G-LOCK SOFTWARE LICENSE AGREEMENT:

This Software License Agreement ("License Agreement") is a legal agreement between you (either an individual or an entity) and G-Lock Software ("GLS") for the software product, which included computer software and any other additional media, whether provided in physical form or received online in electronic form.

BY CONTINUING THE INSTALLATION OF THIS PROGRAM, BY LOADING OR RUNNING THE SOFTWARE, OR BY PLACING OR COPYING THE SOFTWARE ONTO YOUR COMPUTER HARD DRIVE, COMPUTER RAM OR ANY OTHER STORAGE MEDIUM, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE AGREEMENT.

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1.  GRANT OF LICENSE.  Subject to the terms and provisions of this License Agreement, GLS hereby grants to you the non-exclusive, non-transferable, limited right to use this Software only in executable or object code form.  The term "Software" includes all elements of the Software such as data files and screen displays.  You are not receiving any ownership or proprietary right, title or interest in or to the Software or the copyright, trademarks, or other rights related thereto.  The additional terms and conditions apply:

(a) Installation/Use.  This License permits you to install one (1) copy of the on a single computer containing one (1) or more central processing units ("CPU's").

(b) Restrictions on Transfer.  Except as otherwise expressly allowed under this License Agreement, you shall not rent, lease, sell, sublicense, assign, pledge, encumber or otherwise transfer the Software.  Any party authorized by GLS to use or receive the Software must agree to be bound by, and Recipient agrees to inform all users of the Software of, the terms and conditions of this License Agreement GLS reserves the right to withhold such authorization for any reason.  You agree that the Software will not be shipped, transferred or exported into any country in violation of the U.S. Export Administration Act (or any other law governing such matters) by you or anyone at your direction and that you will not utilize and will not authorize anyone to utilize, in any other manner, the Software in violation of any applicable law.  The Software may not be downloaded or otherwise exported or reexported into (or to a national or resident of) any country to which the U.S. has embargoed goods or to anyone or into any country who/which are prohibited, by applicable law, from receiving such property.

2.  OTHER RIGHTS AND LIMITATIONS.  If you receive the Software in more than one (1) medium (e.g., by electronic distribution and on floppy disk), regardless of the type or size of medium you receive, you may use only one (1) medium that is appropriate for your single computer.  You may not use or install the other medium on another computer.  You may not loan, rent, sell, lease, grant a security interest in, or otherwise transfer the other medium to another user.

(a) Distribution.  You may not distribute the software (except as permitted by section 3. hereinbelow) by any means, including, but not limited to direct mail, retail, mail order or other means.

(b) No Copying.  You may not copy or reproduce the Software or any accompanying documentation (except as permitted by section 3. hereinbelow) by any means.

(c) No Modifications or Reverse Engineering. You may not remove any proprietary notices or labels from the Software, and you may not modify, alter, translate, reverse engineer, decompile or disassemble (except to the extent that this restriction is expressly prohibited by applicable law), or create derivative works based on the Software.

(d) Rental/Transfer.  You may not rent, lease, sell or transfer the Software or documentation without GLS's express written consent, which GLS may withhold in its discretion. Reservation of Rights.  All rights not expressly granted to you are reserved to GLS.

(e) Legal Notices.  You may not remove or alter any legal notices, such as trademark or copyright notices, affixed on or within the software or any accompanying documentation.

3.  PERMITTED ELECTRONIC DISTRIBUTION AND COPYING.  You may make only the following copies of the Software: (i) you may download the Software from the Internet and onto your computer hard drive; (ii) you may copy the Software from your computer hard drive into your computer RAM; and (iii) you may make one (1) "back up" or archival copy of the Software on one (1) hard disk.

4. DISCLAIMER OF WARRANTY.  THE SOFTWARE IS PROVIDED AS IS WITHOUT WARRANTY OF ANY KIND.  TO THE MINIIMUM EXTENT PERMITTED BY APPLICABLE LAW, GLS FURTHER DISCLAIMS ALL WARRANTIES, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT.  YOU ASSUME THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SOFTWARE AND DOCUMENTATION.  SHOULD THE SOFTWARE PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY REPAIR OR CORRECTION.  GLS SHALL NOT BE RESPONSIBLE FOR ANY DEFECT THAT RESULTS FROM YOUR ABUSE, MISUSE OR OTHER CONDUCT OR CONDITIONS OUTSIDE THE CONTROL OF GLS.  GLS MAKES NO REPRESENTATION OR WARRANTY THAT THE INFORMATION OR FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT ANY SOFTWARE DEFECTS ARE CORRECTABLE OR WILL BE CORRECTED.

