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NATUS SOFTWARE LICENSE AGREEMENT IMPORTANT – READ CAREFULLY: This Natus Software License Agreement (NSLA) is a legal agreement between you (either an individual or a single entity) and Natus Medical Incorporated (Natus) for the software included with the ALGO(TM) Newborn Hearing Screening System (ALGO System) and any software options or upgrades supplied therewith, which includes computer software and associated media, printed materials, and “online” or electronic documentation (“SOFTWARE PRODUCT”). By installing or otherwise using the SOFTWARE PRODUCT, you agree to be bound by the terms of this NSLA. If you do not agree to the terms of this NSLA, do not install or use the SOFTWARE PRODUCT; you may, however, return it and the rest of the ALGO System to the company or authorized distributor from which you purchased it for a full refund by following the procedure for authorized product returns set forth in the materials supplied with the product. SOFTWARE PRODUCT LICENSE The SOFTWARE PRODUCT is protected by copyright laws and international copyright treasures, as well as other intellectual property laws and treaties. The SOFTWARE PRODUCT is part of a medical device and may not be modified in any way. The SOFTWARE PRODUCT is licensed, not sold. 1. GRANT OF LICENSE. This NSLA grants you the following rights: 1.1 License. You may install and use one copy of the SOFTWARE PRODUCT on the ALGO System with which it was supplied. 1.2 Limitations on Modification, Reverse Engineering, Decompilation, And Disassembly. You may not nor may you allow or encourage any third party to, modify, reverse engineer, decompile, or disassemble the SOFTWARE PRODUCT, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation. 1.3 Separation of Components. The SOFTWARE PRODUCT is licensed as a single product. Its component parts may not be separated for use on more than one computer. 1.4 Rental. You may not rent, lease, or lend the SOFTWARE PRODUCT. 1.5 Software Transfer. You may not sell, lend, lease, or otherwise transfer the SOFTWARE PRODUCT to any third party without Natus’ prior written consent which Natus may withhold at its sole discretion. 1.6 Termination. Without prejudice to any other rights, Natus may terminate this NSLA if you fail to comply with the terms and conditions of this NSLA. In such event, you may not use the SOFTWARE PRODUCT or any of its component parts in any way. 2. COPYRIGHT. All title and copyrights in and to the SOFTWARE PRODUCT (including but not limited to any images, photographs, animations, video, audio, music, text, and “applets” incorporated into the SOFTWARE PRODUCT), the accompanying printed materials, and any copies of the SOFTWARE PRODUCT are owned by Natus or its suppliers. The SOFTWARE PRODUCT is protected by copyright laws and international treaty provisions. Therefore, you must treat the SOFTWARE PRODUCT like any other copyrighted material except that you may install the SOFTWARE PRODUCT on the ALGO System with which it was supplied. You may not copy the printed materials accompanying the SOFTWARE PRODUCT. 3. U.S. GOVERNMENT RESTRICTED RIGHTS. If you are acquiring the SOFTWARE PRODUCT on behalf of any part of the United States Government, the following provisions apply. The SOFTWARE PRODUCT and accompanying documentation are deemed to be “commercial computer software” and “commercial computer software documentation” respectively pursuant to DFAR Section 227 7202 and FAR 12.212(b), as applicable. Any use, modification, reproduction, release, performance, display, or disclosure of the SOFTWARE PRODUCT and/or the accompanying documentation by the U.S. Government or any of its agencies shall be governed solely by the terms of this NSLA and shall be prohibited except to the extent expressly permitted by the terms of this NSLA. Any technical data provided that is not covered by the above provisions is deemed to be “technical data-commercial items” pursuant to DFAR Section 227.7015(a). Any use, modification, reproduction, release, performance, display, or disclosure of such technical data shall be governed by the terms of DFAR Section 227.7015(b). 4. MISCELLANEOUS 4.1 Governing Law. This NSLA is governed by the laws of the State of California (without regard to its conflict of law rules). 4.2 Severability. In the event that any court of competent jurisdiction declares any portion of this NSLA invalid or otherwise unenforceable, the remainder of this NSLA shall remain in force and shall be unaffected by such invalidity or unenforceability. 4.3 Entire Agreement. This NSLA constitutes the entire agreement between the parties pertaining to the subject matter hereof and supersedes all prior and contemporaneous agreements, negotiations, and understandings, oral or written. 5. LIMITED WARRANTY 5.1 Warranty. The SOFTWARE PRODUCT is warranted as part of the ALGO System. The warranty for the product is set forth in the documentation for the product. 5.2 Disclaimer. NATUS DOES NOT WARRANT THAT THE SOFTWARE PRODUCT WILL BE ERROR FREE OR THAT ITS USE WILL BE UNINTERRUPTED. THE WARRANTY SPECIFIED IN PARAGRAPH 5.1 IS THE SOLE WARRANTY APPLICABLE TO THE SOFTWARE PRODUCT AND NATUS HEREBY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. 6. INDEMNIFICATION OF NATUS. You hereby indemnify Natus, its officers, directors, and employees, and agree to defend and hold them harmless from and against any and all fines, liability, damage, loss, or expense (including reasonable attorneys fees) arising from any third party claim, demand, action, or proceeding based upon (a) any operation or failure of the ALGO System caused by any improper maintenance of, modification of, or tampering with the SOFTWARE PRODUCT or any other portion of the ALGO System by you or any third party, (b) any operation or failure of the ALGO System caused by your failure to install any updated or corrected software provided to you directly or indirectly by Natus, or incurred in the settlement or avoidance of any such claim, provided, however, that Natus shall give prompt notice to you of the assertion of any such claims and provided further that you shall have the right to select counsel and participate (at your own expense) in the defense thereof. 7. CONFLICT WITH REGULATORY REQUIREMENTS. In the event of any conflict between the terms of this NSLA and any law, or federal or state medical device regulations, such law or regulations shall prevail and the conflicting provisions of this NSLA shall be deemed inoperative.

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