ACTIVESTATE® ActiveRuby™ BETA COMMUNITY LICENSE AGREEMENT

Version effective date: May 29th, 2017

This license agreement (the “AGREEMENT”) is made between you (either
an individual or a company or organization, not including its
affiliates or wholly owned subsidiaries) (“YOU”) and ActiveState
Software Inc. (“ACTIVESTATE”). This Agreement establishes the terms
under which ActiveState will license the Beta Software (as defined
below) to You and establishes the terms under which You may use, copy,
modify, distribute, and/or redistribute the Beta Software. This
Agreement does not apply to Maintenance and Support or OEM
Distribution (all such capitalized terms as defined below), each of
which requires a separate agreement with ActiveState. For more
information on these types of agreements, please visit
www.activestate.com. The intent of this Agreement is to allow
ActiveState to maintain control over the development and distribution
of the Beta Software while allowing its use in a variety of ways. If
the terms and conditions of this Agreement do not permit Your proposed
use of the Beta Software or if You require clarification regarding the
scope of Your intended use of the Beta Software, please contact
sales@activestate.com.

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE INSTALLING OR USING THE
BETA SOFTWARE. BY CLICKING ON “YES, ACCEPT” OR BY INSTALLING THE BETA
SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS
AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A
COMPANY OR OTHER LEGAL ENTITY, YOUR ACCEPTANCE REPRESENTS THAT YOU
HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THE TERMS AND CONDITIONS OF
THIS AGREEMENT, IN WHICH CASE “YOU” OR “YOUR” WILL REFER TO THE ENTITY
ON BEHALF OF WHICH YOU ACT (“YOUR ENTITY”). IF YOU DO NOT AGREE WITH
THE TERMS AND CONDITIONS OF THIS AGREEMENT OR IF YOU DO NOT HAVE THE
AUTHORITY TO BIND YOUR ENTITY, YOU HAVE NO RIGHT TO INSTALL OR USE THE
BETA SOFTWARE AND YOU SHOULD (A) RETURN, DELETE, OR DISABLE THE BETA
SOFTWARE OR (B) IF YOU PURCHASED A PRODUCT FROM ACTIVESTATE OR ITS
RESELLER OR DISTRIBUTOR ON WHICH THE BETA SOFTWARE IS PRE-INSTALLED BY
ACTIVESTATE, RETURN THE PURCHASED PRODUCT TO ACTIVESTATE OR THE
APPLICABLE RESELLER OR DISTRIBUTOR FROM WHOM YOU OBTAINED THE PRODUCT.

1.  DEFINITIONS.

    a.  “CONFIDENTIAL INFORMATION” means all information designated in
        writing as confidential by each party, or which under the
        circumstances of disclosure reasonably ought to be considered
        as confidential. Without limiting the foregoing, ActiveState
        Confidential Information will include the Beta Software,
        including all source and object code, and all associated
        documentation, but not Accessible Code.

    b.  "MAINTENANCE AND SUPPORT" means maintenance and support for
        the Beta Software provided by ActiveState under separate
        terms.

    c.  "OEM DISTRIBUTION" means any distribution to, and/or use of
        the Beta Software by, others outside Your organization and
        distribution and/or use of the Beta Software as either a
        bundled add-on to, or embedded component of another
        application, with such application being made available to its
        users as, but not limited to, an on-premises application, a
        hosted application, a software-as-a-service offering or a
        subscription service for which the distributor of the
        application receives a license fee or any form of direct or
        indirect compensation and whether for commercial or
        non-commercial purposes.

    d.  “BETA SOFTWARE” means the beta version of ActiveRuby software
        and the accompanying materials including, but not limited to,
        source code, binary executables, documentation, images and
        scripts, which are distributed by ActiveState, and derivatives
        of that collection and/or those files.

2.  LICENSE GRANT, USE AND OWNERSHIP.

    a.  Limited License. Subject to the terms and conditions of this
        Agreement, ActiveState grants to You a non-exclusive,
        revocable (at any time and for any reason, at ActiveState’s
        sole discretion), royalty-free, non-transferable,
        non-assignable license (without the right to sublicense):

        i.  to use the Beta Software in accordance with the
            documentation solely for purposes of (A) internal testing
            and evaluation to determine whether or not to license
            generally available versions of the Beta Software if such
            versions ever become available, and (B) internal
            development to create interoperability between the Beta
            Software and Your products, and or (C) community project
            development,

        ii. to use the documentation provided with the Beta Software
            in support of Your authorized use of the Beta Software,
            and

        iii. to copy Beta Software for Your archival or backup
            purposes, provided that all titles and trademarks,
            copyright, and restricted rights notices are reproduced on
            such copies.

