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+AUTODOCK VINA 1.0 SOFTWARE TRANSFER LICENSE AGREEMENT
+
+THIS SOFTWARE LICENSE AGREEMENT ("Agreement") is made by and between The 
+Scripps Research Institute ("TSRI"), having an address at 10550 N. Torrey Pines 
+Road, La Jolla, CA 92037 and yourself ("Recipient")
+
+RECITALS
+A. TSRI is the owner of the Software (as defined below).
+B. TSRI desires to grant to Recipient and Recipient desires to obtain from TSRI 
+a non-exclusive license to use the Software solely in accordance with the terms 
+and on the conditions set forth in this Agreement.
+
+NOW, THEREFORE, the parties hereto agree as follows:
+1. DEFINITIONS.
+1.1 "Software" shall mean the Vina computer program in binary executable form. 
+
+2. GRANT OF RIGHTS.
+The License granted for Software under this Agreement authorizes Recipient on a 
+nonexclusive basis to use one copy of the Software. Recipient may retain one 
+additional copy of the Software for archival purposes. Recipient agrees to use 
+the Software for internal non-commercial research purposes only, and shall not 
+distribute or transfer the Software to anyone not under the Recipient 
+Scientist's direct supervision or beyond the Recipient Scientist's 
+laboratory.
+
+3. DELIVERY.
+3.1 Software. TSRI shall deliver to Recipient a master copy of the Software 
+licensed hereunder in binary executable form, suitable for reproduction, in 
+electronic files only.
+
+4. MODIFICATIONS.
+4.1 Other Modifications. Recipient may, from time to time, request that TSRI 
+incorporate certain features, enhancements or modifications into the Software. 
+TSRI may, in its sole discretion, undertake to incorporate such changes, which 
+shall be the sole property of TSRI, and distribute the Software so modified to 
+all or any of TSRI's licensees. Any modifications or derivative works based on 
+the Software are considered part of the Software and ownership thereof is 
+retained by TSRI.
+
+5. COPIES AND RECORDS. Recipient agrees to maintain appropriate records of the 
+number and location of all copies of the Software.
+
+6. PROTECTION OF LICENSED SOFTWARE.
+6.1 Proprietary Notices. Recipient agrees to respect and not to remove, 
+obliterate, or cancel from view any copyright, trademark, confidentiality or 
+other proprietary notice, mark, or legend appearing on any of the Software or 
+output generated by the Software, and to reproduce and include same on each 
+copy of the Software. 
+
+6.2 Protection of Ownership. Recipient agrees to use its best efforts, 
+consistent with the practices and procedures Recipient takes to protect 
+Recipient's own most valuable proprietary information and materials, and will 
+take all reasonable steps to protect the Software and any pertinent 
+documentation and associated trade secrets against any unauthorized use, 
+reproduction, disclosure or distribution.
+
+7. CONFIDENTIALITY.
+7.1 Acknowledgement. Recipient hereby acknowledges and agrees that the Software 
+constitutes and contains valuable proprietary products and trade secrets of 
+TSRI embodying substantial creative efforts and confidential information, 
+ideas, and expressions. Accordingly, Recipient agrees to treat (and take 
+precautions to ensure that its employees treat) the Software as confidential, 
+not to disclose or permit to any third party or entity access to the Software 
+or any portion thereof without the written permission of a duly authorized 
+representative of TSRI.
+
+7.2 Injunctive Relief. Recipient acknowledges that the unauthorized use, 
+transfer or disclosure of the Software or copies thereof will (i) substantially 
+diminish the value to TSRI of the trade secrets and other proprietary interests 
+that are the subject of this Agreement; (ii) render TSRI's remedy at law for 
+such unauthorized use, disclosure or transfer inadequate; and (iii) cause 
+irreparable injury in a short period of time. If Recipient breaches any of its 
+obligations with respect to the use or confidentiality of the
+Software, TSRI shall be entitled to seek equitable relief to protect its 
+interests therein, including, but not limited to, preliminary and permanent 
+injunctive relief.
+
+7.3 Survival. Recipient's obligations under this Article 7 will survive the 
+termination of this Agreement or of any license granted under this Agreement 
+for whatever reason.
+
+8. WARRANTIES; SUPERIOR RIGHTS.
+8.1 Government Rights. Recipient understands that the Software may have been 
+developed under a funding agreement with the Government of the United States of 
+America and, if so, that the Government may have certain rights relative 
+thereto. This Agreement is explicitly made subject to the Government's rights 
+under any such agreement and any applicable law or regulation, if any. To the 
+extent that there
+is a conflict between any such agreement, applicable law or regulation and this 
+Agreement, the terms of such Government agreement, applicable law or regulation 
+shall prevail.
+
+8.2 Disclaimer of Warranties. ANY INFORMATION, MATERIALS OR SERVICES FURNISHED 
+BY TSRI PURSUANT TO THIS AGREEMENT ARE ON AN "AS IS" BASIS. TSRI DOES NOT 
+REPRESENT OR WARRANT THAT ALL ERRORS IN THE SOFTWARE WILL BE CORRECTED. THERE 
+ARE NO WARRANTIES RESPECTING THE SOFTWARE OR SERVICES PROVIDED HEREUNDER, 
+EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF DESIGN, 
+MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, EVEN IF TSRI HAS BEEN 
+INFORMED OF SUCH PURPOSE OR THAT THE SOFTWARE WILL NOT INFRINGE ANY PATENT, 
+COPYRIGHT, TRADEMARK, OR OTHER PROPRIETARY RIGHTS. NO AGENT OF TSRI IS 
+AUTHORIZED TO ALTER OR EXCEED THE WARRANTY OBLIGATIONS OF TSRI AS SET FORTH 
+HEREIN.
+
+9. INDEMNIFICATION.
+Except to the extent prohibited by law, Recipient shall indemnify and hold 
+harmless, TSRI, its trustees, officers, agents and employees from and against 
+any claims, demands, or causes of action whatsoever, including without 
+limitation those arising on account of Recipient's modification or enhancement 
+of the Software or otherwise caused by, or arising out of, or resulting from, 
+the exercise or practice of the license granted hereunder by Recipient, its 
+sublicensees, if any, its subsidiaries or their officers, employees, agents or 
+representatives.
+
+10. NONASSIGNABILITY. Any and all assignments of this Agreement or any rights 
+granted hereunder by Recipient without the prior written consent of TSRI are 
+void except (i) to an affiliate of Recipient or (ii) as expressly permitted 
+hereunder.
+
+11. GOVERNING LAW; JURISDICTION AND VENUE. The validity, interpretation, 
+construction and performance of this Agreement shall be governed by the laws of 
+the State of California.
+
+12. SEVERABILITY. If any provision of this Agreement shall be held by a court 
+of competent jurisdiction to be illegal, invalid or unenforceable, the 
+remaining provisions shall remain in full force and effect. This Agreement and 
+its exhibits contain the entire understanding and agreement between the parties 
+respecting the subject matter hereof. This Agreement may not be supplemented, 
+modified, amended, released or discharged except by an instrument in writing 
+signed by each party's duly authorized representative. All captions and 
+headings in this Agreement are for purposes of convenience only and
+shall not affect the construction or interpretation of any of its provisions. 
+Any waiver by either party of any default or breach hereunder shall not 
+constitute a waiver of any provision of this Agreement or of any subsequent 
+default or breach of the same or a different kind.
+