GEODESIC SOLUTIONS, LLC. GEODESIC SOLUTIONS' SOFTWARE LICENSE AGREEMENT IMPORTANT: THIS SOFTWARE LICENSE AGREEMENT IS A LEGAL AGREEMENT BETWEEN YOU(INDIVIDUAL OR ENTITY) AND GEODESIC SOLUTIONS. READ IT CAREFULLY BEFORE COMPLETING THE INSTALLATION PROCESS AND USING THE SOFTWARE. IT PROVIDES A LICENSE TO USE THE SOFTWARE AND CONTAINS WARRANTY INFORMATION AND LIABILITY DISCLAIMERS. BY INSTALLING AND USING THE SOFTWARE, YOU ARE CONFIRMING YOUR ACCEPTANCE OF THE SOFTWARE AND AGREEING TO BECOME BOUND BY THE TERMS SET FORTH IN THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, THEN DO NOT INSTALL THE SOFTWARE, AS YOU MAY NOT USE THE SOFTWARE. 1. Definitions (a) "Geodesic Solutions" means Geodesic Solutions, LLC. (b) "Software" means the GeoClassifieds/GeoAuctions/GeoClassAuctions/GeoCore/GeoZip/GeoAPI software program supplied by Geodesic Solutions herewith, which may include documentation, associated media, printed materials, and online and electronic documentation. (c) "License" means the Software License Agreement. 2. License Copyright laws and international copyright treaties, as well as other intellectual property laws and treaties protect the Software. The Software is licensed, not sold. This License allows you to: (a) Install and use the Software on ONE computer/domain for the sole purpose of construction and maintenance of an Internet ad system. (b) Make a copy of the Software in machine-readable form solely for backup purposes. You must reproduce on any such copy all copyright notices and any other proprietary legends on the original copy of the Software. 3. License Restrictions (a) Other than as set forth above, you may not make or distribute copies of the Software, or electronically transfer the Software from one computer/domain to another or over a network. (b) You may not reverse engineer, disassemble, or otherwise reduce the Software to a human-perceivable form. You may not modify the Software or create derivative works based upon the Software. Unless, there is explicit written permission from Geodesic Solutions. (c) You may not export the Software into any country prohibited by the United States Export Administration Act and the regulations thereunder. (d) In the event that you fail to comply with this License, Geodesic Solutions may terminate the license and you must destroy all copies of the Software. 4. Upgrades If this copy of the Software is an upgrade from an earlier version of the Software, it is provided to you on a license exchange basis. You agree by your installation and use of this copy of the Software to voluntarily terminate your earlier License and that you will not continue to use the earlier version of the Software or transfer it to another person or entity. 5. Ownership The foregoing license gives you limited rights to use the Software. Geodesic Solutions and its suppliers retain all right, title and interest, including all copyrights, in and to the Software and all copies thereof. All rights not specifically granted in this License, including Federal and International Copyrights, are reserved by Geodesic Solutions and its suppliers. 6. LIMITED WARRANTY AND DISCLAIMER (a) NO WARRANTY. GEODESIC SOLUTIONS AND ITS SUPPLIERS, IF ANY, DISCLAIM ALL WARRANTIES, EITHER EXPRESSED OR IMPLIED, OR OTHERWISE INCLUDING THE WARRANTIES OF MERCHANTIBLITY AND FITNESS FOR A PARTICULAR PURPOSE. ALSO, THERE IS NO WARRANTY OF NONINFRINGEMENT, TITLE OR QUIET ENJOYMENT. IF APPLICABLE LAW IMPLIES ANY WARRANTIES WITH RESPECT TO THE SOFWARE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO THIRTY(30) DAYS FROM THE DATE OF DELIVERY. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY GEODESIC SOLUTIONS, ITS DEALERS, DISTRIBUTORS, AGENTS, OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. (b) (USA only) SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. 