LICENSE AGREEMENT
Revision date: 10/14/2025 
IMPORTANT-READ CAREFULLY: THIS IS A LEGAL AGREEMENT BETWEEN YOU (OR "LICENSEE") AND DYNAMSOFT CORPORATION, FOR THE DYNAMSOFT SOFTWARE AND ANY ACCOMPANYING ONLINE OR ELECTRONIC DOCUMENTATION ("SOFTWARE"). BEFORE CONTINUING WITH THE INSTALLATION OF THE SOFTWARE, YOU MUST READ, ACKNOWLEDGE AND ACCEPT THE TERMS AND CONDITIONS OF THE SOFTWARE LICENSE AGREEMENT THAT FOLLOWS ("AGREEMENT"). IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THE AGREEMENT, DO NOT CLICK AN "AGREE" OR SIMILAR BUTTON AND DO NOT INSTALL OR USE THE SOFTWARE.
1. DEFINITIONS
"Application" means an end user program that LICENSEE develops using the Software and into which the Redistributables are incorporated, and which contains significant additional functionality over and above the functionality contained in the Software.
"Client Device" is defined as a unique client-side hardware device (e.g., a mobile phone, a tablet or a desktop PC) that accesses the Software if the Software is a mobile, desktop, or embedded application. For web applications, "Client Device" refers to a unique browser client that accesses the Software from one origin (i.e., same protocol, port, and hostname).
"LICENSEE" means the person or legal entity entering into this Agreement with Dynamsoft. Any person who is entering into this Agreement on behalf of an organizational entity represents that he or she has the authority to bind such entity.
"Redistributables" are those runtime libraries and files intended for duplication and distribution with the Application.
"Server" is defined as a computer configured with the intention of multiple users accessing it as a service, or as a background service running as an automated process. The computer has Software loaded into its RAM.
"Software" means the Dynamsoft Barcode Reader, Dynamsoft Document Normalizer, Dynamsoft Label Recognizer, Dynamsoft Code Parser, Dynamsoft Document Viewer software and all accompanying components, parts, and documentation that have been developed by Dynamsoft.
"Transaction" means a specific feature or capability of the Software, for example, barcodes scanned for Dynamsoft Barcode Reader, text characters recognized for Dynamsoft Label Recognizer, target regions detected for Dynamsoft Document Normalizer, or strings parsed for Dynamsoft Coder Parser. 
2. GRANT OF LICENSE 
Dynamsoft Corporation grants you a nonexclusive and limited license to use the Software products and functionalities for which you have paid the applicable fees solely for your internal business purposes and in accordance with the terms and conditions of this Agreement. The Software is licensed, not sold, to you. If you acquire or are provided with any directories, components, connectors, utilities, data, or other items from Dynamsoft for use with the Software (the "Additional Software"), your use of the Additional Software shall be in accordance with the terms, conditions, obligations and restrictions of this Agreement. The term "Software" as used herein, shall be deemed to include the Additional Software and Third Party Products.
2.1 INSTALLATION AND USE
You may install and use the Software only in the configuration and for the number of licenses acquired by you. In order to exercise your rights to the Software under this License Agreement you must activate your copy of the Software in the manner described during the launch sequence. Dynamsoft may control the number and type of licenses and the use of the Software by key codes.
2.2 EVALUATION LICENSE 
An Evaluation License may be used only for the number and type of licenses specified and for the period specified on the Software packaging, ordering, or shipping documentation. Upon expiration of such specified period, the Software associated with an Evaluation License will not function unless  LICENSEE has obtained applicable full license keys. If the ordering or shipping documentation specifies a particular project, the Software may be used only with that project.  
An Evaluation License may only be used for evaluation or testing purposes and may not be used for production deployment purposes. Notwithstanding any other provision of this Agreement, Software provided under an Evaluation License are provided "AS-IS" without warranty of any kind, express or implied. An Evaluation License may be terminated by Dynamsoft Corporation upon written notice at any time.
