END-USER LICENSE AGREEMENT (EULA)
for NICE Software and Solutions

(Version 8.0)

This End User License Agreement ("EULA" or "Agreement") contains the terms and
conditions that govern your access to and use of the software (together with any
updates or enhancements to it, and accompanying documentation, "Software"), that
NICE makes available to you ("Licensee" or "you" or "your"). As used in this
EULA, "NICE" means NICE, S.r.l. with principal offices located at Via
Milliavacca, 9 - 14100 Asti - Italy ("NICE IT"), except that if Licensee is
located in the United States, "NICE" means NICE USA LLC, with principal offices
at 410 Terry Avenue North, Seattle, Washington, 98109-5210 ("NICE US"). This
EULA supplements the AWS Customer Agreement posted at aws.amazon.com/agreement
or other agreement with NICE or an affiliate governing your use of NICE services
(the "Customer Agreement"), and unless otherwise defined in this EULA,
capitalized terms will have the same meaning as set forth in the Customer
Agreement.

1. LICENSE TO AND USE OF THE SOFTWARE. The Software may be accessed and used
only in accordance with this EULA and the Customer Agreement, and subject to
such terms, you are granted a limited, non- transferable, revocable,
non-sublicensable license to install and use the Software for your internal
business purposes only and only in the quantity that you have purchased from
NICE or an authorized reseller of the Software, or to the extent your use has
otherwise been authorized by NICE or Amazon Web Services.

2. BETA PARTICIPATION. NICE may provide Licensee certain features, technologies,
software, and services that are not yet generally available, including those
labeled "beta", "preview", "pre-release", or "experimental" (each, a "Beta").
Access and use of Betas are subject to any Beta terms provided by NICE and if
there is a conflict between the terms of this Section and any Beta terms, Beta
terms will take precedence. Betas are Software subject to all the terms and
conditions of this EULA.

(a) Licensee agrees not to allow access to or use of any Beta or any related
materials by any third party other than Licensee's employees and contractors who
have a need to use or access in connection with Licensee's internal evaluation
activities and have executed written non-disclosure agreements obligating them
to protect the confidentiality of the Beta and related materials.

(b) Licensee must comply with all policies and guidelines related to any Beta as
posted on the NICE's website or otherwise made available to Licensee. NICE may
add or modify restrictions, including usage limits related to access to or use
of any Beta or related materials at any time. If requested by NICE, Licensee
will promptly increase or decrease usage to the levels that NICE may specify.
Any service level agreements that Licensee may have for the Software do not
apply to Betas.

(c) Licensee will, when requested by NICE, provide NICE with information
relating to Licensee's access, use, testing, and evaluation of the Beta and any
related Beta Materials, including observations or information regarding the
performance, features, and functionality of the Beta in the form reasonably
requested by NICE ("Test Observations"). NICE will own and may use and evaluate
all Test Observations for its own purposes. All Betas, related materials, and
Test Observations are NICE Confidential Information. Each individual Beta
license will automatically terminate upon the release of a generally available
version of the Beta or upon notice of termination by NICE which may occur at any
time and for any reason. Upon the termination of Licensee's license to any Beta,
Licensee will cease use of the Beta and immediately return or, if instructed by
NICE, destroy all copies of the Beta and all related materials. NICE does not
guarantee that any Beta will ever be made generally available or that any
generally available version will contain the same or similar functionality as
any Beta version made available to Licensee.

(d) WITHOUT LIMITING ANY DISCLAIMERS HEREIN, BETAS ARE NOT READY FOR GENERAL
COMMERCIAL RELEASE AND MAY CONTAIN BUGS, ERRORS, DEFECTS OR HARMFUL COMPONENTS.
ACCORDINGLY, AND NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS EULA OR
OTHERWISE, NICE PROVIDES BETAS TO LICENSEE "AS IS."

3. USE RESTRICTIONS. Your use of the Software is conditioned upon your
compliance with the following limitations:

(a) Licensee will not distribute, rent, lease, lend, loan, transfer, assign,
resell, sublicense, disclose, or otherwise provide the Software to or use the
Software for the benefit of any third party (including acting as a service
bureau or provide of a time sharing service). Notwithstanding the foregoing,
Licensee may permit its third party contractors to use the software for
Licensee's internal business purposes provided that Licensee enters to a binding
agreement with contractor requiring contractor to comply with this EULA and is
solely responsible and liable for any breach of this EULA including any
unauthorized use of the Software by Licensee's contractors.

(b) Licensee will not modify, adapt, translate, alter, tamper with, repair, or
otherwise create derivative works of the Software.

