HID GLOBAL CORPORATION END-USER LICENSE AGREEMENT

FOR
Asure ID® SOFTWARE

Date: March 6, 2015

HID GLOBAL CORPORATION ("HID") IS WILLING TO LICENSE TO YOU AS AN INDIVIDUAL

OR THE LEGAL ENTITY (REFERENCED BELOW AS "YOU" OR "YOUR") THAT WILL BE
UTILIZING THE LICENSED SOFTWARE (AS DEFINED IN SECTION 1 BELOW) FOR YOUR USE,
SUBJECT TO YOUR ACCEPTANCE OF ALL OF THE TERMS AND CONDITIONS CONTAINED
HEREIN. THIS IS A LEGALLY BINDING AND ENFORCEABLE CONTRACT BETWEEN YOU
AND HID (THE "LICENSE AGREEMENT"). YOU SHOULD READ THE TERMS AND
CONDITIONS OF THIS LICENSE AGREEMENT CAREFULLY BEFORE INSTALLING OR USING
THE LICENSED SOFTWARE. BY CLICKING THE "AGREE" OR "YES" BUTTON, OPENING THIS
PACKAGE, BREAKING THE SEAL, LOADING THE LICENSED SOFTWARE OR OTHERWISE
INDICATING YOUR ASSENT ELECTRONICALLY, YOU AGREE TO THE TERMS AND
CONDITIONS OF THIS LICENSE AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS
AND CONDITIONS, CLICK THE "I DO NOT AGREE" OR "NO" BUTTON, DO NOT INSTALL THE
LICENSED SOFTWARE, MAKE NO FURTHER USE OF THE LICENSED SOFTWARE AND
RETURN THE LICENSED SOFTWARE TO YOUR POINT OF PURCHASE.

For good and valuable consideration, the sufficiency of which is hereby acknowledged, You and HID
agree to the terms and conditions set forth below:

1. License. Subject to Your compliance with the terms and conditions of this License Agreement and
Your payment of the applicable license fees, HID grants You a non-exclusive, non-transferable, revocable
license to install and use HID's Asure ID software (the "Licensed Software") and all associated user
manuals, release notes, installation notes, and other materials delivered with the Licensed Software in hard
copy or electronic formats (the "Documentation") solely in support of Your internal business operations.
You may install and use the Licensed Software and the Documentation only on the number of
workstations or servers and the applicable operating systems permitted by the license or usage limitations
in this License Agreement, the applicable HID license certificate, credential licenses, SKU description,
and license key that accompanies, precedes, or follows this License Agreement, for the location for which
the Licensed Software was furnished to You ("Location"), and as may be further defined in the
Documentation. The Licensed Software may contain third party software programs as further specified in
the Documentation. Any such third party software is provided under and subject to the terms and
conditions of the license agreement applicable to such software.

2. Prohibited Uses. You agree not to cause or permit, and You agree not to cause or permit any third-
party to:
(a) install or use the Licensed Software without an active credential license or active license
key for each installation of the Licensed Software;
(b) use or reproduce any of the Licensed Software in source code format;
(c) distribute, disclose or allow use of the Licensed Software, in any format, through any
timesharing service, service bureau, network or by any other means, to, by or for the benefit of a third
party who has not purchased a copy of the Licensed Software;
(d) decompile, disassemble, or otherwise reverse engineer or attempt to deconstruct or
discover any source code or underlying ideas or algorithms of the Licensed Software by any means
whatsoever;
(e) modify or alter the Licensed Software in any manner whatsoever;
(f) use, copy, modify, merge or transfer copies of the Licensed Software or Documentation
except as expressly authorized in this License Agreement;
(g) use any back-up or archival copies of the Licensed Software (or allow someone else to
use such copies) for any purpose other than to replace an original copy if it is destroyed or becomes
defective;
(h) sublicense, lease, sell, rent, lend or otherwise transfer the Licensed Software or the
Documentation; or
(i) remove or alter any marks or designations indicating the ownership of copyrights,
trademarks or other intellectual property rights of any party contained in the Licensed Software or the
Documentation.

