Bridal Web Solutions Inc. (BWS) End User License Agreement (EULA)   IMPORTANT – READ CAREFULLY BEFORE YOU USE THIS PROGRAM. This End User License Agreement (EULA) is a legal agreement between You ("You" and "Your" includes a person and/or an individual entity) and BWS software product(s). The software includes all component parts, the associated media, any printed materials, any updates, and any "online" or electronic documentation, as applicable. By accessing, installing or copying or otherwise using the software, you agree to be bounded by the terms of this EULA. If you do not agree to the terms of this EULA, BWS is unwilling to license the software to you. In such event, you may not access, use or copy the software, and you should promptly contact BWS for instruction on returning the software. WRITTEN ASSENT IS NOT A PREREQUISITE TO HAVE THE VALIDITY OR ENFORCEABILITY OF THIS EULA.   License License Grant Subject to the payment of all applicable license fees, and the terms and conditions of this EULA. BWS hereby grants to you a limited, non-sublicensable, non-exclusive, non-transferable right to install and run one copy of the specified version of the software and the accompanying documentation, solely for your individual use. This EULA authorizes you to make one copy of the Retail Product solely for backup or archival purposes, provided that the copy you make contains all of the proprietary notices set forth in or on the original version of the software.   All Software. Upon receipt of the appropriate software registrations information, BWS will provide you an "Activation Code". Documentation shall include, but not be limited to, and printed materials, "online" or electronic data provided by or obtained from BWS with regard to this software ("Documentation"). The software and Documentation are licensed, not sold. Even though copies of the software may be provided on media of different formats, copies of the software on different media formats do not constitute multiple licenses to the software. If the software is licensed as a suite or bundle with more than one specified software product, this EULA applies to all such specified software products, subject to any restrictions or usage terms specified on the applicable product packaging or accompanying documentation that applies to any of such software products individually.   Single-User. If this software is licensed as a single user product, you may use only one copy of the software, but not more than one user at a time, on a total of one computer or workstation, or personal digital assistant, or pager, or "smart phone," or one such other electronic devise for which the software was designed ("Client Device"), unless otherwise set forth herein. The component parts of the software may not be used individually or jointly in full or in part on more than one Client Devise, unless otherwise set forth herein. The software is "in use" on a computer when it is loaded into the temporary memory (i.e., random-access memory or RAM) of that Client Devise.   Multi-User. If the software is licensed with multi-user or networked license terms, you may use the software on one server computer, or a greater number as specified in the applicable multi-user license, product packaging or accompanying documentation, within a multi-user or networked environment for connecting, directly or indirectly, to not more than the maximum number of Client Devices, concurrent users and/or seats, as specified in the applicable multi-user license, product packaging or accompanying documentation. Use of software, hardware or services that bypass any software license restrictions and/or reduce the number of Client Devices, concurrent users and/or seats, as may be applicable, accessing or utilizing the software (e.g. "multiplexing," "pooling," or third party add on software or hardware) expressly does not reduce the number of licenses required (i.e. the required number of licenses would equal the number of distinct inputs to the multiplexing or pooling software or hardware "front end").   Term. Regardless of the location of the software, you are responsible for strict compliance with any and all of the terms and conditions of this EULA. This EULA will terminate automatically if you fail to comply with any of the limitations or other requirements described herein, and such termination shall be in addition to and not in lieu of any criminal, civil, or other remedies available to BWS. When this EULA terminates, you must immediately cease using the software and destroy all copies of the software and the documentation. You may terminate the EULA at any point by destroying all copies of the software and the documentation.   Updates. BWS may, at its sole discretion, make bug fixes, updates and/or service packs available. BWS maintenance service, if applicable and offered, is available for Retail Product at an additional cost to you, as licensee, under a separate written agreement.   