MARG ERP 9+ SOFTWARE LICENSE AGREEMENT

MARG ERP 9+ ("SOFTWARE") - a Inventory & Accounting software developed by M/s Marg
Erp Limited("LICENSOR") - is offered for one year license to the user ("CUSTOMER")
on the following terms and conditions, Which the CUSTOMER shall be deemed to accept
in full upon installing the SOFTWARE.

1. LICENSOR is the owner of copyright and all other intellectual property rights in
SOFTWARE.

2. LICENSOR grants to CUSTOMER, a one year license to use the SOFTWARE upon the
terms and conditions as hereinafter contained. NOT FOR RESALE.

3. CUSTOMER shall not decompile, disassemble or otherwise modify SOFTWARE except as

provided for by this license.

4. The CUSTOMER is fully satisfied with the working of SOFTWARE at the

demonstration conducted by the LICENSOR before entering into this agreement.

5. The CUSTOMER is solely responsible for determining the suitability of the

SOFTWARE for the purpose it is intended to be used.

6. SOFTWARE license is offered for one year from the date of license, after one
year, license required to be renewed on the basis of license renewal charges. New
versions of SOFTWARE in only available to CUSTOMER who pays license renewal charges
before/on due date.

7. The CUSTOMER can install the SOFTWARE on a single computer only. In case the
CUSTOMER needs to install the SOFTWARE at another computer, another copy of the
SOFTWARE needs to be purchased at full cost.

8. CUSTOMER shall take all reasonable precautions and measures to protect SOFTWARE
and related items from unauthorized use, access, copying, modifications,
reproduction, distribution or publication.

9. The price of the software includes one year license charges which include
installation. Service Tax & Vat extra. Training & Support will be chargable on per
hour per visit bases.

10.LICENSOR shall take no responsibility for any kind of corruption of data at the
customer's site due to Media Failure / Power Failure / Hardware Problem / Virus
Infection or any other reason. At most, the LICENSOR can try to recover the data
either fully or partially and the same shall be chargeable.

11.LICENSOR DOES NOT EXTEND AND EXPRESSLY DISCLAIMS ANY WARRANTY whatsoever as to
suitability, applicability, fitness, merchantability or otherwise of SOFTWARE and
related items.

12.It is expressly agreed by the CUSTOMER that neither the manufacturer nor the
supplier of the SOFTWARE shall be liable for any loss or damage, whether direct,
indirect, special, consequential and/ or incidental, arising from the use or
application of SOFTWARE and related items.

13.The parties hereby agree that the courts at New Delhi alone have the
jurisdiction to entertain any proceedings in respect of anything arising under this
agreement.

14.CUSTOMER is not authorized to appoint any MARG or MARG Partners employee/ex-

employee without NOC from MARG Head Office.