7. LIMITED WARRANTY AND DISCLAIMER (a) NEITHER GEODESIC SOLUTIONS NOR ITS SUPPLIERS SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION OR THE LIKE), ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE OR THIS LICENSE BASED ON ANY THEORY OR LIABLITY INCLUDING BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF GEODESIC SOLUTIONS OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILTY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. (b) GEODESIC SOLUTIONS' TOTAL LIABLILTY TO YOU FOR ACTUAL DAMAGES FOR ANY CAUSE WHATSOEVER WILL BE LIMITED TO THE GREATER OF $100.00 US DOLLARS OR THE AMOUNT PAID BY YOU FOR THE SOFTWARE THAT CAUSED SUCH DAMAGE. (c) (USA only) SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. 8. Other This Software and the documentation are provided with "RESTRICTED RIGHTS". Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in this License and as provided by applicable laws and/or statutes. Manufacturer: Geodesic Solutions, 1901 Central Dr. Suite 807, Bedford, TX 76021. 9. (Outside U.S.A.) Consumer End Users Only The limitations or exclusions of warranties and liability contained in this License do not affect or prejudice the statutory rights of a consumer, i.e., a person acquiring goods otherwise than in the course of a business. 10. General This License shall be governed by the internal laws of the State of Texas. Licensee (individual/entity) hereby submits to the jurisdiction and venue of the federal courts of the State of Texas, USA. This License contains the complete agreement between the parties with respect to the subject matter hereof, and supersedes all prior or contemporaneous agreements or understandings, whether oral or written. All questions concerning this License shall be directed to: Geodesic Solutions, 1901 Central Dr. Suite 807, Bedford, TX 76021, Attention: Counsel. Geodesic Solutions and GeoClassifieds/GeoAuctions/GeoClassAuctions/GeoClassAuctions/GeoCore/ GeoZip/GeoAPI are trademarks or registered trademarks of Geodesic Solutions, LLC. in the United States and/or other countries. Other marks are the properties of their respective parties. REFUND POLICY THE SOFTWARE PRODUCT AND THE ACCOMPANYING FILES ARE LICENSED TO YOU AS IS AND WITHOUT WARRANTIES AS TO PERFORMANCE OR MERCHANTABILITY OR ANY OTHER WARRANTIES WHETHER EXPRESSED OR IMPLIED. BY PURCHASING OR USING THE SOFTWARE PRODUCT, YOU ACKNOWLEDGE AND AGREE THAT THERE SHALL BE ABSOLUTELY NO REFUNDS FOR ANY REASON WHATSOEVER, INCLUDING FAILURE TO INSTALL THE PROGRAM, A CHANGE IN MARKET CONDITIONS, A CHANGE IN BUSINESS OR WEB SITE STRATEGY, A CLAIM THAT THE PRODUCT DOES NOT SUIT YOUR NEEDS OR IS NOT WHAT YOU EXPECTED, MODIFICATIONS OF THE SOURCE CODE IMPLEMENTED BY THE USER THAT ALTER THE FUNCTIONALITY OF THE SOFTWARE PRODUCT OR THAT ARE NOT IN ACCORDANCE WITH THE DOCUMENTATION ACCOMPANYING THE SOFTWARE PRODUCT, THE UNAVAILABILITY OF GEODESIC SOLUTIONS FOR CUSTOMIZATIONS TO THE SOFTWARE PRODUCT, OR FOR ANY OTHER REASON. BY PURCHASING OR USING THE SOFTWARE PRODUCT, YOU ACKNOWLEDGE THAT YOU HAVE EXERCISED DUE DILIGENCE IN ASCERTAINING THAT THE SOFTWARE PRODUCT WILL RUN ON YOUR WEB SERVER AND THAT IT WILL MEET YOUR NEEDS. If neither you nor we are able to successfully install the SOFTWARE PRODUCT on your web server after you have purchased the Professional Installation option, Geodesic Solutions will host the SOFTWARE PRODUCT for you on our web servers until you are able to find a suitable web server, for a period not to exceed three (3) months. Notes: The terms set forth in this License are fundamental elements necessary for an agreement between you and Geodesic Solutions. Geodesic Solutions would not be able to provide the Software economically without such an agreement. Geodesic Solutions™ Software License Agreement (3/21/05)