Ownership of Software. The Software and Documentation are protected by copyright laws and other intellectual property laws, and international treaty provisions. BWS and its third party licensors, if any, retain all title to and except as expressly and unambiguously licensed herein, all rights and interest in (a) the Software, including, but not limited to, all copies, versions, customizations, compilations and derivative works thereof (by whomever produced) and all related Documentation; (b) the BWS trademarks, service marks, trade names, icons and logos; (c) any and all copyright rights, patent rights, trade secret rights and other intellectual property and proprietary rights throughout the world in the foregoing; and (d) all Confidential Information. You acknowledge that Your/possession, installation, or use of the Software does not transfer to you any ownership, title, or registrable interest of any kind to the intellectual property in the software, and that you will not acquire any rights to the Software except as expressly set forth in this EULA. You agree that all backup, archival, or any other type of copies of the Software and Documentation will contain the same proprietary notices that appear on and in the Software and Documentation.   Submissions. Should you decide to submit any materials to BWS via electronic mail, through or to BWS website(s), or otherwise, whether as feedback, data, questions, comments, ideas, concepts, techniques, suggestions or the like, you agree that such submissions are unrestricted and shall be deemed non-confidential upon submission. You grant to BWS and its assigns a non-exclusive, royalty-free, worldwide, perpetual, irrevocable license, with the right to sublicense, to use, copy, transmit, distribute, create derivative works of, commercialize, display and perform such submissions.   Restrictions. You may not rent, lease, sublicense, loan, sell, distribute, market or commercialize any portion of the software or components. You may only install and use the Software on hardware which is (a) under your exclusive control and (b) in the case of hardware performing any server functions, located at premises where you normally conduct day-to-day business operations. Notwithstanding the foregoing, if the Software is hosted under the auspices of any authorized BWS Hosting Partner, it may be installed on server hardware located at premises under the exclusive or primary control of such Hosting Partner or its agent. You may not permit any parent, or affiliate, subsidiary or any third parties to benefit from the use of the functionality of the Software, either directly or via a facility management, timesharing, service bureau or any other arrangement; provided, however, that you may use the Software, as provided herein, to process the data of an affiliate or subsidiary of which you own more than fifty percent (50%); provided, however, you may not exceed the number of datasets specified on the applicable product packaging or accompanying documentation. You may not use the software as part of a facility management, timesharing, or service bureau arrangement. You may not transfer any or all of the rights granted to you under this EULA. To the maximum extent this restriction is permitted under applicable law. You may not rename files of, modify, translate, localize, decompile, disassemble, decrypt, reverse engineer, attempt to derive source code from, remove any proprietary notices from, or create derivative works based upon the software, in whole or in part. You may not duplicate or copy any portion of the Software or Documentation, unless otherwise set forth herein. You may not remove and proprietary notices or labels on the Software, including, but limited to the BWS and product names wherever they may appear. All rights not expressly set forth hereunder are reserved by BWS. BWS reserves the right to periodically conduct audits upon advanced written notice to verify compliance with the terms of this EULA.     Warranty Disclaimer. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND EXCEPT FOR THE LIMITED WARRENTY SET FORTH HEREIN, THE SOFTWARE (AND ACCOMPANYING DOCUMENTATION) IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING PROVISIONS, YOU ASSUME SOLE RESPONSIBILITY FOR SELECTING THE SOFTWARE TO ACHIEVE YOUR INTENDED RESULTS, AND SOLE RESPONSIBILITY FOR THE INSTALLATION OF, USE OF, AND RESULTS OBTAINED FROM THE SOFTWARE. WITHOUT LIMITING THE FOREGOING PROVISIONS, BWS MAKES NO WARRANTY THAT THE SOFTWARE WILL BE ERROR-FREE, VIRUS FREE, OR FREE FROM INTERRUPTIONS OR OTHER FAILURES OF THAT THE SOFTWARE WILL SATISFY YOUR SPECIFIC REQUIREMENTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BWS DISCLAIMS ALL WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY (IF ANY) IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF LACK OF VIRUSES, OF LACK OF ACCURACY OR COMPLETENESS OF RESPONSES, OF RESULTS, AND LACK OF NEGLIGENCE OR LACK OF WORKMANLIKE EFFORT, ALL WITH REGARD TO THE SOFTWARE AND ASSOCIATED DOCUMENTATION. THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION, OR NON-INFRINGEMENT WITH REGARD TO THE SOFTWARE. THE ENTIRE RISK OF THE QUALITY OF OR ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE, IF ANY, REMAINS SOLELY WITH YOU. SOME STATES AND JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. THE FOREGOING PROVISIONS SHALL BE ENFORCEABLE TO THEMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.   Indemnification. You agree to defend, indemnify and hold harmless BWS and its directors, officers, employees, affiliates, sub licensees, and agents from and against all claims, defense costs (including reasonable expert and attorneys’ fees) judgments and other expenses arising out of or on account of any negligent act, omission, or willful misconduct by you or on your behalf in (i) the installation or use of the Software or (ii) your compliance or failure to comply with this EULA.   