(c) Licensee will not decompile, decipher, disassemble, reverse engineer or
otherwise attempt to access or derive source code of the Software, except to the
extent applicable law does not allow this restriction.

(d) Licensee will not attempt to use the Software in excess of any usage limits
and will not attempt to circumvent any technology in or with the Software that
is designed to monitor, restrict, or limit use. Licensee acknowledges and agrees
that the Software (including all evaluation versions) may require the use of
license key or token in order to operate and that operation of the Software will
automatically terminate upon expiration.

(e) Licensee will not remove any proprietary notices or labels on the Software
or any copy thereof.

(f) Licensee will not make any use of the Software in any manner not expressly
permitted by this EULA.

4.	INTELLECTUAL PROPERTY.

(a) The Software (including the related documentation) is owned by NICE.
Licensee acknowledges and agrees that title to the Software, including the
documentation, and all the copies thereof, including all industrial and
intellectual property rights (including the exclusive rights of economic
exploitation), copyright, trade secrets, and patent rights, remains with NICE. 

(b) Licensee has no obligation to give NICE any suggestions, comments, or other
feedback relating to the Software ("Feedback"). To the extent Licensee provides
Feedback to NICE, NICE may use and exercise any and all rights in the Feedback
without obligation or restriction of any kind during and after the Term, and
Feedback will not be deemed to be confidential information of Licensee or
otherwise create any confidentiality obligation. Licensee agrees not to provide
any Feedback that: (i) Licensee knows is subject to any patent, copyright or
other intellectual property claim or right of any third party; or (ii) is
subject to license terms which seek to require any products incorporating or
derived from the Feedback, or other NICE intellectual property, to be licensed
to or otherwise shared with any third party.

5. AUDIT. Licensee shall maintain accurate records regarding Licensee's use of
the Software and compliance with this EULA and, upon request, make such records
available to NICE and certify Licensee's compliance with this EULA. NICE or a
third party may examine and audit Licensee's access, use, and deployment of the
Software and verify Licensee's compliance with this EULA. Any audit will take
place during normal business hours on at least 10 days prior written notice. If
Licensee misreported any figure or underpaid any amount, Licensee will remit to
NICE the amount of any underpayment within 10 days after notification of the
discrepancy. If the discrepancy exceeds $1,000 U.S. dollars or 5% of the total
amount purchased or reported by Licensee for the period audited, then Licensee
will reimburse NICE for the reasonable costs of the audit. 

6. SUPPORT SERVICES. Licensee may be eligible to subscribe to software support
for any or all of the Software (the "Support Services", as described and
regulated under the Standard Support Services for NICE Products terms, available
here https://www.nice- software.com/html/pdf/NICE_Standard_Support_Services.pdf)
(as may be updated)). Support Services are Software subject to and governed by
the terms of this EULA and the Customer Agreement, as is any update or upgrade
to the Software provided by NICE in connection with Support Services. If the
Support Services are terminated, Licensee's license to the Software under this
EULA will continue in accordance with the terms of this EULA. If Support
Services expire or terminate and Licensee later reinstates Support Services,
Licensee shall pay a reinstatement fee equal to 70% of the current annual charge
for Support Services for the period of time when Licensee did not receive
Support Services. The reinstatement fee for any partial year will be a pro rata
portion of the applicable annual fee. 

7.	LIMITED WARRANTY.

(a) NICE warrants that the Software will for a period of 60 days from delivery
to the Licensee (the "Warranty Period"), when used in accordance with NICE's
written instructions, operate substantially in compliance with NICE's official
published documentation. NICE's sole responsibility, and Licensee's exclusive
remedy, in the event of breach of the limited warranty during the Warranty
Period, is for NICE, at its option, to use reasonable efforts to repair the
Software, replace the Software, or provide a refund. NICE shall not be
responsible or liable for any noncompliance with the foregoing warranty or
limitations or defects of the Software, if they have been caused, in whole or in
part, by unauthorized behavior of Licensee, any use of the Software which is
inconsistent with the Documentation, any accident, abuse, or misapplication,
and/or if they arise from or are related to software or any other products which
are not supplied by NICE.

