LICENSE AGREEMENT PLEASE READ THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT CAREFULLY BEFORE PROCEEDING WITH THE DOWNLOAD AND INSTALLATION OF THE PROGRAM ("PROGRAM"), INSTALLING THE PROGRAM, WITH ITS COMPUTER SOFTWARE, AND OPENING ANY ACCOMPANYING USER DOCUMENTATION. THE MATERIALS IN THIS PACKAGE ARE PROTECTED UNDER THE COPYRIGHT, TRADEMARK, PATENT AND OTHER LAWS OF THE UNITED STATES, ITS INTERNATIONAL TREATIES AND THE STATE OF TENNESSEE. THE MATERIALS IN THIS PACKAGE ARE LICENSED, NOT SOLD. BY PROCEEDING WITH THE DOWNLOAD AND INSTALLATION OF THE SOFTWARE, YOU ARE ACCEPTING AND AGREEING TO THE TERMS OF THIS LICENSE AGREEMENT. PLEASE READ THIS LICENSE AGREEMENT CAREFULLY, BECAUSE IT CONTAINS SOME AUTHORIZATIONS THAT MAY BE BROADER THAN OTHER SOFTWARE DEVELOPERS' AND SOME LIMITATIONS PARTICULAR TO INTERACTIVE PICTURES CORPORATION (referred to as "LICENSOR"). IF YOU ARE NOT WILLING TO BE BOUND BY THE TERMS OF THE LICENSE AGREEMENT, YOU SHOULD NOT PROCEED WITH THE DOWNLAOD AND INSTALLATION OF THIS SOFTWARE, AND YOU WILL RECEIVE A REFUND OF YOUR MONEY. THE LICENSE AGREEMENT CONTAINED IN THE NEXT SCREENS REPRESENTS THE ENTIRE AGREEMENT CONCERNING THE PROGRAM BETWEEN YOU AND LICENSOR AND IT SUPERSEDES ANY PRIOR PROPOSAL, REPRESENTATION OR UNDERSTANDING. 1. LICENSE GRANT. This License permits you to use the IPIX(TM) Java Image Viewer Software ("SOFTWARE") in machine-readable, object-code form only, including any "on-line" or electronic documentation on one or more computers, hosting web site pages containing IPIX(TM) Images, that are owned, leased or otherwise controlled by you. In granting a License to use SOFTWARE for viewing of IPIX(TM) Images, LICENSOR makes no claim of rights to any flat or Fisheye Images captured by you, or to any IPIX(TM) Images created by you or others, that are displayed using SOFTWARE. You may not rent or lease the SOFTWARE or PROGRAM. If you download or install from CDROM or other Removable Distribution Media the "viewer" portion of the SOFTWARE, or any other part of the SOFTWARE or PROGRAM, you are entitled to use it on your own personal computer but you are not entitled to loan, rent, lease, give, sublicense or otherwise transfer it (or any copy) to any other person, other than as it may be downloaded automatically on web site pages containing IPIX(TM) Images, that are owned, leased or otherwise controlled by you. You also acknowledge and agree that you may not reverse engineer, reverse assemble, reverse compile, recompile, disassemble or otherwise translate the SOFTWARE or any of the IPIX(TM) Images viewed by you with the SOFTWARE, or any of the Sample IPIX(TM) Images included with the SOFTWARE. The SOFTWARE is licensed and distributed by LICENSOR for the interactive viewing, distributing and sharing of IPIX(tm) Image files. You may not use the SOFTWARE to view images that have been created with tools other than those provided by Interactive Pictures Corporation for the purpose of creating IPIX Images. Any IPIX(tm) Image file that has been modified by use of any plug-in or enhancement or standalone application may not be used with the SOFTWARE. 2. COPYRIGHT. You acknowledge and agree that the materials in this Package, which includes: (1) CD-ROMs and/or program diskettes and/or programs downloaded electronically from LICENSOR's Servers, containing the machine-readable, object-code-form only computer programs, sample IPIX(TM) Images, IPIX(TM) Image viewers or applets, sample photographs, animations, video, audio, music and text, along with the online or other electronic documentation, including the User's Manual in machine-readable, object-code form (all referred to as "SOFTWARE"); and (2) any accompanying hard-copy User Documentation to create IPIX(TM) Images (all referred to as "PROGRAM"), are owned by LICENSOR and are proprietary products of LICENSOR protected under U.S. copyright, patent and trademark laws, such U.S. international treaty provisions as cover intellectual properties and the laws of the State of Tennessee. You further acknowledge and agree that all rights, title, and interest in and to the PROGRAM, including all associated intellectual property rights, are owned by and shall remain the property of LICENSOR, except as provided in this License Agreement. CERTAIN IPIX(TM) IMAGES MAY BE THE COPYRIGHTED PROPERTY OF THE PERSON OR PERSONS WHO CREATED THOSE IPIX(TM) IMAGES FOR DISTRIBUTION IN ONE OF THE DISTRIBUTION FORMATS SUPPORTING IPIX(TM) IMAGES. THE RIGHT TO COPY, PRINT, OR OTHERWISE DISTRIBUTE SUCH IPIX(TM) IMAGES MUST BE OBTAINED DIRECTLY FROM THE OWNERS OF SUCH IPIX(TM) IMAGES. BY USING THIS VIEWER, YOU ARE AGREEING TO RELEASE INTERACTIVE PICTURES FROM ANY AND ALL LIABILITIES AND EXPENSES IT MIGHT INCUR AS A RESULT OF YOUR USE OF THE VIEWER OR ANY IPIX IMAGES OPENED, DOWNLOADED, PRINTED, OR OTHERWISE USED BY YOU. 3. LICENSE FEES. Your use of the PROGRAM is provided to you at no cost. Limited rights are granted to you under this License Agreement, the sufficiency of and to which you acknowledge and agree. 4. TERM This License Agreement is effective upon your downloading and installing the SOFTWARE, and shall continue until terminated by you or by LICENSOR. You may terminate this License Agreement at any time by deleting any and all remnants of the SOFTWARE. LICENSOR may terminate this License Agreement upon any breach by you of any of the terms in this License Agreement. 