operate as a waiver unless made by specific written notice. No single or partial exercise of any right or remedy of Claris shall operate as a waiver or preclude any other or further exercise of that or any other right or remedy. This Software and related documentation are “Commercial Items”, as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation”, as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.

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