(b) DISCLAIMER. EXCEPT FOR THE LIMITED WARRANTY IN SECTION 7(A), THE SOFTWARE IS
PROVIDED "AS IS." EXCEPT TO THE EXTENT PROHIBITED BY LAW, OR TO THE EXTENT ANY
STATUTORY RIGHTS APPLY THAT CANNOT BE EXCLUDED, LIMITED OR WAIVED, NICE AND ITS
AFFILIATES AND LICENSORS (I) MAKE NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY
KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE REGARDING THE SOFTWARE,
AND (II) DISCLAIM ALL OTHER WARRANTIES, INCLUDING ANY IMPLIED OR EXPRESS
WARRANTIES (A) OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A
PARTICULAR PURPOSE, NON-INFRINGEMENT, OR QUIET ENJOYMENT, (B) ARISING OUT OF ANY
COURSE OF DEALING OR USAGE OF TRADE, (C) THAT THE SOFTWARE WILL BE
UNINTERRUPTED, ERROR FREE, OR FREE OF HARMFUL COMPONENTS, AND (D) THAT ANY
CONTENT WILL BE SECURE OR NOT OTHERWISE LOST OR ALTERED.

8. LIMITATIONS OF LIABILITY. NICE AND ITS AFFILIATES AND LICENSORS WILL NOT BE
LIABLE TO LICENSEE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL
OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, REVENUES,
CUSTOMERS, OPPORTUNITIES, GOODWILL, USE, OR DATA), EVEN IF A PARTY HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NEITHER NICE NOR ANY OF ITS
AFFILIATES OR LICENSORS WILL BE RESPONSIBLE FOR ANY COMPENSATION, REIMBURSEMENT,
OR DAMAGES ARISING IN CONNECTION WITH: (A) YOUR INABILITY TO USE THE SOFTWARE,
INCLUDING AS A RESULT OF ANY (I) TERMINATION OR EXPIRATION OF THIS EULA OR YOUR
USE OF OR ACCESS TO THE SOFTWARE OR, (II) ANY ERROR OR UNANTICIPATED INTERUPTION
IN THE OPERATION OF THE SOFTWARE FOR ANY REASON; (B) THE COST OF PROCUREMENT OF
SUBSTITUTE GOODS OR SERVICES; (C) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS
BY LICENSEE IN CONNECTION WITH THIS EULA OR YOUR USE OF OR ACCESS TO THE
SOFTWARE; OR (D) ANY UNAUTHORIZED ACCESS TO, ALTERATION OF, OR THE DELETION,
DESTRUCTION, DAMAGE, LOSS OR FAILURE TO STORE ANY OF YOUR CONTENT OR OTHER DATA.
IN ANY CASE, NICE AND ITS AFFILIATES' AND LICENSORS' AGGREGATE LIABILITY UNDER
THIS EULA WILL NOT EXCEED THE AMOUNT LICENSEE ACTUALLY PAID US FOR THE SOFTWARE
THAT GAVE RISE TO THE CLAIM DURING THE 12 MONTHS BEFORE THE LIABILITY AROSE. THE
LIMITATIONS IN THIS SECTION APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAW.

9.	TERM AND TERMINATION.

(a) This EULA is effective upon the earlier of NICE's (i) acceptance of an order
for Software, (ii) delivery of the Software and it will continue until it
expires or terminates ("Term").

(b) NICE may terminate this EULA at any time and for any reason on 30 days'
prior written notice to Licensee. Your rights under this EULA will automatically
terminate without notice from us if you fail to comply with any term of this
EULA or the Customer Agreement.

(c) Licensee may terminate this EULA at any time by uninstalling or destroying
all copies of the Software that are in your possession or control.

(d) Upon termination or expiration of this EULA, Licensee shall (i) be no longer
entitled to use the Software and documentation, (ii) immediately remove the
Software from all computers on which the Software is installed, (iii) return to
NICE, within 5 days from expiration or termination, all copies of the Software
and documentation (or destroy such materials, as instructed by NICE) and will
certify in writing that all copies or partial copies of the Software and
documentation have been returned to NICE or destroyed; and (iv) remain
responsible and liable for all fees and charges for the Software that Licensee
incurred through the date of termination or expiration.

(e) If NICE terminates this EULA for convenience under subsection (b) of this
Section, NICE will issue Licensee a prorata credit of any license fees prepaid
by Licensee based a ten year life-span for the Software.

(f) Sections 3, 4, 5, 6, 7, 8, 9 and 10 will survive termination of this EULA.

10.	GENERAL.

(a) Entire Agreement. This EULA and its incorporation of the Customer Agreement,
along with related documents provided by NICE, represents the complete and
exclusive agreement between the parties with respect to the subject matter
hereof and supersedes all prior agreements, negotiations, and understandings.
NICE will not be bound by, and specifically objects to, any term, condition or
other provision that is different from or in addition to the provisions of this
EULA (whether or not it would materially alter this EULA) including for example,
any term, condition or other provision (i) submitted by Licensee in any purchase
order, receipt, acceptance, confirmation, correspondence or other document, or
(ii) related to any invoicing process that Licensee submits or require NICE to
complete. To the extent there is any conflict between this EULA and the Customer
Agreement, this EULA prevails.