5. DISCLAIMERS OF WARRANTY. THE PROGRAM, AND THE SOFTWARE AND ARE LICENSED "AS IS"; AND LICENSOR, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SOME STATES/ JURISDICTIONS DO NOT ALLOW LIMITATIONS ON THE ENFORCEABILITY AND DURATION OF IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. 6. LIMITATION OF LIABILITY. YOUR SOLE RECOURSE AGAINST LICENSOR FOR ANY DEFECTS OR OTHER PROBLEMS WITH THE PROGRAM AND THE SOFTWARE SHALL BE REPLACEMENT OF THE SOFTWARE AND PROGRAM. LICENSOR SHALL NOT BE OBLIGATED TO REPLACE THE SOFTWARE AND / OR PROGRAM IF ITS DETERMINES THAT THE DEFECT OR PROBLEM WAS CAUSED BY YOUR MISUSE, NEGLECT, IMPROPER INSTALLATION, REPAIR, ALTERATION OR DAMAGE. IN ANY CASE LICENSOR'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 AGREEMENT SHALL NOT EXCEED THE LICENSE FEE PAID TO LICENSOR FOR THE USE OF THE PROGRAM. IN NO EVENT SHALL LICENSOR OR ITS SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF YOUR USE OF OR INABILITY TO USE THE SOFTWARE, OR THE PROGRAM, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. 7. NO EXPORT/INDEMNIFICATION. You agree that you will not export or re-ship, either outside the United States and its possessions or any other jurisdiction in which you legally obtained your license, the SOFTWARE or the PROGRAM, except in accordance with all laws, rules and regulations of the United States or any other jurisdiction in which you legally obtained your license to the SOFTWARE and the PROGRAM. You further agree to indemnify, defend and hold harmless LICENSOR from any claim, action, liability or expense (including reasonable attorneys' fees and costs) arising out of your violation of any laws, rules or regulations of the United States or any other jurisdiction related to the use, copying, displaying, distribution, export or import of computer software or munitions or other prohibited articles. 8. TRADE AND SERVICE MARKS. PhotoBubble(TM) and IPIX(TM) are registered trademarks and service marks of LICENSOR. No right, license, or interest in or to such trade- or service marks or any other IPIX(TM) trade- or service mark is granted to you under this Agreement, and you agree that no such right, license, or interest shall be asserted by you with respect to such trade- or service marks and that you will not copy, distribute, display or otherwise use any IPIX(TM) trade- or service mark. 9. FURTHER INFORMATION. Because it is impossible for Licensor to know the purpose for which you acquired the SOFTWARE or PROGRAM or the use to which you will put it, you assume full responsibility for the selection of the SOFTWARE or PROGRAM for its use and results of that use. Should you have any questions concerning this License, you may contact the Licensor below. The SOFTWARE and PROGRAM and accompanying materials are commercial computer software provided with RESTRICTED RIGHTS. Use, duplication or disclosure by the government is subject to restrictions as set forth in (a) this Agreement pursuant to DFARs 227.7202-3(a); (b) subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARs 252.227-7013; or (c) the Commercial Computer Software Restricted Rights clause at FAR 52.227-19 subdivision (c)(1) and (2), as applicable. Contractor/manufacturer is Interactive Pictures Corporation. Interactive Pictures Corporation 1009 Commerce Park Drive Knoxville, Tennessee 37830 Telephone: 423-482-3000 Telecopier: 423-482-5447 E-Mail: webmaster@ipix.com By clicking on the Accept button below you agree to be bound by the terms and conditions of this License Agreement. 10. BREACH OF THIS AGREEMENT. You hereby agree that, in the event of any breach by you of any provision of this License Agreement, LICENSOR shall be entitled to adopt against you any measure, including, but not limited to, seeking immediate injunctive relief and compensation for any loss or damage incurred by LICENSOR arising out of your breach of the Agreement. 11. GENERAL PROVISIONS. This License Agreement shall be construed and governed in accordance with the substantive laws of the State of Tennessee without giving effect to the law of conflicts of law thereof. You and the LICENSOR both ("We" or "Us") hereby submit to the jurisdiction any court in Knoxville, Tennessee which may have subject matter jurisdiction over an claim between Us for the purpose of any litigation related to this License Agreement, the SOFTWARE or the PROGRAM or other matters related thereto, whether such matters arise in contract, tort or otherwise; and We hereby waive, and agree not to assert, as a defense in any action, suit or proceeding that they are not subject to the jurisdiction of such courts or that the proceeding is brought in an inconvenient forum or that venue of the suit, action or proceeding is improper. If any action is brought by either party to this License Agreement against the other party regarding the subject matter hereof, the prevailing party shall be entitled to recover, in addition to any other relief granted, reasonable attorneys' fees and the expenses of litigation. Should any term of this License Agreement be declared void or unenforceable by any court of competent jurisdiction, such declaration shall have no effect on the remaining terms hereof. The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches. 1