3. Ownership. The Licensed Software and Documentation are licensed, not sold, to You for use in
accordance with the terms and subject to the conditions of this License Agreement. You may make a
single copy of the Licensed Software and Documentation for archival purposes. You must reproduce all
copyright and other proprietary notices contained in the original copy of the Licensed Software and
Documentation in any copies produced by or for You. Except as expressly provided in this License
Agreement, You will not acquire any right, title, or interest in the Licensed Software. HID and its
licensors are the owners of the Licensed Software, and shall retain all right, title and interest in all
copyright, patent, trademark, trade secret and other proprietary rights in their contributions to the Licensed
Software and the Documentation and in all copies, improvements, enhancements, modifications and
derivative works of the Licensed Software or Documentation ("Proprietary Rights"). HID expressly
reserves all of its related Proprietary Rights, except as expressly granted to You in this License Agreement
under Section 1. To the extent that any Proprietary Rights do not automatically vest in HID, You hereby
assign all such Proprietary Rights to HID, and agree to do all other acts reasonably necessary to perfect
HID's, or its licensors', ownership thereof, without additional consideration of any kind. Your rights to use
the Licensed Software are specified in this License Agreement, and HID and/or its licensors retain all
rights not expressly granted to You in this License Agreement. Nothing in this License Agreement
constitutes a waiver of HID's rights under any international law or regulation, or any U.S. federal or state
law or regulation.

4. Confidentiality. You acknowledge that the Licensed Software, the Documentation and all
Proprietary Rights contain HID's and its licensors' proprietary and/or trade secret information
("Confidential Information"). You will keep the Confidential Information confidential and protect such
Confidential Information in the same manner as You maintain Your own confidential information, and in
no event with less than a reasonable degree of care. You will use the Confidential Information only for the
purposes described in this License Agreement; no other use of the Confidential Information shall be
permitted. You will make no written or electronic copies of the Confidential Information, except as
allowed in this License Agreement. You will only disclose Confidential Information to those employees or
independent contractors of Yours with a need to know the Confidential Information for activities expressly
authorized in this Agreement. You may disclose the Confidential Information to the extent required by a
final order of court of law having proper jurisdiction, but You will give HID prompt notice to allow HID
reasonable opportunity to obtain a protective order against such disclosure prior to disclosure. HID will
have all rights and remedies available to it at law or in equity for the protection of its rights hereunder,
including an injunction enjoining the breach or threatened breach of this Section 4.

5. Warranties and Disclaimer.

(a) Warranty. HID warrants that the Licensed Software shall conform in all material respects
to the applicable Documentation that accompanies and is part of the Licensed Software for a period of
ninety (90) days after the date You purchase the Licensed Software. Your sole remedy for any breach by
HID of the warranty provided herein shall be, at HID's sole discretion, the replacement or repair of the
nonconforming Licensed Software.

(b) WARRANTY DISCLAIMER. YOUR USE OF THE LICENSED SOFTWARE IS

SOLELY AT YOUR OWN RISK. HID DOES NOT WARRANT THAT THE LICENSED SOFTWARE
WILL MEET YOUR REQUIREMENTS OR THAT ITS OPERATION WILL BE UNINTERRUPTED
OR FREE OF ERRORS. EXCEPT AS EXPRESSLY PROVIDED IN SECTION 5(a), OR AS
PROHIBITED BY APPLICABLE LAW, HID MAKES NO REPRESENTATIONS OR WARRANTIES,
EXPRESS OR IMPLIED, TO ANY PERSON OR ENTITY WITH RESPECT TO THE LICENSED
SOFTWARE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HID
DISCLAIMS ALL IMPLIED WARRANTIES WITH RESPECT TO THE LICENSED SOFTWARE,
INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, QUALITY, NON-
INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. FURTHER, HID DOES NOT
WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE, OR THE
RESULTS OF THE USE, OF THE LICENSED SOFTWARE, OR ANY INFORMATION CONTAINED
THEREIN OR OTHERWISE PROVIDED PURSUANT TO THIS LICENSE AGREEMENT, IN TERMS
OF CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE. NO THIRD PARTY,
INCLUDING AGENTS, DISTRIBUTORS, OR AUTHORIZED HID RESELLERS IS AUTHORIZED
TO MAKE ANY EXPANSION, MODIFICATION OR ADDITION TO THE WARRANTIES IN THIS
LICENSE AGREEMENT ON BEHALF OF HID.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE

