TERM

This agreement shall become effective upon your first installation or use of the Software or access to the Services. Your use of the Software or Services is conditioned on your compliance with the terms and conditions contained in this agreement. The Software or Services may include a "time-out" mechanism that will automatically disable use of the Software or prevent access to the Services after a predetermined period of time.

ACCEPTABLE USE

You agree not to use the Software or the Services for a purpose or in a manner not permitted by the terms of eDive Acceptable Use Policy (including, without limitation, infringement of copyrights), as it may be amended from time to time. eDive Acceptable Use Policy is available on eDive Web site at www.eDive.com (the "Web Site"). You also agree that you will not, and that you will not permit others to, use the Software or Services either directly or indirectly to compromise the security of, or repeatedly request access to or data from, a eDive computer or other resource, or a computer or other resource of any other individual or entity, with the intent of disrupting or monopolizing the computer or other resource. You also agree not modify, disable, circumvent, or otherwise interfere with the features of the Software and/or Services that enforce license limits and restrictions or report technical and statistical information regarding use of the Software and Services to eDive. The license grants set forth in this agreement will terminate automatically if you engage in any activity in violation of this section.

TITLE

Title, ownership rights, and intellectual property rights in and to the Software and Services remain with eDive and/or its licensors. You acknowledge and agree that the Software contains proprietary and confidential information of eDive and/or its licensors. You agree to use reasonable care to protect the confidential and proprietary nature of the Software. eDive reserves the right to alter prices, features, capabilities, functions, licensing terms, release dates, general availability or any other characteristics of the Software or Services at any time, as eDive sees fit.

DISCLAIMER OF WARRANTY

THE SOFTWARE AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, AND NON-INFRINGEMENT. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW EXCLUSIONS OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO YOU AND YOU MAY HAVE OTHER LEGAL RIGHTS THAT VARY BY JURISDICTION. To the extent this warranty disclaimer does not apply to you, eDive and its licensors entire liability and your exclusive remedy shall be, at eDive sole option, to replace the affected Software or Services. This limited remedy is void if failure of the Software or Services has resulted from modification, accident, abuse, misapplication, a computer virus, an act of God, hardware or network attributes or configuration, or third party software. Any replacement of the Software or Services under this limited remedy will be warranted under the same terms as the original Software or Services.

LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE, SHALL eDive, ITS LICENSORS, OR ANY OTHER PERSON OR ENTITY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY NATURE INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, LOSS OR CORRUPTION OF DATA, OR ANY OTHER DAMAGE OR LOSS, EVEN IF eDive HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS. TO THE EXTENT THIS LIMITATION OF LIABILITY DOES NOT APPLY TO YOU UNDER APPLICABLE LAW, eDive TOTAL LIABILITY TO YOU SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

THIRD PARTY PRODUCTS AND SERVICES

Third parties may develop or provide tools or other software applications or components, materials, data, content or other products or services for use with the Software or the Services, some of which may be accessible via the Web Site. eDive makes no representation or warranty with respect to the quality, reliability or non-infringement of any third party product, service or data, whether accessible via the Web Site or otherwise. You agree that eDive is not responsible for the operation or performance of third party product, service or data. You acknowledge and agree that your rights with respect to third party products, services or data may be subject to the terms and conditions of separate agreements with the third parties providing them.

MISCELLANEOUS

If any provision of this agreement is held to be unenforceable for any reason, all other provisions of this agreement shall remain in full force and effect, and the unenforceable provision shall be reformed only to the extent necessary to make it enforceable. This agreement and eDive Acceptable Use Policy and Privacy Policy (which can be viewed on the Web Site and which are incorporated into this agreement by this reference) set forth the complete and entire agreement between you and eDive concerning their subject matter. eDive may amend the Acceptable Use Policy and Privacy Policy at any time by publication of a revised version of either of them on the Web Site. Your continued use of the Software and Services following publication of any such revised version will be deemed acceptance by you of the revised terms and conditions. If any of the revised terms and conditions is unacceptable to you, you must immediately cease using the Software and Services and remove the Software from all computers and computing devices on which you have installed it.

TECHNICAL SUPPORT, UPDATES, AND UPGRADES

Technical support for the Software and Services can be found in the Help menu within the Software and on the Web Site. This agreement does not entitle you to receive (a) technical support other than that which eDive makes available through the Software and on the Web Site; or (b) updates or upgrades to the Software or Services.

COPYRIGHT NOTICE

Copyright © 2002 - 2007 eDive Software and/or its suppliers, eDive Software Limited, 6th Floor Cardinal House, 20 St Mary's Parsonage, Manchester, Lancashire. M3 2LG. All rights reserved.

19th September 2008