This page includes: 1: KaZaA Lite Terms of Use 2: KaZaA Media Desktop Terms of Use WE URGE YOU TO READ THESE TERMS. In order to use the KaZaA Media Desktop you must first read and accept the terms of this license and confirm your acceptance of the terms of this license by pressing the 'Agree' button on the KaZaA Media Desktop installation program (below this text) screen. If you are a minor you will become eligible to use the KaZaA Media Desktop upon your parent or guardian reading and accepting the terms of this license and confirming acceptance of the terms of this license by pressing the 'Agree' button below this text. IF YOU PRESS THE 'DECLINE' BUTTON BELOW THIS TEXT YOU WILL NOT BE ABLE TO INSTALL THE SOFTWARE. ======================================== 1: KAZAA LITE TERMS OF USE This installation package was created to save you the work of cleaning the original KaZaA software from all third party software yourself. By installing the software included in this package you agree to take ALL responsibilities you would have if you personally modified the original KaZaA Media Desktop software instead of using this installer. All terms referencing to 'KaZaA Media Desktop' or 'KaZaA' in this document also apply to 'KaZaA Lite', since this is essentially the exact same piece of software, only without most of the advertising. Please note that installing this software is ILLEGAL and is in violation of the KaZaA Media Desktop Terms of Use. If you do, however, install the software contained in this package, you agree to take ALL responsiblity for your actions. This installation package was created for educational purposes only. It was not meant to be distributed. If you however do distribute this installation package or the software it contains, you take ALL responsiblity for doing so. ======================================== 2: KAZAA MEDIA DESKTOP TERMS OF USE Welcome! It is important that you carefully read these terms before installing the Kazaa Media Desktop software. These terms when accepted by you form a licence ("Licence") agreement between Sharman Networks Limited ("Sharman") and you ("You," "Your" Or "User") for the use of the Kazaa Media Desktop, including any and all versions or variations of the Kazaa Media Desktop software (collectively, "Kazaa Media Desktop"). In order to use Kazaa Media Desktop, you must first read and accept the terms of this Licence, and confirm your acceptance of the terms of this Licence by pressing the 'Yes' button on the Kazaa Media Desktop download screen. If you are a minor you will become eligible to use Kazaa Media Desktop upon your parent or guardian reading and accepting the terms of this Licence and confirming acceptance of the terms of this Licence by pressing the 'Yes' button on the Kazaa Media Desktop download screen. IF YOU PRESS THE 'NO' BUTTON ON THE KAZAA MEDIA DESKTOP DOWNLOAD SCREEN YOU WILL NOT BE ABLE TO INSTALL THE SOFTWARE. 1. What you can do under this Licence 1.1 Subject to all the terms of this Licence, Sharman grants you a limited, non-exclusive, personal, non-sublicensable, non-assignable licence to install and use the Kazaa Media Desktop and any future fixes, updates and upgrades provided to you (collectively, the "Software") on a computer. 1.2 Unless explicitly stated otherwise, any new features that augment or enhance the current Software, including the release of new properties, shall be subject to terms of this Licence. 2 What you can't do under this Licence You agree not to use the Software to: 2.1 Transmit or communicate any data that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; 2.2 Harm minors in any way; 2.3 Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity; 2.4 Forge headers or otherwise manipulate identifiers in order to disguise the origin of any data transmitted to other users; 2.5 Transmit , access or communicate any data that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under non-disclosure agreements); 2.6 Transmit ,access or communicate any data that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party; 2.7 Transmit or communicate any data that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; 2.8 Disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other users are able to type, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges; 2.9 Interfere with or disrupt the Software; 2.10 Intentionally or unintentionally violate any applicable local, state, national or international law, including securities exchange and any regulations requirements, procedures or policies in force from time to time relating to the Software; 2.11 Monitor traffic or make search requests in order to accumulate information about individual users; 2.12 "Stalk" or otherwise harass another; 2.13 Modify, delete or damage any information contained on the personal computer of any Kazaa Media Desktop user; or 2.14 Collect or store personal data about other users. 3 More Do's and Don'ts 3.1 This Licence allows you to install and use the Kazaa Media Desktop on a single computer. This Licence does not permit you to install the Software on more than one computer at a time. You may make copies of the Software in machine-readable form for backup purposes only. The backup copy must include all copyright information contained on the original. 3.2 Except as expressly permitted in this Licence, you agree not to reverse engineer, de-compile, disassemble, alter, duplicate, modify, rent, lease, loan, sublicense, make copies, create derivative works from, distribute or provide others with the Software in whole or part, transmit or communicate the application over a network. 