SOFTWARE LICENSE

THIS IS A LEGAL AGREEMENT BETWEEN YOU AND LINX ACQUISITIONS LLC D/B/A LINX TECHNOLOGIES ("COMPANY"). READ THIS AGREEMENT CAREFULLY BEFORE INSTALLING OR USING OUR SOFTWARE.

BY INSTALLING AND USING OUR SOFTWARE, YOU ARE AGREEING TO BE LEGALLY BOUND TO THE TERMS AND CONDITIONS OF THIS AGREEMENT.

IF YOU DO NOT WISH TO BE BOUND TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT INSTALL OR USE OUR SOFTWARE.

  1. License. Subject to the terms and conditions of this License, the Company grants to you a nonexclusive, nonassignable and perpetual license to install, execute and use the object code version of the Company's proprietary computer software program known as LINX REMOTE CONTROL DEVELOPMENT APPLICATION ("Program") as well as the accompanying documentation ("Documentation").

  2. Permitted Uses. The Program shall be used only on computer(s) owned, leased or otherwise controlled by you, solely for your own internal business purposes, provided that it shall not be used as part of a service bureau, network or time-sharing facility for third parties. After loading the Program, you may retain the original media on which the Program was delivered for backup purposes.

  3. Prohibited Uses. All uses not explicitly permitted in paragraph 2 shall be prohibited. You understand that this means that, among other things, you shall not (i) copy or otherwise reproduce, or permit any third party to copy or otherwise reproduce the Program, (ii) decompile, disassemble or reverse engineer the Program, (iii) grant sublicenses, leases or other rights in or to the Program, or (iv) disclose, display, publish, sell, transfer, release or otherwise make the Program available in any form to any person or entity.

  4. Proprietary Protection. You acknowledge and agree that the Program and Documentation, and all associated intellectual property rights, are the property of the Company. You shall not remove any copyright notice or other proprietary or restrictive notice contained in any material provided by the Company. You acknowledge that unauthorized use, copying, or transfer of the Program or Documentation would cause the Company immediate and irreparable harm by substantially diminishing the value of the Company and the Company's copyrights, proprietary rights, and/or trade secrets, and that the remedy at law for such unauthorized activity is inadequate. You agree that the Company, its successors or assigns, may obtain temporary and/or permanent injunctive relief from any court of competent jurisdiction, without the necessity of posting bond, to restrain any breach or threatened breach of your obligations under this License. Any such remedy sought or obtained shall not be considered exclusive or a waiver of the rights of the Company or its successors or assigns to assert any other remedies it may have at law or in equity.

  5. No Warranty. The Program is provided "AS IS" without warranty of any kind. You acknowledge that use of the Program shall be at your sole risk.

  6. DISCLAIMER OF IMPLIED WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES AND ALL CONDITIONS, WARRANTIES AND REPRESENTATIONS, EXPRESS OR IMPLIED, ARE EXCLUDED (INCLUDING, WITHOUT LIMITATION, ANY CONDITIONS OR WARRANTIES RELATING TO MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE). SOME STATES MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

  7. LIMITATION OF LIABILITY. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY ACT OR OMISSION IN THE ABSENCE OF WILLFUL MALFEASANCE OR GROSS NEGLIGENCE BY THE COMPANY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY SHALL NOT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR FOR LOST PROFIT, REVENUE, USE OR DATA IN CONNECTION WITH THE PROGRAM AND DOCUMENTATION TO BE PROVIDED HEREUNDER, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE CUMULATIVE LIABILITY OF THE COMPANY TO YOU FOR ALL CLAIMS WHATSOEVER ARISING OUT OF THE LICENSES GRANTED HEREUNDER, INCLUDING ANY CAUSE OF ACTION SOUNDING IN CONTRACT, WARRANTY, TORT OR STRICT LIABILITY SHALL NOT EXCEED THE TOTAL AMOUNT OF ALL LICENSE FEES PAID TO THE COMPANY BY YOU. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

  8. Miscellaneous. You may not sell, assign or otherwise transfer your rights under this License without the prior written consent of the Company. This License shall be construed in accordance with the laws of the state of Colorado except that no choice of law doctrine shall be used to apply the laws of any other jurisdiction. To the extent that any law, statute, treaty or regulation by its terms as determined by a court, tribunal or other governmental authority of competent jurisdiction, is in conflict with the terms of this License, the conflicting terms of this License shall be superseded only to the extent necessary by the terms required by such law, statute, treaty or regulation. If any provision of this License shall be otherwise unlawful, void, or for any reason unenforceable, then that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties. In either case, the remainder of this License shall continue in full force and effect. This License embodies the entire agreement between the parties with respect to the subject matter hereof.