ABOVE EXCLUSION MAY NOT APPLY TO YOU. ANY IMPLIED WARRANTIES ARE LIMITED
IN DURATION TO NINETY (90) DAYS FROM THE DATE OF DELIVERY OF THE LICENSED
SOFTWARE OR TO THE MINIMUM PRESCRIBED BY LAW. THIS WARRANTY GIVES YOU
SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHER RIGHTS, WHICH VARY DEPENDING ON
THE TERRITORY IN WHICH THE LICENSED SOFTWARE WAS FURNISHED TO YOU. FOR
WARRANTY ASSISTANCE CONTACT HID OR THE HID RESELLER FROM WHOM YOU
OBTAINED THE LICENSED SOFTWARE.

6. LIMITATION OF LIABILITY; INDEMNIFICATION.

(a)IN NO EVENT SHALL HID, ITS RESELLERS, LICENSORS OR SUPPLIERS BE

LIABLE TO YOU OR ANY PERSON OR ENTITY FOR ANY COSTS OF PROCUREMENT OF
SUBSTITUTE OR REPLACEMENT GOODS OR SERVICES, LOSS OF PROFITS, LOSS OF, OR
CORRUPTION OF DATA, LOSS OF PRODUCTION, LOSS OF BUSINESS, LOSS OF REVENUES,
LOSS OF CONTRACTS, LOSS OF GOODWILL OR ANTICIPATED SAVINGS OR WASTED
MANAGEMENT AND STAFF TIME, OR ANY DAMAGES, WHETHER DIRECT, INDIRECT
CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR PUNITIVE, ARISING OUT OF OR IN
CONNECTION WITH THIS LICENSE AGREEMENT, EVEN IF HID, ITS RESELLERS, LICENSORS
OR SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT AS
LIMITED BY APPLICABLE LAW, IN NO EVENT SHALL HID BE LIABLE TO YOU OR ANY
THIRD PARTY, UNDER ANY LEGAL OR EQUITABLE THEORY, WHETHER IN CONTRACT,
NEGLIGENCE, STRICT LIABILITY OR OTHERWISE FOR ANY AMOUNTS. THESE
LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL
PURPOSE OF ANY LIMITED REMEDY.

(b) You agree to defend, indemnify and hold HID, its employees, directors, affiliates, agents,
licensors, distributors, resellers, and subcontractors harmless against any and all claims, losses, liabilities,
damages, costs and expenses, including reasonable attorney's fees and court costs, which such party may
incur in connection with a breach of this License Agreement or Your unauthorized use of the Licensed
Software or Documentation. HID accepts no responsibility whatsoever for Your unauthorized use of the
Licensed Software or Documentation.

7. Compliance with Law. Each party agrees to comply with all applicable laws, rules, and
regulations in connection with its activities under this License Agreement. You acknowledge that the
Licensed Software including Documentation and other technical data, is subject to export controls
imposed by the U.S. Export Administration Act of 1979, as amended (the "Act"), and the regulations
promulgated thereunder and other applicable foreign export control laws. You agree to comply with all
applicable international and federal laws that apply to the Licensed Software, including the Act, as well as
destination and all other restrictions issued by U.S. and other governments.

8. Termination. This License Agreement is effective until terminated. You may terminate this
License Agreement at any time by destroying all copies of the Licensed Software and Documentation in
Your possession or by returning all such copies to HID. This License Agreement and Your right to use the
Licensed Software will automatically terminate without notice to You if You fail to comply with any
provision of this License Agreement. Upon termination, You shall immediately (i) cease all use of the
Licensed Software, (ii) return to HID all copies of the Licensed Software and Documentation then in Your
possession, and (iii) certify to HID in writing that You have retained no copies of the Licensed Software or
Documentation.

9. Trial Period. If the Licensed Software is provided to You for evaluation purposes, Your right to
install and use the Licensed Software will be subject to the terms and conditions of this Section 9. HID
grants to You a nonexclusive, temporary, revocable, royalty-free, non-assignable license to install and use
the Licensed Software solely for internal non-production evaluation. Such evaluation license shall
automatically terminate thirty (30) days from the date of Your initial installation of the Licensed Software
("Trial Period"). The Licensed Software may not be transferred and is provided to You on an "AS IS"
basis without warranty of any kind. You are solely responsible to take appropriate measures to back up
Your system and take other measures to prevent any loss of files or data. The Licensed Software may
contain an automatic disabling mechanism that prevents its use after the end of the Trial Period. Upon
expiration of the Trial Period, You will immediately cease use of the Licensed Software and uninstall and
destroy all copies of the Licensed Software in Your possession. All other terms and conditions of this
License Agreement shall otherwise apply to Your evaluation of the Licensed Software as permitted herein.