Data. YOU ACKNOWLEDGE THAT ANY DATA ENTRY, CONVERSION OR STORAGE IS SUBJECT TO THE LIKELIHOOD OF HUMAN AND MACHINE ERRORS, MALICIOUS, MANIPULATION, OMISSIONS, DELAYS, AND LOSSES, INCLUDING, BUT NOT LIMITED TO, INADVERTENT LOSS OF DATA OR DAMAGE TO MEDIA THAT MAY RESULT IN LOSS OR DAMAGE TO YOU AND/OR YOUR PROPERTY, AND/OR YOUR DETRIMENTAL RELIANCE ON MALICIOUSLY MANIPULATED DATA. BWS SHALL NOT BE LIABLE FOR ANY SUCH EFFORTS, OMISSIONS, DELAYS, OR LOSSES. YOU ARE RESPONSIBLE FOR ADOPTING REASONABLE MEASURES TO LIMIT THE IMPACT OF SUCH PROBLEMS, INCLUDING BACKING UP DATA, ADOPTING PROCEDURES TO ENSURE THE ACCURACY OF INPUT DATA, EXAMINING AND CONFIRMING RESULTS PRIOR TO USE, ADOPTING PROCEDURES TO IDENTIFY AND CORRECT ERRORS AND OMISSIONS, REPLACING LOST OR DAMAGED MEDIA, AND RECONSTUCTING DATA. YOU ARE ALSO RESPONSIBLE FOR COMPLYING WITH ALL LOCAL, STATE, AND FEDERAL LAWS PERTAINING TO THE USE AND DISCLOSURE OF ANY DATA.   Limitation of Liability. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE, SHALL BWS BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF GOODWILL, LOSS OF CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERUPTION, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, FOR PERSONAL INJURY, LOSS OF PRIVACY (WHETHER ACTIVE OR PASSIVE) AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SOFTWARE, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY OTHER PROVISION OF THIS EULA, EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE, AND GROSS NEGLIGENCE), STRICT LIABILITY, BREACH OF CONTRACT, OR BREACH OF WARRANTY BY BWS AND EVEN IF BWS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL BWS BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE LIST PRICE BWS CHARGES FOR LICENSE TO THE SOFTWARE. THE FOREGOING PROVISIONS SHALL BE ENFORCABLE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.   Entire Agreement. This EULA expressly supersedes and completely replaces any and all prior end user license agreements. BWS shall not be bound by or liable to you for any pre-existing or contemporaneous written or oral representations or warranties, made by anyone, with respect to the Software Product, including any authorized Solutions Provider, Certified Consultant, distributor or reseller or their respective agents, employees, or representatives, nor shall you be deemed a third party beneficiary of any obligations of BWS to any such Solutions Provider, Certified Consultant, distributor or reseller.   Attorneys’ Fees. If any party employs attorneys to enforce any rights arising out of or relating to this EULA, the prevailing party shall be entitled to recover its reasonable attorneys’ fees, costs, and other expenses.   Severability. If any provision of this EULA is held to be enforceable, the enforceability of the remaining provisions shall in no way be affected or impaired thereby.   Confidentiality. You agree that the Software, including, but not limited to, all source and object code components, screen shots and displays, graphical user interfaces, algorithms, formulae, data structures, scripts, application programming interfaces and protocols, and the documentation (collectively the "Confidential Information") are trade secrets of BWS and are owned by BWS, where applicable, its third-party licensors. You agree to retain all Confidential Information in strict confidence at least with the same amount of diligence that you exercise in preserving the secrecy of your most-valuable information, but in no event less than reasonable diligence. You agree to: (i) only disclose Confidential Information to your employees and agents to the extent required to use the Software under the terms of this EULA and not to disclose or disseminate the Confidential Information to any third party without the prior written consent of BWS. (ii) use the Confidential Information solely for your benefit as provided for herein and not allow any third party to benefit from the Confidential Information, and (iii) bind your employees and agents, by terms no less restrictive than those set forth herein, to maintain the confidentiality of such Confidential Information, and not use or disclose such information except as permitted under this EULA. Notwithstanding the disclosure of any Confidential Information for any reason, such Confidential Information shall continue to be owned by BWS or its licensors. Nothing contained herein shall be deemed to prevent you from disclosing or disseminating your data, in any format or any report, to whomever you do choose. Notwithstanding anything else to the contrary in this Section, and only with respect to Demonstration Product. You are permitted to use the Demonstration Product to demonstrate and promote the functionality and benefits of the product.         Bridal Web Solutions Inc. 221 Wharncliffe Rd S London, ON CAN N6J 2L2 Phone: 519-434-2426 Fax: 519-434-9568 info@bridalwebsolutions.com         Company Name:  _____________________________________________     Address:  _____________________________________________       _____________________________________________       _____________________________________________     Phone:  _____________________________________________     Fax:  _____________________________________________     Email:  _____________________________________________               Dated:____________________     X_____________________________________________________ (Authorized Signature)     ______________________________________________________ (Please Print name)