SyncIT.com License Agreement Last modified on: January 5, 1999 This legal document is an agreement between you, the end user ("Licensee"), and SyncIT.com Inc. ("Licensor"). BY DOWNLOADING OR OBTAINING AND USING THE REGISTERED VERSION OF SYNCIT.COM SOFTWARE, YOU ARE CONSENTING TO BE BOUND BY THE TERMS OF THIS AGREEMENT, WHICH INCLUDES THE SOFTWARE LICENSE AND SOFTWARE DISCLAIMER OF WARRANTY. THIS AGREEMENT CONSTITUTES THE COMPLETE AGREEMENT BETWEEN YOU AND SYNCIT.COM. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, CEASE TO USE THE PRODUCT IMMEDIATELY AND DESTROY ALL COPIES THAT YOU MADE. BOOKMARKSYNC SOFTWARE LICENSE ------------------------------------------------- 1. LIMITED WARRANTY: BookmarkSync is provided on an "AS IS" basis, without warranty of any kind, including without limitation the warranties of merchantability, fitness for a particular purpose, and non-infringement. Do not use it in any situation in which correct functioning is critical. The entire risk as to the results and performance of BookmarkSync is assumed by you, the Licensee. If BookmarkSync is defective, you, and not SyncIT.com or any distributor, agent or employee of SyncIT.com, assume the entire cost of all necessary servicing, repair or correction. 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 best of SyncIT.com's knowledge, your use of BookmarkSync in accordance with its documentation will not, in and of itself, infringe any third party's copyright, patent, or other intellectual property right. SyncIT.com is not liable or responsible in any way for any copyright violations you may commit as a result of using BookmarkSync. THE FOREGOING LIMITED WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, AND SYNCIT.COM, DISCLAIMS ANY AND ALL EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE, OF NON-INFRINGEMENT, OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE, regardless of whether we know or have reason to know of your particular needs. No oral or written information or advice given by SyncIT.com, its dealers, distributors, agents or employees shall create a warranty or in any way increase the scope of the above warranties, and you may not rely on any such information or advice. No action for breach of the above warranties may be commenced more than one (1) year following the expiration date of the warranty. If implied warranties may not be disclaimed under applicable law, then any implied warranties are limited in duration to 90 days after delivery of this copy of BookmarkSync to you. Some states do not allow limitations on how long an implied warranty lasts, so the above limitation may not apply to you. This warranty gives you specific legal rights. You may have other rights, which vary from state to state. IN NO EVENT SHALL SYNCIT.COM, OR ANYONE ELSE WHO HAS BEEN INVOLVED IN THE CREATION, DISTRIBUTION, OR DELIVERY OF THIS PRODUCT SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, CONSEQUENTIAL OR INCIDENTAL DAMAGES (INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OR INABILITY TO USE SUCH PRODUCT EVEN IF SYNCIT.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Because some states do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you. 2. TRANSFER RESTRICTIONS: This software, BookmarkSync, is licensed only to you, the Licensee. You may not permit non-Licensees to use BookmarkSync or install it on computers or networks other than explicitly specified in this license without the prior written consent of SyncIT.com. Any authorized transferee of BookmarkSync shall be bound by the terms and conditions of this License Agreement. In no event may you transfer, assign, rent, lease, sell or otherwise dispose of the software on a temporary or permanent basis except as expressly provided herein. 3. COPY RESTRICTIONS: This software and any accompanying materials are copyrighted. Unauthorized copying of BookmarkSync, including any BookmarkSync software that has been modified, merged or included with other software, or of any of the textual materials accompanying BookmarkSync is expressly forbidden. You may be held legally responsible for copyright infringement that is caused or encouraged by your failure to abide by the terms of this License. Subject to these restrictions, you may make one (1) copy of BookmarkSync for backup purposes. You must reproduce and include the copyright notice on the backup copy. 4. You may not distribute copyrighted web pages or any other data modified by SyncIT.com to any other person, nor may you use such data for any purpose other than your own personal viewing. 5. You may not modify, adapt, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), or create derivative works based on BookmarkSync. 6. LIMITED NONEXCLUSIVE LICENSE: This license is not a sale of the original software or of any copy. Title, ownership rights, and all intellectual property rights in BookmarkSync shall remain the property of SyncIT.com. 7. To the best of the SyncIT.com's knowledge, BookmarkSync is freely exportable from the United States. However, SyncIT.com is in no way liable or responsible if you violate any laws of the United States or any other country by exporting or using BookmarkSync in any way. 8. This license does not entitle you to any future upgrades or updates of software or configuration files, although we may decide to make such upgrades or configuration file updates freely available. 9. ENTIRE AGREEMENT: This written License Agreement is the exclusive agreement between you and SyncIT.com concerning BookmarkSync and supersedes any and all prior oral or written agreements, negotiations or other dealings between us concerning BookmarkSync. This Licence Agreement may be modified only by a writing signed by you and SyncIT.com, Inc. In the event of any litigation between you and SyncIT.com concerning BookmarkSync, the prevailing party will be entitled to recover attorney's fees and expenses from the other party. This agreement is subject to the laws and jurisdiction of the courts of the State of New York, USA. If a court of competent jurisdiction invalidates one or more of the terms of this contract, the surviving terms continue in force. This License Agreement is effective upon the earlier of your (1) use of BookmarkSync; or (2) your manifesting assent to these terms as by clicking on the "I Agree" button shown when you downloaded or installed the software. You agree that SyncIT.com need not sign this License Agreement in order for it to take effect. These notices must be retained in any copies of any part of this documentation and/or software.