2.3 DEPLOYMENT LICENSE
A Deployment License allows copying, deployment, and distribution of the Redistributables to end users, without further distribution, as part of the Application for LICENSEE's internal business purposes, not for resale to external customers.
Unless otherwise stated in a duly executed agreement, annual subscription licenses will be valid for one year beginning with the license activation date. LICENSEE can extend licenses for additional one-year periods (each a "Renewal Term").

The Deployment Licenses is on a per Application basis with the following possible licensing options available:
(a)	Per Transaction License
Per Transaction License is available for the Software. 
For example, with a Per Transaction License for Dynamsoft Barcode Reader, the Software can be used for a given number of unique barcode scans. If the Software is used to scan an image with four unique barcodes, it will be counted as four Transactions. When continuously scanning barcodes from a video stream, duplicated codes will be counted as one Transaction.
(b)	Per Client Device
Once a Client Device uses the Software, it would consume a license seat. Corresponding to the license option - Daily, Monthly, or Quarterly Active Client Device - chosen, a Client Device that has not accessed any functionality of the Software for a consecutive one-day, one-month, or one-quarter period is considered inactive. The license seat consumed by an inactive Client Device will be automatically released and available for use by any other Client Device.
(c)	Per Server License
A Per Server License option is available for on-premise server deployments of the Application. For each production, staging, testing, or development server that runs the Software, a one-server license seat is required. A server license may be limited to a specified number of CPU Cores. For more information regarding the CPU Core limitations and other details, please contact our sales team at sales@dynamsoft.com.
For cloud deployment, please contact sales@dynamsoft.com for more flexible options.
(d)	Per Application License
A Per Application license option that allows unlimited distributions of an Application, is available as well. For more info about this license option, please send your detailed project requirements to sales@dynamsoft.com for a quote.
(e)	Other Deployment Licenses
Custom deployment license options are available upon request. Please inquire at sales@dynamsoft.com.
2.4 OEM, ASP/SERVICE BUREAU AND OTHERS
LICENSEE must execute a separate agreement prior to making any commercial deployment of the Application to third-party end users, either directly or through distribution channels. This may happen when LICENSEE acts as an ISV, OEM, ASP/service bureau, or solution provider offering the Application to the public.
Applicable and additional licensing options can be discussed with sales@dynamsoft.com.
3. MAINTENANCE SERVICES AND TECHNICAL SUPPORT
Dynamsoft's annual software maintenance and technical support plan benefits are posted on Dynamsoft's website (www.dynamsoft.com) and Dynamsoft reserves the right to amend and modify its technical support policies and annual maintenance plan from time to time, at its sole discretion.
4. EFFECT OF TERMINATION
Upon the expiration of subscription licenses, all rights of LICENSEE granted under this Agreement (including but not limited to, the rights to use, and/or provide access to the Software) shall terminate, and, LICENSEE shall immediately: (a) cease incorporating the Software into the Application; (b) cease use of the Software (in any form, including partial copies in its possession or under its control), and (c) destroy and decommission all copies of the Software.
5. RESTRICTIONS
All rights reserved. Except as expressly permitted by this License Agreement or by applicable law you may not: (a) lease, loan, resell, assign, sublicense, or otherwise distribute the Software or any of the rights granted by this License Agreement without the express written permission of Dynamsoft; (b) use the Software to provide or operate Application Service Provider (ASP), service bureau, marketing, training, outsourcing services, or consulting services, or any other commercial service related to the Software or to develop training materials; (c) modify (even for purposes of error correction), adapt, or translate the Software or create derivative works therefrom except as necessary to configure the Software using the menus, options and tools provided for such purposes and contained in the Software; (d) in any way reverse engineer, disassemble or decompile the Software (including reverse compiling to ensure interoperability) or any portion thereof except to the extent and for the express purposes authorized by applicable law notwithstanding this limitation; (e) use the Software to develop a product which is competitive with any Dynamsoft Corporation product offerings; (f) use unauthorized keycode(s); (g) disclose any Software benchmark results to any third party without Dynamsoft prior written approval, (h) permit third party access to, or use of the Software except as expressly permitted herein, and (i) distribute or publish keycode(s). If you wish to exercise any right to reverse engineer to ensure interoperability in accordance with applicable law, you shall first provide written notice to Dynamsoft and permit Dynamsoft, at its discretion, to make an offer to provide information and assistance reasonably required to ensure Software interoperability with your other products for a fee to be mutually agreed upon (if any).  
