Network Frontiers LLC and Latham & Watkins LLP, hereinafter referred to as PUBLISHERS, grants to the purchasing individual, hereinafter referred to as CLIENT, a non-exclusive, non-transferable license for the use of the PUBLISHERS IT Impact Zone spreadsheet(s), hereinafter referred to as PRODUCT, subject to the following terms:

All rights not specifically enumerated below are reserved by PUBLISHERS. All intellectual property and property rights are the exclusive property of PUBLISHERS. The PRODUCT is protected by United States copyright laws and by international treaties.

If CLIENT do not agree to the terms of this non-exclusive, non-transferable license, CLIENT must immediately return all supplied material to PUBLISHERS for a refund of the purchase price, less any shipping costs.

The license is not effective until CLIENT have paid the purchase price in full.

The license is granted solely to CLIENT. CLIENT may not sell, rent, lease, loan, or in any way transfer this PRODUCT to any other organization.

Warning

The PRODUCT is sold and distributed "as-is" and without any warranty of any kind. PUBLISHERS makes no warranty as to the suitability of this product for any purpose. CLIENT understand that the PRODUCT are provided for CLIENT reference only and it is exclusively the CLIENT responsibility to ensure their suitability, applicability, and/or conformance to any applicable contracts, rules, regulations, and/or laws. CLIENT should have a competent attorney review any policies that CLIENT create before implementing them.

Permissible Uses

The PRODUCT and its contents may only be utilized BY A SINGLE USER within CLIENT organization or by CLIENT outside counsel, but only on CLIENT behalf.

The PRODUCT may NOT be copied OR distributed within the CLIENT organization.

CLIENT are granted the right to copy PRODUCT to a backup device, but the backup device may NOT be used by others to read or utilize the PRODUCT.

The PRODUCT may not, in whole or part, be distributed outside of the CLIENT organization.

CLIENT may use, adapt, and/or modify the PRODUCT for the internal use of BY A SINGLE USER within CLIENT organization.

CLIENT may not use the PRODUCT to create substantially similar PRODUCT that will be published outside of CLIENT organization or sold to other organizations.

Limitation of Liability

In all instances, the maximum liability of PUBLISHERS, the author, and the authorized distributor, for any and all claims arising out of or in connection with the use of this product, shall be limited to no more than the purchase price. All warranties, express or implied, are hereby disclaimed to the maximum extent allowed by applicable laws. PUBLISHERS disclaims all liability for any and all loss and/or damage of any kind. This includes, but is not limited to, direct, indirect, incidental, special, or consequential losses and/or damages arising under any circumstance.

Governing Law

This agreement shall be deemed to have been made in Alameda County, California. CLIENT irrevocable agree that any legal action instituted by or against PUBLISHERS will be governed by the Laws of the State of California. CLIENT irrevocably agree that any legal action by or against PUBLISHERS will be brought and maintained in the State of California Court located in Alameda County, California, or be barred. CLIENT irrevocably agree that if CLIENT sue PUBLISHERS, CLIENT are solely responsible for CLIENT legal fees, including attorney's fees, regardless of the final outcome of the litigation. CLIENT irrevocably agree that if CLIENT sue PUBLISHERS and PUBLISHERS wins, CLIENT will pay all of PUBLISHERS' legal expenses, including attorney's fees. CLIENT irrevocably agree to pay all of PUBLISHERS' legal expenses, including attorney's fees, if PUBLISHERS is required to enforce this agreement or any of PUBLISHERS' rights.

Termination of Agreement

This agreement shall remain enforce as long as it is not violated and PUBLISHERS' intellectual property rights are not violated. CLIENT may terminate this agreement by returning the PRODUCT to PUBLISHERS and destroying any and all other copies. All protections afforded to PUBLISHERS by this agreement, laws, rules, and/or regulations shall survive the termination of this agreement in perpetuity.

U.S. Government Restricted Rights

The PRODUCT is provided to the U.S. Government with restricted and limited rights. Use, duplication and/or disclosure by the U.S. Government is subject to all applicable restrictions.

Scope of Agreement

This represents the entire agreement between CLIENT and PUBLISHERS. Any modifications must be in writing and must be physically signed in ink by an authorized representative of PUBLISHERS. The lack of PUBLISHERS enforcing a provision of this agreement or its intellectual property rights in one instance shall not preclude its subsequent enforcement by PUBLISHERS. All provisions of this agreement are severable. Should a court deem any provision to be illegal or unenforceable, that provision shall automatically be conformed to meet the minimum requirements of the law so that it and all of the remaining provisions remain in full force and effect.

Copyright © 2006-2007 Network Frontiers LLC and Latham & Watkins LLP. All Rights Reserved

Network Frontiers
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Oakland, CA 94607