| BACK |

ARTLOOK SOFTWARE LIMITED

Artlook for Artists Software License Agreement

This license statement and limited warranty constitutes a legal agreement ("Licence Agreement") (“Licence”) between you (either as an individual or a single corporate entity) (“Licensee”) and Artlook Software Ltd (“ASL”) for the software product ("Artlook") (“the Software”) and version as identified above, including any software, media, and accompanying on-line or printed documentation, and any future upgrades (“Upgrades”) which may be made available to you during the period of the Licence Agreement. This “Licence” defines the rights to use the Software granted to you as Licensee. In this document “Upgrades” means improvements or amendments to the software, and “Key” means a number issued by ASL either to unlock a previously installed locked version of Artlook and convert it to a fully licensed version or to reactivate a licence.

BY INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE, YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THE LICENSE AGREEMENT. No other terms and conditions are included and no representations will be considered to have induced the Agreement. Upon your acceptance of the terms and conditions of the License Agreement, ASL grants you the right to use the Software in the manner provided below.

OWNERSHIP. This is a licence to use the Software: you do not obtain ownership of any copyright or other intellectual property right in the Software.

LICENCE. You are granted a non-exclusive non-transferable perpetual licence to use the Software subject to these terms and conditions.

COPYING. You may only copy the Software for the purposes of safe back-up and will not make the Software or copies of the Software available to or for use by any third party.

PAYMENTS. If a message is shown above to the effect that your licence attracts recurring fees then payments for such fees will be made by you to ASL in advance in accordance with the payment terms of any invoices issued. "Recurring fees" describes the payment of either the Annual Sitebuilder Fee or the Annual Support and Updates Service Fee. ASL will contact you within 30 days of the first (and subsequent) anniversary of the installation of the software with information regarding your renewal options. The Annual Sitebuilder fee must be paid if you wish to continue to use Sitebuilder to upload pages and inventory records and images to your web site. The fee includes access to the Support and Updates Service. The Support and Updates fee must paid if you only wish to continue to receive support for Artlook for Artists and any updates to the software as they become available. If you choose to pay neither of these recurring fees you may still use all of the facilities contained within Artlook for Artists with no restrictions - you will not however be eligible for support nor will you be able to use the web site uploader functions contained with Artlook Sitebuilder. When recurring payments are correctly made you will be issued with a reactivation key which you must input using the Software’s licensing utility. ASL reserves the right to vary the level of such fees but will provide you with 3 months notice of any such variation and warrants that such variations will not be unreasonable.

INTEGRITY. You will take reasonable steps to preserve the confidentiality of the know-how in the Software. You may not modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Software except as permitted by law, and you will make sure that so far as is reasonably practicable none of your employees or contractors do any of these things.

TERMINATION. ASL may terminate this licence with immediate effect if you are in breach of any of your obligations. On termination you will return to ASL or at its option destroy the Software and all copies and related materials in your possession. You may voluntarily terminate this licence at any time by giving 3 months notice in writing of your intention to do so. On termination by either party ASL will not refund to you any pre-paid fees or charges whatsoever.

UPGRADES. ASL may from time to time make improvements or amendments to the Software and will make these available to you automatically within your first year of use of the software. After the first year such upgrades will only be made available to you if you have paid the Annual Sitebuilder Fee or the Annual Support and Updates Service Fee. Upgrades which correct errors or vital deficiencies in earlier releases and where the first digit of the version number is unchanged (“minor version release”) shall be made available free-of-charge and you should install such upgrades immediately. ASL is responsible for informing you of the availability of any such releases and they will normally be made available for download from the internet or by other electronic means - if you require delivery on compact disk or other physical media then a handling charge will be applied. Where an upgrade becomes available where the functionality is extensively enhanced and the first digit of the version number is changed (“major version release”), such a release will be considered to be a different software product and outside of the scope of this Licence Agreement. In such circumstances ASL will inform you of any upgrade pricing plans it has available should you wish to enhance your Licence is such a way.

MAINTENANCE AND SUPPORT SERVICES. ASL shall provide technical support and maintenance services for the latest release of your version of the Software at no charge within the limitations and conditions contained herein. Advice and assistance: Licensees requiring assistance should first ensure that the answer to their question is not contained within the on-line help system within the Software or within the searchable knowledge base provided on the internet. If further assistance is required the request should be submitted by email to ASL. Technical Issues: If the software is not operating correctly or fails to function the licensee should email Artlook Support. ASL shall use its reasonable endeavours to correct all malfunctions by supplying as promptly as possible: a corrected copy of the Software or a portion of the Software; or instructions to a temporary work-around solution; or verbal or written instructions to you as to the means of rectifying the malfunction where the means of so doing is agreed to be within your technical competence; or in relation to very minor malfunctions only a statement that a correction or work-around will be made in due course. Data Errors: Where data errors have occurred for any reason (for examples: hardware malfunction, software malfunction, incorrect use) data must be restored from your back up. It is a condition for the provision of the maintenance and support services that you back up your data using a removable or remote storage media (such as tape, CD or remote machine) on a daily basis. ASL will accept no liability for data loss howsoever caused and the responsibility for backing up data lies entirely with you. Support hours: Responses to support requests will be provided during the hours of 10.30am to 4.30pm Monday to Friday excluding public holidays (United Kingdom).

WARRANTY. ASL warrants that the Software will substantially perform those functions described in any printed or electronic documentation describing the Software and which has been supplied to you by ASL. ASL does not warrant that the use of the Software will meet your data processing requirements or that the operation of the Software will be uninterrupted or error free. ASL warrants that it has full power and authority to grant this License and that to the best of its knowledge and belief the Software does not infringe any copyright trade secret or other proprietary right of any third party. Except for this warranty, all conditions warranties terms undertakings and representations express or implied statutory or otherwise in respect of the Software are hereby excluded.

LIMITATION OF LIABILITY. In no event shall ASL be liable for any special, incidental, indirect, or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use the software product or the provision of or failure to provide support services, even if ASL has been advised of the possibility of such damages. In any case, ASL’s entire liability under any provision of this license agreement shall be limited to the greater of the amount actually paid by you for the software product or £25 sterling.

VARIATIONS. No variations to this Agreement will be accepted.

LAW. This Agreement shall be governed and construed in accordance with the laws of England.

| BACK |