10. General.

(a) Payment and Delivery. You agree to pay all fees associated with Your licensing of the
Licensed Software under this License Agreement. You agree to pay any tax assessed on the Licensed
Software, other than taxes based on the net income or corporate franchise tax of HID, its licensors,
suppliers, distributors or resellers. The risk of loss for the Licensed Software shall pass to You upon
shipment by HID or its distributors or resellers or at the time the FTP transmission process is complete.

(b) United States Government Restricted Rights. This section applies to all acquisitions of
the Software by or for the United States government. By accepting delivery of the Software, the United
States government hereby agrees that the Software is a "commercial item" as that term is defined at
Federal Acquisition Regulation ("FAR") 12.101, consisting of "commercial computer software" and
"commercial computer software documentation" as such terms are used in FAR 12.212 and that the United
States government's use and disclosure of the Software is controlled by the terms and conditions of this
License Agreement to the maximum extent possible. Consistent with FAR 12.212 and DFARS 227.7202,
all United States government users acquire the Software with only those rights set forth herein. This
License Agreement supersedes any contrary terms and conditions in any statement of work, contract, or
other document relating to the United States government's use of the Licensed Software.

(c) Contracting Parties. If the Licensed Software is installed on computers owned by a

corporation or other legal entity, then this License Agreement is formed by and between HID and such
entity. The individual agreeing to the terms and conditions of this License Agreement represents and
warrants to HID that he/she has the authority to bind such entity to the terms and conditions of this
License Agreement.

(d) Assignment. You shall not have the right to assign, transfer, or sublicense any obligations
or benefits under this License Agreement (including by operation of law) without HID's prior written
consent. This License Agreement shall be binding on and inure to the benefit of respective successors and
permitted assigns of HID.

(e) No Waiver. The failure of HID to enforce its rights under this License Agreement at any
time for any period shall not be construed as a waiver of such rights.

(f) Entire Agreement. This License Agreement is the entire and exclusive agreement
between HID and You with respect to the Software and supersedes all prior or contemporaneous
agreements (whether written or oral) and other communications between HID and You with respect to the
Software. No changes or modifications to or waivers of any provision of this License Agreement shall be
effective unless evidenced in a written amendment that is signed by both parties.

(g) Survival. Any payment obligations incurred by You prior to termination, together with
Sections 3, 4, 5, 6, 8 and 10 shall survive the expiration or termination of this License Agreement.
 (h) Effect of Illegality. In the event that any provision of this License Agreement shall be
determined to be illegal or unenforceable, such provision shall be limited or eliminated to the minimum
extent necessary so that this License Agreement shall otherwise remain in full force and effect and
enforceable.

(i) Choice of Law. This License Agreement will be governed by the laws of the State of
California. The United Nations Convention on Contracts for the International Sale of Goods does not
apply to this License Agreement. You submit to personal jurisdiction in California and further agree that
any legal action relating to this License Agreement will be brought exclusively in the County of Orange,
State of California (if under State law) or the Southern District of California (if under federal law). You
hereby waive any claim that such venue is improper or inconvenient. IN ANY SUCH PROCEEDINGS,
YOU HEREBY KNOWINGLY AND WILLINGLY WAIVE AND SURRENDER YOUR RIGHT TO
TRIAL BY JURY.

(j) Audits. During the period this License Agreement remains in effect, and for three years
thereafter, HID has the right to verify Your compliance with this License Agreement on Your premises
during Your normal business hours and in a manner that minimizes disruption to Your business. HID may
use an independent auditor for this purpose with Your prior approval which You will not unreasonably
withhold or delay.

(k) Notices. Any notices to HID under this License Agreement, shall be delivered to HID
Global Corporation, Attn: Vice President Legal Services, 611 Center Ridge Drive, Austin, TX 78753.