Your product is targeted to end users. The end-user application you develop using the Software must not be another development tool and/or SDK.
Users of end-user applications you develop using the Software may not further use the Software, in whole or in part, for software development, copying or distribution. You must enforce this restriction in a separate agreement between you and the end user of your applications.
Evaluation License holders are granted the use of only one copy of the Software per Evaluation License. The Software is "in-use" on a computer when it is loaded into temporary memory (i.e. RAM) or installed into the storage device of that computer.
You may make a single copy of the Software for backup purposes only.
Old license(s) will be revoked within 60 days after a license upgrade.
Dynamsoft reserves the right to change these terms and conditions at any time without prior notice.
6. OWNERSHIP
Dynamsoft and/or its suppliers retain all rights, title and interest in and to the Software and all copies at all times, regardless of the form or media in or on which the original or other copies may subsequently exist. You neither own nor hereby acquire any claim or right of ownership to the Software or to any related patents, copyrights, trademarks or other intellectual property. You agree to retain the Software, the terms of this Agreement as well as any Software benchmark or similar tests (whether performed by you, Dynamsoft or any third party) in confidence and prevent them from unauthorized disclosure or use except with Dynamsoft prior written consent. Dynamsoft and/or its suppliers reserve all rights not expressly granted to you. Dynamsoft suppliers are the intended third- party beneficiaries of this License Agreement and have the express right to rely upon and directly enforce the terms set forth herein.
7. WARRANTIES AND DISCLAIMERS 
THIS SOFTWARE AND THE ACCOMPANYING FILES ARE SOLD "AS IS" WITHOUT WARRANTY OF ANY KIND EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ANY USE BY YOU OF THE SOFTWARE IS AT YOUR OWN RISK.
NO LIABILITY FOR CONSEQUENTIAL DAMAGES. UNDER NO CIRCUMSTANCE SHALL DYNAMSOFT BE LIABLE FOR ANY DAMAGES WHATSOEVER ARISING FROM THE USE OR INABILITY TO USE DYNAMSOFT PRODUCTS.
8. ASSIGNMENT
Neither party may assign any rights or obligations arising under this Agreement, whether by operation or law or otherwise, without the prior written consent of the other party; except that Dynamsoft may assign this Agreement without your consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets or shares. This Agreement shall inure to the benefit of and shall be binding on the successors and assignees of the parties.
9. CONFLICT OR INCONSISTENCY 
Unless expressly agreed otherwise, in the event of any conflict or inconsistency between the terms and conditions of this Agreement and any terms or conditions set forth in any purchase order or other document relating to the transactions contemplated by this Agreement, the terms and conditions set forth in this Agreement shall prevail.
10. APPLICABLE LAWS
This Agreement shall be construed, and the legal relations between the parties hereto shall be determined as follows: (a) If LICENSEE's head office is located in the United States, in accordance with the laws of the State of Delaware, and the federal laws of the United States; or (b) If LICENSEE's head office is located anywhere in the world except the United States, in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein; and (c) The United Nations Convention on Contracts for the International Sale of Goods and any conflicts of law principles and the Uniform Computer Information Transactions Act (where enacted) shall not apply to the Agreement. Any disputes pertaining to this Agreement requiring judicial action will only take place in the Province of British Columbia, Canada.   
11. BUSINESS PRACTICES 
The LICENSEE shall (a) comply with all applicable laws and regulations, including all import and export laws and all anti-bribery laws, (b) avoid deceptive, misleading or unethical practices, and (c) conduct business in a manner that reflects favorably at all times on the Dynamsoft Products and Dynamsoft's goodwill and reputation, and (d) promptly notify Dynamsoft of any complaint or adverse claim about the Software of which LICENSEE becomes aware.