    b.  Evaluation Feedback. The purpose of this limited license is
        the testing and evaluation of the Beta Software and
        documentation and development by You of Your products that
        interoperate with the Beta Software. In furtherance of this
        purpose, You may provide feedback to ActiveState and or
        ActiveState may reasonably request feedback concerning the
        functionality and performance of the Beta Software, including,
        without limitation, identifying potential errors and
        improvements (collectively the “Feedback”). In the event You
        provide such Feedback to ActiveState, ActiveState may use
        Feedback, without restriction in any manner now known or in
        the future conceived, to improve or enhance its products and,
        accordingly, and You hereby grant to ActiveState a
        non-exclusive, perpetual, irrevocable, royalty-free,
        transferable, worldwide right and license, with the right to
        sublicense (i) to use, reproduce, disclose, distribute,
        modify, prepare derivative works of and otherwise exploit the
        Feedback and other information You provide to ActiveState
        under this Agreement, and (ii) to make, use, sell, offer to
        sell, import and export any product or service that
        incorporates the Feedback and other information You provide to
        ActiveState under this Agreement.

    c.  Restrictions. You shall not disclose, provide, or disseminate
        in any manner the Beta Software (including the documentation)
        or Confidential Information to any third party, including but
        not limited to its partners, affiliates or subsidiaries.
        Except to the extent contrary to any applicable laws, You will
        not, and will not permit any third party to, sublicense, rent,
        copy, modify, create derivative works of, translate, reverse
        engineer, decompile, disassemble, or otherwise reduce to human
        perceivable form any portion of the Beta Software or
        accompanying documentation. Without limiting the generality of
        the foregoing, You shall not use the Beta Software for
        Licensee’s product development or any other commercial
        purpose, including, but not limited to sales or marketing
        activities, except as expressly permitted in this Agreement.
        The Beta Software and all performance data and test results,
        including without limitation, benchmark test results
        (collectively “Performance Data”), relating to the Beta
        Software are the Confidential Information of ActiveState, and
        will be treated in accordance with the terms of Section 4 of
        this Agreement. Accordingly, You shall not publish or disclose
        to any third party any Performance Data relating to the Beta
        Software.

    d.  Ownership. ActiveState shall own and retain all right, title
        and interest in and to the intellectual property rights in the
        Beta Software and any derivative works thereof, subject only
        to the limited license expressly set forth in Section 2(a)
        hereof. You do not acquire any other rights, express or
        implied, in the Beta Software. ALL RIGHTS NOT EXPRESSLY
        GRANTED HEREUNDER ARE RESERVED TO ACTIVESTATE.

    e.  No Support Services. ActiveState is under no obligation to
        support the Beta Software in any manner or to provide any
        updates to You. In the event ActiveState, in its sole
        discretion, supplies any update to You, the update shall be
        deemed Beta Software under this Agreement and shall be subject
        to the terms and conditions of this Agreement.

3.  INTENTIONALLY LEFT BLANK.

4.  CONFIDENTIALITY.

    a.  Except as reasonably required to exercise Your rights under
        this Agreement, You agree to prevent any unauthorized copying,
        use, distribution, installation or transfer of possession of
        Confidential Information received from ActiveState (the
        “ACTIVESTATE CONFIDENTIAL INFORMATION”). You will not acquire
        any interest in any ActiveState Confidential Information by
        reason of this Agreement. Nothing herein will restrict
        ActiveState’s use or disclosure of the ActiveState
        Confidential Information. ActiveState Confidential Information
        will not include any information which (i) becomes part of the
        public domain through no act or omission on Your part; (ii) is
        lawfully acquired by You from a third party without any breach
        of confidentiality; (iii) is independently developed by You
        without reference to the ActiveState Confidential Information;
        or (iv) is disclosed in accordance with judicial or other
        governmental order or timely disclosure requirements imposed
        by law or stock exchange policies. Notwithstanding the
        foregoing, either party will be permitted to disclose the
        terms and conditions of this Agreement in conjunction with
        legal proceedings. Without limiting the generality of the
        foregoing, You will take reasonable steps to prevent any
        personnel from removing any proprietary or other legend or
        restrictive notice contained or included in any material
        provided by ActiveState to You.

    b.  You acknowledge that any use or disclosure of the ActiveState
        Confidential Information in a manner inconsistent with the
        provisions of this Agreement may cause ActiveState irreparable
        damage for which remedies other than injunctive relief may be
        inadequate. You further agree that ActiveState will be
        entitled to attempt to receive from a court of competent
        jurisdiction injunctive or other equitable relief to restrain
        such use or disclosure in addition to other appropriate
        remedies.

