Software License Agreement YOU SHOULD READ CAREFULLY THE FOLLOWING TERMS AND CONDITIONS: THIS LICENSE AGREEMENT ("LICENSE" OR "AGREEMENT") IS AN AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR A SINGLE ENTITY) AND THE OWNER OF THE SOFTWARE ("LICENSOR") FOR THE USE OF LIVESITE SOFTWARE ("SOFTWARE"). BY INSTALLING OR USING THE SOFTWARE, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE, WHICH COVERS YOUR USE OF THE SOFTWARE AND RELATED SOFTWARE COMPONENTS, WHICH MAY INCLUDE PRINTED MATERIALS AND "ONLINE" OR ELECTRONIC DOCUMENTATION. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT INSTALL OR USE THE SOFTWARE. 1. License. Subject to the terms of this Agreement and full payment of the applicable license fees, Licensor hereby grants You a limited, non-exclusive, non-assignable, non-sub licensable (except as set forth in Section 8 below) license to install, use and copy the Software to provide a single website domain installation of the Software. All rights not expressly granted to You herein are retained by Licensor. 2. Copies. Except as provided in this Section 2, a separate license is required for each additional installation of the Software. You may make a reasonable number of copies of the Software solely for emergency back-up, testing or archival purposes. Further, You may load the Software onto another CPU server owned and operated by You on a hot "redundancy" basis to be used only as follows: should your server malfunction or be taken off-line for maintenance purposes, the copy on such other server may be used until the original server is functioning. The ultimate result must be only one publicly accessible Software installation per license. 3. Notices. All pages generated by the Software must retain all Software notices and associated hyperlinks. You may modify the positioning and font, as long as the notices and hyperlinks remain readily perceptible to the human eye and function. Beyond these specific stipulations, You may not alter any proprietary notices that are contained in the Software, within the scripts and HTML generated by the scripts, and related documentation as delivered under this License. 4. License Restrictions. You may not: (a) reproduce or distribute all or any portion of the Software to any third party; (b) remove any proprietary notices from the Software or any copy thereof; (c) sell, assign, rent, transfer, distribute, act as a service bureau, or grant rights in the Software to any other person without the prior written consent of Licensor; (d) export or reexport the Software in violation of U.S. export laws; or (e) use the Software in violation of any applicable law, regulation or ordinance. Further, You may not use the Software or any related services to develop, generate, transmit or store information that: (i) infringes any third party's intellectual property or other proprietary right; or (ii) is illegal. 5. Copyright; Proprietary Rights. The Software is All Rights Reserved © Camelback Consulting, Inc. and is protected by United States and international copyright laws. Except for the limited license granted to You, Licensor reserves all right, title and interest to the Software and all associated icons and graphics, as well as the liveSite and Camelback Web Architects logos and trademarks (collectively, Camelback Marks). Title to and ownership of the Software and Camelback Marks, including without limitation all intellectual property rights therein and thereto, are and shall remain the exclusive property of Licensor and its suppliers. You shall not take any action to jeopardize, limit or interfere with Licensor's ownership of and rights with respect to the Software and/or Camelback Marks. You acknowledge that any unauthorized copying or use of the Software and/or Camelback Marks is a breach of this License. 6. Delivery and Installation. Unless otherwise agreed by Licensor in writing, You are solely responsible for delivery and installation of the Software. You may complete delivery and installation of the Software by accessing the Download section of the Camelback website (http://www.camelback.net/). Upon receipt of full payment, Licensor will e-mail You an encrypted license key that will enable You to add capacity to the features of the Software. 7. Downloads Section. Subject to the terms of this Agreement and full payment of the applicable license fees, You will be permitted free access to the Downloads section of Camelbackís website for a pre-designated period of time following Your agreement to the terms of this License. In the Downloads section, you may download current versions and upgrades of the Software, as well as future temporary fixes and version updates. Thereafter, access to the Downloads section is subject to Your purchase of an annual support plan. Except as specified herein and unless otherwise agreed in writing by the parties, Licensor is not obligated to provide training, maintenance or support of any kind for the Software. In its sole discretion and at any time, Licensor may discontinue the Downloads section, or any service or feature available through the Downloads section. 8. Modifications to the Software. Subject to the terms and conditions of this License and during the effective term only of this License, You may not alter and/or modify the Software and You may not sublicense the Software to third parties. This prohibition applies to both altered Software code and any new code developed by license holders specifically for use with the Software. The foregoing restrictions shall survive the termination or expiration of this License. 9. Your Responsibilities. In addition to the other terms and conditions set forth in this License, You are responsible for providing and maintaining all equipment and Internet connections necessary to install and properly use the Software, including, without limitation, computer hardware and software, modems, and telephone and/or network services. Licensor does not access, control, edit or screen any content transmitted using the Software or related services; therefore, You are solely responsible for the receipt or transmission of any and all content using the Software. 