3.3 You may not sell, transfer or communicate the Software to any third party without our prior express written consent. 4 Things you need to know when using the Kazaa Media Desktop 4.1 You are responsible for paying all applicable taxes and other costs you may incur in connection with your use of the Software including but not limited to all hardware and software costs and providing all equipment and software necessary to connect to our web site and to use the Software via the Internet and any royalties or other charges relating to the use of data owned by third parties. 4.2 Sharman may from time to time present programming fixes, updates and upgrades to you, including version updates to the Kazaa Media Desktop. You may accept or reject such programming fixes, updates and upgrades to you, including version updates at your sole discretion. 5 Things you need to do when using the Kazaa Media Desktop 5.1 It is your responsibility to ensure that you obtain all consents, authorisations and clearances in any data owned or controlled by third parties that you transmit, access or communicate to others using the Kazaa Media Desktop. 5.2 Sharman will not be liable in any way: 5.2.1 for any errors or omissions in any data, or for any loss or damage of any kind incurred as a result of any data transmitted via the Software; or 5.2.2 if you are exposed to data that is offensive, indecent or objectionable. 5.2.3 for any allegations or findings of infringement of copyright or other proprietary rights as a result of your use of the Software. 6 Copyright Infringement 6.1 Sharman respects copyright and other laws. Sharman requires all Kazaa Media Desktop users to comply with copyright and other laws. Sharman does not by the supply of the Software authorise you to infringe the copyright or other rights of third parties. 6.2 As a condition to use the Software, you agree that you must not use the Software to infringe the intellectual property or other rights of others, in any way. The unauthorised reproduction, distribution, modification, public display, communication to the public or public performance of copyrighted works is an infringement of copyright. 6.3 Users are entirely responsible for their conduct and for ensuring that it complies with all applicable copyright and data-protection laws. In the event a user fails to comply with laws regarding copyrights or other intellectual property rights and data-protection and privacy, such a user may be exposed to civil and criminal liability, including possible fines and jail time. 7 Sharman's Right to Run Advertising without payment to Users 7.1 Sharman reserves the right to run advertisements and promotions on the Kazaa Media Desktop 7.2 By accepting the terms of this Licence, you agree that we have the right to run such advertisements and promotions without compensation to you. 7.3 The timing, frequency, placement and extent of advertising by us within the pages comprising the Kazaa Media Desktop is subject to change and shall be determined by us at our sole discretion. 7.4 Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Kazaa web site or Kazaa Media Desktop, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. 7.5 You agree that Sharman is not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Kazaa Media Desktop and/ or the Kazaa web site. 8 Links to Third-Party Sites 8.1 The Kazaa Media Desktop may provide, or third parties may provide, links to World Wide Web sites or other Internet resources. Any third-party sites to which the Kazaa Media Desktop may link are not under control of Sharman. Sharman does not have any responsibility or liability for any information, data, communications or materials available on such third-party sites. 9 Third Party Software 9.1 During the process of installing the Software, you may be offered the possibility to download or install software from third party software vendors pursuant to licences or other arrangements between such vendors and yourself ("Third Party Software"). In the event you do not wish to download this THIRD PARTY SOFTWARE you should uncheck the appropriate boxes. Please note that the THIRD PARTY SOFTWARE is subject to different licences or other arrangements, which you should read carefully. By downloading and using this THIRD PARTY SOFTWARE you accept these THIRD PARTY SOFTWARE licences or other arrangements and acknowledge that you have read them and understand them. Sharman does not sell, resell, or license any of this THIRD PARTY SOFTWARE, and Sharman disclaims to the maximum extent permitted by applicable law, any responsibility for or liability related to the THIRD PARTY SOFTWARE. Any questions, complaints or claims related to the THIRD PARTY SOFTWARE should be directed to the appropriate vendor. 9.2 Sharman makes no representations or warranties of any kind concerning the quality, safety or suitability of this software, either express or implied, including without limitation any implied warranties of merchantability, fitness for a particular purpose, or non-infringement to the maximum extent permitted by applicable law, in no event will Sharman be liable for any indirect, punitive, special, incidental or consequential damages however they may arise and even if Sharman has been previously advised of the possibility of such damages. 9.3 There are inherent dangers in the use of any software available for downloading on the Internet, and Sharman cautions you to make sure that you completely understand the potential risks before downloading any of the THIRD PARTY SOFTWARE. You are solely responsible for adequate protection and backup of the data and equipment used in connection with any of the THIRD PARTY SOFTWARE, and Sharman will not be liable for any damages that you may suffer in connection with using, modifying or distributing any of the THIRD PARTY SOFTWARE. 