5.  OPEN SOURCE ACKNOWLEDGEMENT. The Beta Software is comprised of
    open source software, which is subject to the terms of the open
    source software license(s) accompanying or otherwise applicable to
    that open source software included in the Beta Software (the “OPEN
    SOURCE COMPONENTS”). You acknowledge that Your own distribution or
    deployment of instances containing or linking to the Beta
    Software, including the Open Source Components, or any other open
    source software may trigger open source license requirements for
    which You are responsible. Nothing in this Agreement limits Your
    rights under or grants rights to You that supersede the terms of
    any applicable open source software license for the applicable
    Open Source Components.

6.  INTELLECTUAL PROPERTY OWNERSHIP. All right, title and interest in
    and to the Beta Software and all intellectual property rights
    embodied therein, including copyrights, trade names, trademarks,
    service marks, product names, trade secrets embodied in the Beta
    Software's design and coding methodology and other proprietary
    materials in the Beta Software belong exclusively to ActiveState
    or its third party licensors. The Beta Software is protected by
    Canada and United States copyright laws and international treaty
    provisions as implemented locally in different jurisdictions.
    Except as specifically provided under this Agreement, You
    acknowledge that no other right, title or interest in and to the
    Beta Software or any parts thereof is granted to You. ActiveState
    grants You the limited right to use the trade names, trademarks,
    service marks or product names of ActiveState as required for
    reasonable and customary use in describing the origin of the Beta
    Software. You may not use the trade names, trademarks, service
    marks or product names of ActiveState in any way that might state
    or imply that ActiveState endorses Your work, or might state or
    imply that You created the Beta Software.

7.  TERM. This Agreement will be effective upon Your agreement to be
    bound by the terms and conditions of this Agreement and will
    continue in effect unless otherwise terminated in accordance with
    the terms and conditions of this Agreement.

8.  TERMINATION. Unless otherwise terminated as specified under this
    Agreement, Your rights with respect to the Beta Software will
    terminate upon the initial commercial release by ActiveState of a
    generally available version of the Beta Software. Either party may
    terminate this Agreement at any time for any reason or no reason
    by providing the other party advance written notice thereof. If
    You breach any term or condition of this Agreement, ActiveState
    may immediately terminate this Agreement with respect to the Beta
    Software that You have licensed under this Agreement by providing
    notice to You. ActiveState may also terminate this Agreement,
    without any liability to You, if any law, regulations, orders, or
    legal requirements prohibits ActiveState’s provision or licensing
    of the Beta Software to You. Upon termination of this Agreement by
    ActiveState, You will immediately cease all use of the Beta
    Software and return all copies of the Beta Software that are under
    Your control to ActiveState or to delete all such copies.

9.  INFRINGEMENT INDEMNIFICATION. You will indemnify, hold harmless,
    and defend ActiveState, its licensors, and their respective
    employees, agents and distributors against any and all claims,
    proceedings, demands and costs resulting from or in any way
    connected with Your use of the Beta Software and arising from Your
    breach of this Agreement; _provided_, however, that ActiveState
    will notify You in writing of any such claim; ActiveState will not
    enter into any settlement or compromise any such claim without
    Your prior written consent; You will have sole control of any such
    action and settlement negotiations; and ActiveState will provide
    You with commercially reasonable information and assistance, at
    Your request and expense, necessary to settle or defend such
    claim.

10. DISCLAIMER OF WARRANTY. 

    a.  NEITHER ACTIVESTATE NOR ANY OF ITS SUPPLIERS, LICENSORS, OR
        RESELLERS MAKES ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED,
        UNDER THIS AGREEMENT. TO THE MAXIMUM EXTENT PERMITTED UNDER
        APPLICABLE LAW, ACTIVESTATE AND ITS SUPPLIERS, LICENSORS, AND
        RESELLERS SPECIFICALLY DISCLAIM ALL WARRANTIES AND CONDITIONS
        WITH RESPECT TO THE BETA SOFTWARE, EITHER EXPRESS, IMPLIED OR
        STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OR
        CONDITION OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY,
        DURABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR
        PURPOSE, UPDATES, UPGRADES, SUPPLEMENTS, PRODUCTS, APPLIANCES,
        SYSTEM INTEGRATION, DATA ACCURACY AND ANY OTHER ITEMS PROVIDED
        HEREUNDER. ACTIVESTATE MAKES NO WARRANTY OR GUARANTEE THAT THE
        OPERATION OF THE BETA SOFTWARE WILL BE UNINTERRUPTED,
        ERROR-FREE, OR VIRUS-FREE, OR THAT THE BETA SOFTWARE WILL MEET
        ANY PARTICULAR CRITERIA OF PERFORMANCE, QUALITY, ACCURACY,
        PURPOSE, OR NEED. YOU ASSUME THE ENTIRE RISK OF SELECTION,
        INSTALLATION, AND USE OF THE BETA SOFTWARE. THIS DISCLAIMER OF
        WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.