(b) Assignment. Licensee shall not assign or otherwise transfer this EULA or any
of Licensee's rights or obligations, without our prior written consent. Any
assignment or transfer in violation of this Section will be void. NICE may
assign this EULA without your consent (i) in connection with a merger,
acquisition or sale of all or substantially all of our assets, or (ii) to any
affiliate or as part of a corporate reorganization; and effective upon such
assignment, the assignee is deemed substituted for NICE as a party to this EULA
and NICE is fully released from all of its obligations and duties to perform
under this EULA. Subject to the foregoing, this EULA will be binding upon, and
inure to the benefit of the parties and their respective permitted successors
and assigns.

(c) Governing Law and Dispute Resolution for US Licensees. If NICE US is the
contracting party to this EULA, the laws of the State of Washington, without
reference to conflict of law rules, govern this EULA and any dispute of any sort
that might arise between NICE and Licensee. The United Nations Convention for
the International Sale of Goods does not apply to this EULA. Any dispute or
claim relating in any way to the Software or this EULA will be adjudicated
exclusively in the federal and state courts located in King County, Washington,
and Licensee consents and waives any objections to such exclusive jurisdiction
and venue. Notwithstanding the foregoing, NICE may seek injunctive (or similar)
remedies in any jurisdiction.

(d) Governing Law and Dispute Resolution when Licensees Outside the US. 
(i) If NICE IT is the contracting party to this EULA, the laws of the Republic
of Italy, without reference to conflict of law rules, govern this EULA and any
dispute of any sort that might arise between NICE and Licensee. The United
Nations Convention for the International Sale of Goods does not apply to this
EULA. Any dispute or claim relating in any way to the Software or this EULA will
be adjudicated exclusively in the Court of Milan, Italy, and Licensee consents
and waives any objections to such exclusive jurisdiction and venue.
Notwithstanding the foregoing, NICE may seek injunctive (or similar) remedies in
any jurisdiction.
(ii) IF NICE IT IS THE CONTRACTING PARTY, PURSUANT TO AND BY THE EFFECT OF
SECTIONS 1341 AND 1342 OF THE ITALIAN CIVIL CODE, LICENSEE EXPLICITLY APPROVES
THE FOLLOWING CONDITIONS: 3 (USE RESTRICTIONS), 7 (LIMITED WARRANTY), 8
(LIMITATIONS OF LIABILITY), 9 (TERMINATION), 10 (GENERAL - INCLUDING GOVERNING
LAW, DISPUTE RESOLUTION, CONFIDENTIALITY AND PUBLICITY, AND MODIFICATIONS TO THE
AGREEMENT).

(e) Waiver. The failure by NICE to enforce any provision of this EULA will not
constitute a present or future waiver of such provision nor will it limit NICE's
right to enforce such provision at a later time. All waivers by NICE must be in
writing to be effective.

(f) Severability. If any portion of this Agreement is held to be invalid or
unenforceable, the remaining portions of this Agreement will remain in full
force and effect. Any invalid or unenforceable portions will be interpreted to
effectuate the intent of the original portion. If such construction is not
possible, the invalid or unenforceable portion will be severed from this
Agreement but the rest of the Agreement will remain in full force and effect.

(g) Taxes. Each party will be responsible, as required under applicable law, for
identifying and paying all taxes and other governmental fees and charges (and
any penalties, interest, and other additions thereto) that are imposed on that
party upon or with respect to the transactions and payments under this EULA. All
fees payable by Licensee are exclusive of applicable taxes and duties, including
VAT, Service Tax, GST, excise taxes, sales and transactions taxes, and gross
receipts tax ("Indirect Taxes"). NICE may charge and Licensee will pay
applicable Indirect Taxes that NICE is legally obligated or authorized to
collect from Licensee. Licensee will provide such information to NICE as
reasonably required to determine whether NICE is obligated to collect Indirect
Taxes from Licensee. NICE will not collect, and Licensee will not pay, any
Indirect Tax for which Licensee furnishes NICE a properly completed exemption
certificate or a direct payment permit certificate for which NICE may claim an
available exemption from such Indirect Tax. All payments made by Licensee to
NICE under this EULA will be made free and clear of any deduction or
withholding, as may be required by law. If any such deduction or withholding
(including cross-border withholding taxes) is required on any payment, Licensee
will pay such additional amounts as are necessary so that the net amount
received by NICE is equal to the amount then due and payable under this EULA.
NICE will provide Licensee with such tax forms as are reasonably requested in
order to reduce or eliminate the amount of any withholding or deduction for
taxes in respect of payments made under this EULA.