10 Applicable Law 10.1 This Licence as well as all disputes arising out of or in connection with this Licence shall be governed by the laws of the New South Wales, Australia, without regard to or application of choice of law rules or principles. 10.2 Any dispute arising out of or in connection with this Licence, or in future agreements resulting there from, shall be exclusively resolved before the competent court in New South Wales, Australia. 11 Points to consider for International Use 11.1 Recognising the global nature of the Internet, you agree to comply with all local rules regarding on-line conduct and acceptable data. Specifically, you agree to comply with all applicable laws regarding copyright and the transmission of technical data exported from the country in which you reside. 12 Indemnification 12.1 YOU AGREE TO INDEMNIFY, HOLD HARMLESS AND DEFEND SHARMAN, AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, CO-BRANDERS OR OTHER PARTNERS, AND EMPLOYEES, AT YOUR EXPENSE, AGAINST ANY AND ALL THIRD PARTY CLAIMS OR DEMANDS, ACTIONS, PROCEEDINGS AND SUITS AND ALL RELATED LIABILITIES, DAMAGES, SETTLEMENTS, PENALTIES, FINES COSTS AND EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEY'S FEES AND OTHER DISPUTE RESOLUTION EXPENSES) INCURRED BY SHARMAN, DUE TO OR ARISING OUT OF DATA YOU SUBMIT, POST TO, TRANSMIT OR COMMUNICATE THROUGH THE SOFTWARE, YOUR USE OR MISUSE OF THE SOFTWARE, YOUR CONNECTION TO OTHER USERS, YOUR VIOLATION OF THE LICENSE, OR YOUR VIOLATION OF ANY RIGHTS OF ANOTHER. 13 Disclaimers of Warranties 13.1 THE SOFTWARE IS PROVIDED "AS IS", AND ON AN "AS AVAILABLE" BASIS AND THERE ARE NO CLAIMS, REPRESENTATIONS AND WARRANTIES MADE BY SHARMAN, EITHER EXPRESS, IMPLIED OR STATUTORY (TO THE EXTENT PERMITTED BY APPLICABLE LAW), WITH RESPECT TO THE SOFTWARE, INCLUDING BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, TITLE, NON- INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE OR TRADE USAGE. 13.2 ANY DATA DOWNLOADED THROUGH THE USE OF THE SOFTWARE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL. 14 Limitation of Liability 14.1 YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL SHARMAN BE LIABLE WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY OR STRICT LIABILITY, EVEN IF SHARMAN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, RESULTING FROM: 14.1.1 THE USE OR THE INABILITY TO USE THE SOFTWARE; 14.1.2 THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE USE OF THE SOFTWARE; 14.1.3 UNAUTHORISED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; 14.1.4 STATEMENTS OR CONDUCT OF ANY THIRD PARTY USING THE SOFTWARE; OR 14.1.5 ANY OTHER MATTER RELATING TO THE USE OF THE SOFTWARE. IN NO EVENT SHALL SHARMAN'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES EXCEED THE AMOUNT OF FIFTY AUSTRALIAN DOLLARS ($50). 14.2 WHERE THE TRADE PRACTICES ACT 1974 (CTH) OR SIMILAR STATE AND TERRITORY LEGISLATION IMPLIES INTO THIS LICENCE ANY CONDITION OR WARRANTY, AND THOSE LAWS AVOID OR PROHIBIT CONDITIONS IN A CONTRACT EXCLUDING OR MODIFYING THEM, THEN THE TERM, CONDITION OR WARRANTY SHALL BE DEEMED TO BE INCLUDED IN THIS LICENCE, PROVIDED THAT TO THE FULL EXTENT THAT SHARMAN IS ABLE TO THE LIABILITY OF SHARMAN FOR A BREACH OF ANY SUCH CONDITION OR WARRANTY, INCLUDING AND ECONOMIC OR CONSEQUENTIAL LOSS, SHALL BE LIMITED AT THE OPTION OF SHARMAN TO ONE OR MORE OF THE FOLLOWING: 14.2.1 IF THE BREACH RELATED TO GOODS: (A) THE REPLACEMENT OF THE GOODS OR THE SUPPLY OF EQUIVALENT GOODS; (B) THE REPAIR OF GOODS; (C) THE PAYMENT OF THE COST OF REPLACING THE GOODS OR OBTAINING EQUIVALENT GOODS; (D) THE PAYMENT OF HAVING THE GOODS REPAIRED; OR 14.2.2 IF THE BREACH RELATES TO SERVICES: (A) THE SUPPLY OF THE SERVICE AGAIN; OR (B) THE PAYMENT OF THE COST OF HAVING THE SERVICE SUPPLIED AGAIN. 15 Termination 15.1 It is you responsibility to comply with the terms of this Licence and to obey the laws of your jurisdiction. Your rights under this Licence will terminate immediately and without prior notice if : you violate any term of this License, including violating any applicable laws or rights of any third party including the intellectual property rights of any such third party. You may be subject to legal action if you continue to use the Kazaa Media Desktop in violation of this Licence. 16 Trade marks 17.1 The Kazaa name, the Kazaa logo, and other Kazaa related properties are trademarks of Sharman. All other trademarks appearing on Kazaa Media Desktop are trademarks of their respective owners. 17 Miscellaneous 17.1 This Licence constitutes the entire understanding of you, the Kazaa Media Desktop and the Software with respect to the subject matter hereof. There are no understandings, agreements, conditions or representations, oral or written, express or implied, with reference to the subject matter hereof that are not merged herein, expressly referenced herein, or superseded hereby. 17.2 The failure or delay of Sharman to exercise or enforce any rights or provision of the Licence does not constitute a waiver of such right or provision. 17.3 All provisions which must survive in order to give effect to their meaning, shall survive any expiration or termination of this Licence, including without limitation all of your representations, warranties and indemnification obligations. 17.4 Should any part of this Licence be held invalid by any court or tribunal, such invalidity shall not affect the validity of any remaining part, which will remain in full force and effect as if this License had been executed without that part having been held to be invalid.