    b.  TO THE EXTENT ANY IMPLIED WARRANTIES CANNOT BE DISCLAIMED
        UNDER APPLICABLE LAW, ANY IMPLIED WARRANTIES ARE LIMITED IN
        DURATION TO THE PERIOD REQUIRED BY APPLICABLE LAW.

    c.  SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED
        WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A
        CONSUMER, AND SO SOME OR ALL OF THE EXCLUSION OF IMPLIED
        WARRANTIES OR LIMITATIONS SET OUT IN THIS SECTION MAY NOT
        APPLY TO YOU.

11. LIMITATION OF LIABILITY. 

    a.  INDEPENDENT OF THE FOREGOING PROVISIONS, TO THE MAXIMUM EXTENT
        PERMITTED UNDER APPLICABLE LAW, IN NO EVENT AND UNDER NO LEGAL
        THEORY, INCLUDING WITHOUT LIMITATION, TORT, CONTRACT, OR
        STRICT PRODUCTS LIABILITY, WILL ACTIVESTATE, ITS DIRECTORS,
        OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS,
        PRINCIPALS, SUPPLIERS OR LICENSORS BE LIABLE TO YOU OR ANY
        OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR
        CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING WITHOUT
        LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE,
        COMPUTER MALFUNCTION, OR ANY OTHER KIND OF COMMERCIAL DAMAGE,
        EVEN IF ACTIVESTATE HAS BEEN ADVISED OF THE POSSIBILITY OF
        SUCH DAMAGES.

    b.  TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO
        EVENT WILL ACTIVESTATE BE LIABLE TO YOU FOR DAMAGES UNDER THIS
        AGREEMENT FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM
        OF ACTION.

12. EXPORT CONTROLS. You will comply with all export laws and
    restrictions and regulations of Canada, the United States or
    foreign agencies or authorities, and not to export or re-export
    the Beta Software or any direct product thereof in violation of
    any such restrictions, laws or regulations, or without all
    necessary approvals. As applicable, each party will obtain and
    bear all expenses relating to any necessary licenses and/or
    exemptions with respect to its own export of the Beta Software
    from Canada or the U.S. Neither the Beta Software nor the
    underlying information or technology may be electronically
    transmitted or otherwise exported or re-exported: into any country
    subject to Canada or U.S. trade sanctions covering the Beta
    Software, to individuals or entities controlled by such countries,
    or to nationals or residents of such countries other than
    nationals who are lawfully admitted permanent residents of
    countries not subject to such sanctions; to anyone on Canada's
    Area Control List of the Export and Import Permits Act; or to
    anyone on the U.S. Treasury Department's list of Specially
    Designated Nationals and Blocked Persons or the U.S. Commerce
    Department's Table of Denial Orders. By installing or using the
    Beta Software, You agree to the foregoing and represent and
    warrant that it complies with these conditions.

13. U.S. GOVERNMENT END-USERS. The Beta Software is a "commercial
    item," as that term is defined in 48 C.F.R. 2.101 (Oct. 1995),
    consisting of "commercial computer software" and "commercial
    computer software documentation," as such terms are used in 48
    C.F.R. 12.212 (Sept. 1995). Consistent with 48 C.F.R. 12.212 and
    48 C.F.R. 227.7202-1 through 227.7202-4 (June 1995), all U.S.
    Government End Users acquire the Beta Software with only those
    rights as are granted to all other end users pursuant to the terms
    and conditions herein. Unpublished rights are reserved under the
    copyright laws of Canada and the United States.

14. LICENSEE OUTSIDE THE U.S.  If You are located outside the U.S.,
    then the following provisions will apply: (a) Les parties aux
    presentes confirment leur volonte que cette convention de meme que
    tous les documents y compris tout avis qui siy rattache, soient
    rediges en langue anglaise (translation: "The parties confirm that
    this Agreement and all related documentation is and will be in the
    English language."); and (b) You are responsible for complying
    with any local laws in Your jurisdiction which might impact Your
    right to import, export or use the Beta Software, and You
    represent that You have complied with any regulations or
    registration procedures required by applicable law to make this
    license enforceable.

15. ENTIRE AGREEMENT. This Agreement constitutes the entire
    understanding of the parties with respect to the subject matter of
    this Agreement and merges all prior communications,
    representations, and agreements.