5.  LIMITATION OF LIABILITY.  UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER IN TORT, CONTRACT OR OTHERWISE, SHALL GLS OR ITS SUPPLIERS OR RESELLERS BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, THE DOCUMENTATION OR ANY OTHER ACCOMPANYING MATERIALS, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF GLS HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY.  FURTHER, IN NO EVENT SHALL GLS'S LIABILITY UNDER ANY PROVISION OF THIS LICENSE AGREEMENT EXCEED THE LICENSE FEE PAID TO GLS FOR THE SOFTWARE.  BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

6.  INDEMNIFICATION. You agree to hold harmless, indemnify and defend GLS, its officers, directors and employees, from and against any losses, damages, fines and expenses (including attorneys' fees and costs) arising out of or relating to any claims of improper use.

7.  TERMINATION.  This License Agreement will automatically terminate if you fail to comply with any term hereof.  No notice shall be required from GLS to effect such termination.  Upon termination, you agree to destroy all copies of the Software and its documentation.

8.  MISCELLANEOUS.  Neither this License Agreement nor any part or portion hereof shall be assigned or sublicensed by you.  GLS may assign its rights under this License Agreement in GLS's sole discretion.  Should any provision of this License Agreement be held to be void, invalid, unenforceable or illegal by a court, the validity and enforceability of the other provisions shall not be affected thereby.  If any provision is determined to be unenforceable, you agree to a modification of such provision to provide for enforcement of the provision's intent, to the extent permitted by applicable law.  Failure of GLS to enforce any provision of this License Agreement shall not constitute or be construed as a waiver of such provision or of the right to enforce such provision.  If you fail to comply with any term of this License Agreement, YOUR LICENSE IS AUTOMATICALLY TERMINATED, WITHOUT NOTICE AND GLS MAY PURSUE ALL RELIEF AND REMEDIES AGAINST YOU WHICH ARE AVAILABLE UNDER APPLICABLE LAW AND/OR THIS LICENSE AGREEMENT.  You agree that in the event of litigation relating to this License Agreement, the prevailing litigant shall be entitled to recover the prevailing litigant's attorneys' fees and expenses and costs of court in addition to all other relief available under this License Agreement and/or applicable law.  In the event this License Agreement is terminated, you shall have no right to use the Software, in any manner and you shall immediately destroy all copies of the Software in your possession, custody or control.  You agree that your unauthorized use of any GLS property, whether in whole or in part, would immediately and irreparably damage GLS such that GLS could not be adequately compensated by an award of monetary damages, and in the event of such threatened or actual unauthorized use GLS shall be entitled to an injunctive order appropriately restraining and/or prohibiting such unauthorized use without the necessity of GLS posting bond or other security.

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YOU ACKNOWLEDGE THAT YOU HAVE READ THIS LICENSE AGREEMENT, YOU UNDERSTAND THIS LICENSE AGREEMENT, AND UNDERSTAND THAT BY CONTINUING THE INSTALLATION OF THE SOFTWARE, BY LOADING OR RUNNING THE SOFTWARE, OR BY PLACING OR COPYING THE SOFTWARE ONTO YOUR COMPUTER HARD DRIVE OR RAM, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT.  YOU FURTHER AGREE THAT, EXCEPT FOR WRITTEN SEPARATE AGREEMENTS BETWEEN GLS AND YOU, THIS LICENSE AGREEMENT IS A COMPLETE AND EXCLUSIVE STATEMENT OF THE RIGHTS AND LIABILITIES OF THE PARTIES HERETO.  THIS LICENSE AGREEMENT SUPERSEDES ALL PRIOR ORAL AGREEMENTS, PROPOSALS OR UNDERSTANDINGS, AND ANY OTHER COMMUNICATIONS BETWEEN GLS AND YOU RELATING TO THE SUBJECT MATTER OF THIS LICENSE AGREEMENT.

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