10. Promotional Materials. You agree that Licensor may list the web sites You maintain and manage with Software in promotional materials and/or on the Camelback web site. 11. U.S. Government Restricted Rights: This Software and documentation are provided with RESTRICTED RIGHTS. If used or acquired by the Government, the Government acknowledges that (a) the Software constitutes "commercial computer software" or "commercial computer software documentation" for purposes of 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-3, as applicable, and (b) the Government's rights are limited to those specifically granted to You, the licensee, pursuant to this Agreement. 12. Export Controls. The Software and all underlying information and technology is subject to U.S. export controls, including the Export Administration Regulations ("EAR", 50 C.F.R. Parts 730-774), and may be subject to export or import regulations in other countries. You are responsible for complying with all trade regulations and laws, both foreign and domestic. 13. Termination. Licensor may terminate this License if You fail to comply with the terms of this License or any applicable agreement relating to professional or other services Licensor may provide to You. You may terminate this License at any time by destroying or removing from all hard drives, networks, and other storage media all copies of the Software. Upon any termination, You must remove the Software from your computer equipment and destroy all originals and copies of the Software in your possession. The following sections shall survive any termination of this agreement and shall be effective in accordance with their terms: 4, 5, 8, and 11 through 19. 14. Indemnity. You agree to indemnify, hold harmless and defend Licensor, at your expense, against any and all third-party claims, actions, proceedings, and suits and all related liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys' fees and other litigation expenses) incurred by Licensor arising out of or relating to your (a) violation or breach of any term of this License, or (b) use or misuse of the Software. 15. Refunds. You may terminate the License within thirty (30) days of purchase to receive a full refund, less handling fees. The refund is not transferable and will be given to the original purchaser in the same form of payment that was originally made. Licensor's payment of the refund constitutes termination of the Agreement as described in Section 13. 16. Disclaimer of Warranties. THE SOFTWARE IS PROVIDED "AS IS" AND YOU ASSUME ALL RISK WITH ITS INSTALLATION, CONFIGURATION AND USE. THERE ARE NO WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY LICENSOR, EITHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SOFTWARE, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, 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. FURTHER, LICENSOR DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE OR ANY RELATED SERVICE WILL ALWAYS BE AVAILABLE, ACCESSIBLE, ACCURATE, COMPLETE, OR ERROR-FREE. THE FOREGOING EXCLUSIONS AND DISCLAIMERS ARE AN ESSENTIAL PART OF THIS AGREEMENT AND FORMED THE BASIS FOR DETERMINING THE PRICE CHARGED FOR THE SOFTWARE AND ANY ASSOCIATED SERVICES. SOME STATES DO NOT ALLOW EXCLUSION OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO YOU. 17. Limitation of Liability. YOU ASSUME ALL RISK ASSOCIATED WITH THE INSTALLATION AND USE OF THE SOFTWARE (INCLUDING WITHOUT LIMITATION ALL CONDUCT AND CONTENT ASSOCIATED WITH PUBLISHING A WEBSITE). IN NO EVENT SHALL LICENSOR BE LIABLE WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY OR STRICT LIABILITY OR OTHER THEORY), FOR COVER OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOSS OF PROFITS OR DATA, BUSINESS INTERRUPTION, COMPUTER FAILURE OR OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE OR PERFORMANCE OF ANY RELATED SERVICES, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. LICENSORS'S CUMULATIVE LIABILITY TO YOU OR ANY OTHER PARTY FOR ANY LOSS OR DAMAGES RESULTING FROM ANY CLAIMS, DEMANDS, OR ACTIONS ARISING OUT OF OR RELATING TO THIS LICENSE SHALL NOT EXCEED THE AMOUNTS PAID BY YOU TO LICENSOR FOR THE USE OF THE SOFTWARE. YOU HEREBY RELEASE LICENSOR FROM ANY AND ALL OBLIGATIONS, LIABILITIES AND CLAIMS IN EXCESS OF THIS LIMITATION. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE LIMITATIONS OR EXCLUSIONS IN THIS AND THE FOREGOING PARAGRAPH MAY NOT APPLY TO YOU. 18. CHANGES TO TERMS. LICENSOR RESERVES THE RIGHT TO CHANGE THIS AGREEMENT AT ANY TIME BY POSTING CHANGES ONLINE. IF THIS AGREEMENT IS REVISED, THE CHANGES WILL BE POSTED THROUGH THE "LICENSE AGREEMENT" LINK IN THE "ABOUT US: LEGAL" SECTION OF LICENSOR'S WEB SITE. A MORE RECENT DATE AT THE TOP OF THE POSTED AGREEMENT THAN THE DATE AT THE TOP OF THIS AGREEMENT WILL LET YOU KNOW THAT A CHANGED AGREEMENT HAS BEEN POSTED. YOUR NON-TERMINATION OR CONTINUED USE OF THE SOFTWARE AFTER CHANGES ARE POSTED CONSTITUTES YOUR ACCEPTANCE OF THIS AGREEMENT AS MODIFIED BY THE POSTED CHANGES. 19. General Provisions. The terms set forth in this License and any related service agreements constitute the final, complete and exclusive agreement with respect to the Software and may not be contradicted, explained or supplemented by evidence of any prior agreement, any contemporaneous oral agreement or any consistent additional terms. Should any term or provision hereof be deemed invalid, void or unenforceable either in its entirety or in a particular application, the remainder of this License shall nonetheless remain in full force and effect. Any term of this License may be amended and the observance of any term may be waived only with the written consent of the parties. The failure of Licensor at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same unless the same is waived in writing. This License shall be governed by and construed in accordance with the laws of the State of Texas without regard to its conflict of law rules. Any legal proceeding arising out of or relating to this Agreement will be subject to the exclusive jurisdiction of any state or federal court sitting in Dallas, Texas. You agree that regardless of any statute or law to the contrary, any claim or cause of action against Licensor must be filed within one (1) year after such claim or cause of action arose or it will be forever barred. The provisions of the 1980 U.N. Convention on Contracts for the International Sale of Goods shall not apply. If You have any questions concerning this License, please direct all correspondence to Camelback through our online contact form.