16. SEVERABILITY. If any provision of this Agreement is declared
    invalid or unenforceable, such provision will be deemed modified
    to the extent necessary and possible to render it valid and
    enforceable. In any event, the unenforceability or invalidity of
    any provision will not affect any other provision of this
    Agreement, and this Agreement will continue in full force and
    effect, and be construed and enforced, as if such provision had
    not been included, or had been modified as above provided, as the
    case may be.

17. AMENDMENT. ActiveState reserves the right to change this Agreement
    at any time, which change will be effective immediately upon the
    posting on ActiveState’s website for the version of the applicable
    Beta Software found here:_ _https://www.activestate.com/eulas_._
    Your continued use of the Beta Software following amendment will
    be deemed to constitute Your acceptance of any and all such
    amendments.

18. ARBITRATION. Except for actions to protect intellectual property
    rights and to enforce an arbitrator's decision hereunder, all
    disputes, controversies, or claims arising out of or relating to
    this Agreement or a breach thereof will be submitted to and be
    finally resolved by arbitration under the rules of the American
    Arbitration Association ("AAA") then in effect. There will be one
    arbitrator, and such arbitrator will be chosen by mutual agreement
    of the parties in accordance with AAA rules. The arbitration will
    take place in Vancouver, BC, Canada, and may be conducted by
    telephone or online. The arbitrator will apply the laws of the
    Province of British Columbia, Canada to all issues in dispute. The
    controversy or claim will be arbitrated on an individual basis,
    and will not be consolidated in any arbitration with any claim or
    controversy of any other party. The findings of the arbitrator
    will be final and binding on the parties, and may be entered in
    any court of competent jurisdiction for enforcement. Enforcements
    of any award or judgment will be governed by the United Nations
    Convention on the Recognition and Enforcement of Foreign Arbitral
    Awards. Should either party file an action contrary to this
    provision, the other party may recover legal fees and costs up to
    $1,000.00

19. JURISDICTION AND VENUE. The superior courts of Vancouver in the
    Province of British Columbia, Canada will be the exclusive
    jurisdiction and venue for all legal proceedings that are not
    arbitrated under this Agreement.

20. FORCE MAJEURE. Neither party will be liable for damages for any
    delay or failure of delivery arising out of causes beyond their
    reasonable control and without their fault or negligence,
    including, but not limited to, Acts of God, acts of civil or
    military authority, fires, riots, wars, embargoes, Internet
    disruptions, hacker attacks, or communications failures.
    Notwithstanding anything to the contrary contained herein, if
    either party is unable to perform hereunder for a period of
    thirty (30) consecutive days, then the other party may terminate
    this Agreement immediately without liability by ten (10) days’
    written notice to the other.

21. PUBLICITY RIGHTS. You grant ActiveState the right to include Your
    name, trade name, trademark, service mark or logo in its Beta
    Software promotional material. You may retract this grant at any
    time in writing to sales@activestate.com, requesting Your name,
    trade name, trademark, service mark or logo be excluded from
    future releases of ActiveState Beta Software promotional material.
    Requests cannot be complied with retroactively and may require up
    to thirty (30) days to process.

22. ASSIGNMENT. Except as expressly provided herein, neither this
    Agreement nor any rights granted hereunder, nor the use of any of
    the Beta Software may be assigned, or otherwise transferred, in
    whole or in part, by You, without the prior written consent of
    ActiveState. Any permitted assignment by You under this Section
    will be conditional upon You delivering all copies of the Beta
    Software to the transferee along with a copy of this Agreement,
    the transferee accepting the terms and conditions of this
    Agreement, and Your license to the Beta Software terminating upon
    transfer. Any attempted assignment by You will be void and of no
    effect unless permitted by the foregoing. You acknowledge and
    agree that ActiveState may assign this Agreement to any third
    party without Your prior consent.

23. ENUREMENT. This Agreement will enure to the benefit of the
    parties’ permitted successors and assigns.

24. GOVERNING LAW.  This Agreement will be construed under the laws of
    the Province of British Columbia and the federal laws of Canada
    applicable therein, without regard to the conflict of law rules.
    The application of the United Nations Convention of Contracts for
    the International Sale of Goods and any local implementations
    thereof are expressly excluded. The parties agree that the Uniform
    Computer Transactions Act or any version thereof, adopted by any
    jurisdiction, in any form ("UCITA"), will not apply to this
    Agreement, and to the extent that UCITA may be applicable, the
    parties agree to opt out of the applicability of UCITA pursuant to
    the opt-out provision(s) contained therein.