(h) Confidentiality And Publicity. Licensee may use NICE Confidential
Information only in connection with Licensee's use of the Software as permitted
under this EULA. Licensee will not disclose NICE Confidential Information during
the Term or at any time after without NICE's advance written consent. Licensee
will take all reasonable measures to avoid disclosure, dissemination, or
unauthorized use of NICE Confidential Information, including, at a minimum,
those measures Licensee takes to protect its own confidential information of a
similar nature. Licensee will not issue any press release or make any other
public communication with respect to this EULA or your use of the Software.
"NICE Confidential Information" means all nonpublic information disclosed by
NICE its affiliates, business partners or its or their respective employees,
contractors or agents that is designated as confidential or that, given the
nature of the information or circumstances surrounding its disclosure,
reasonably should be understood to be confidential. NICE Confidential
Information does not include any information that: (i) is or becomes publicly
available without breach of this EULA; (ii) can be shown by documentation to
have been known to Licensee at the time of receipt from NICE; (iii) is received
from a third party who did not acquire or disclose the same by a wrongful or
tortious act; or (iv) can be shown by documentation to have been independently
developed by Licensee without reference to NICE Confidential Information.

(i) Notices. Any notice required or permitted by this EULA to be given to either
party shall be effective upon receipt and shall be given in writing and sent by
overnight courier, facsimile, or first class certified mail with postage
prepaid. Notices to Licensee will be sent to the addresses indicated in the
applicable order for the Software and to the NICE contracting party at the
address in the opening paragraph of this EULA. Receipt shall be presumed
received 5 business days after mailing by first class mail unless the sender
obtains a delivery receipt indicating it was delivered earlier, the next day if
sent by over-night courier, and when confirmation is received if by fax. In
addition, a copy of the notice shall also be given via e-mail to each party's
primary contact. Either party may designate a different address than that given
below by notice to the other party in accordance with this paragraph. A copy of
any notice required or permitted to be sent to NICE shall also be sent to
Amazon.com, Inc. Attn: General Counsel P.O. Box 81226 Seattle, WA 98108-1226
Fax: (206) 266-7010 E-mail: contracts-legal@amazon.com. 

(j) Modifications To The Agreement. NICE may modify this EULA at any time by
posting a revised version on the NICE website (nice-software.com, and any
successor or related site designated by NICE, hereinafter, the "NICE Website")
or by sending a message to the email address then associated with Licensee's
account. Notices of modifications NICE provides by posting on the NICE Website
will be effective upon posting, and notices NICE provides by email will be
effective when NICE sends the email. It is Licensee's responsibility to keep its
email address current. Licensee will be deemed to have received any email sent
to the email address then associated with its account when NICE sends the email,
whether or not Licensee actually receives the email. By continuing to use the
Software after the effective date of any modifications to this EULA, Licensee
agrees to be bound by the modified terms. It is Licensee's responsibility to
check the NICE Website regularly for modifications to this EULA. 

(k) Trade Compliance. In connection with this EULA, Licensee will comply with
all applicable import, re- import, sanctions, anti-boycott, export, and
re-export control laws and regulations, including all such laws and regulations
that apply to a U.S. company, such as the Export Administration Regulations, the
International Traffic in Arms Regulations, and economic sanctions programs
implemented by the Office of Foreign Assets Control. For clarity, Licensee is
solely responsible for compliance related to the manner in which Licensee
chooses to use the Software. Licensee represents and warrants that Licensee and
its financial institutions, or any party that owns or controls Licensee or its
financial institutions, are not subject to sanctions or otherwise designated on
any list of prohibited or restricted parties, including the lists maintained by
the United Nations Security Council, the US Government (e.g., the US Department
of Treasury's Specially Designated Nationals list and Foreign Sanctions Evaders
list and the US Department of Commerce's Entity List), the European Union or its
member states, or other applicable government authority.

(l) U.S. Government Rights. The Software is provided to the U.S. Government as
"commercial items," "commercial computer software," "commercial computer
software documentation," and "technical data" with the same rights and
restrictions generally applicable to the Software. If you are using the Software
on behalf of the U.S. Government and these terms fail to meet the U.S.
Government's needs or are inconsistent in any respect with federal law, Licensee
will immediately discontinue use of the Software. The terms "commercial item"
"commercial computer software," "commercial computer software documentation,"
and "technical data" are defined in the Federal Acquisition Regulation and the
Defense Federal Acquisition Regulation Supplement.

(m) No Third-Party Beneficiaries. This EULA does not create any third-party
beneficiary rights in any individual or entity that is not a party to this EULA.