AIM DEVELOPERS LICENSE AGREEMENT

Welcome to the online AIM Developers Program (the "Program"). Through the Program, you will be able to enable the "Presence Indicators" and develop "Plugins", "Custom Clients", and software code for Web AIM Beta ("Web AIM") as described in the Program and addenda ("Addenda") supplemental to this Agreement. In order to participate in the Program, you must be an AOL registered user with an AOL-issued or AOL-authorized (i.e., AIM, ICQ, mac.com) screen name (a "Screen Name") and be in compliance with all terms of service and end user license agreements for the applicable AOL-provided instant messaging service you use (each an "AOL Service"). In addition, you must complete the registration process displayed to you and indicate your agreement to the terms and conditions in this Agreement and any Addenda you select. Presence Indicators, Plugins, Custom Clients and Web AIM are each defined in their respective Addenda.

If you agree to the Presence Tools Addendum, you will be provided with the APIs, documentation, and icons and indicators (as more fully described in the Presence Tools Addendum) necessary to enable AIM presence on your website ("Presence Tools"). When you receive the Presence Tools through this web site, that means you have specifically agreed to the terms of the Agreement and the Presence Tools Addendum. If you do not agree to these terms, you should refuse to accept the Presence Tools.

If you agree to either the Plugin Addendum or the Custom Client Addendum, or both; AOL will provide you with additional documentation and a software development kit that consists of both object and source code (such documentation and software developer kit referred to herein as the "SDK") for either the Plugins or the Custom Client. When you receive this SDK through this web site, that means you have specifically agreed to the terms of the Agreement and the Plug Addendum or the Custom Client Addendum, or both. If you do not agree to these terms, you should refuse to accept the SDK.

If you agree to the Web AIM Addendum, AOL will provide you with a software development kit that consists of source code and sample code that utilizes the Web AIM (such software developer kit referred to herein as the "Web AIM Code"). When you receive the Web AIM Code through this web site, that means you have specifically agreed to the terms of the Agreement, the Web AIM Addendum and its Documentation. If you do not agree to these terms, you should refuse to accept the Web AIM Code.

Documentation required for use of the Web AIM Code is incorporated in the Web AIM Addendum by this reference.

All documentation provided by AOL to you in connection with the Presence Tools, SDK, and the Web AIM Code (including documentation posted on the website referenced above) shall be referred to herein as "Documentation." The Presence Tools, SDK, and Web AIM Code shall collectively be referred to herein as the "Tools."

THIS IS A LEGALLY BINDING AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR A SINGLE ENTITY) AND AOL LLC ("AOL"). THIS AIM DEVELOPERS LICENSE AGREEMENT TOGETHER WITH ANY ADDENDA DISPLAYED FOR ACCEPTANCE IN CONNECTION WITH THE PROVISION OF SPECIFIC TOOLS (COLLECTIVELY THE "AGREEMENT") GOVERNS YOUR USE OF THE TOOLS MADE AVAILABLE ON THE AIM DEVELOPERS PROGRAM. BY CLICKING "I AGREE," OR BY USING THE SOFTWARE, YOU AGREE TO THE TERMS OF THIS AGREEMENT, YOU AGREE TO RECEIVE NOTICES FROM AOL ELECTRONICALLY, YOU AGREE TO THE PRIVACY PRACTICES DISCLOSED IN PARAGRAPH 7 BELOW, AND YOU CONSENT TO JURISDICTION IN THE STATE OF VIRGINIA FOR ANY DISPUTE REGARDING THIS AGREEMENT. IF YOU DO NOT AGREE TO THIS AGREEMENT CLICK THE 'CANCEL' BUTTON AND DO NOT INSTALL OR USE ANY OF THE TOOLS.

1. KEY ISSUANCE.

1.1 Development Key. Prior to your agreement to either the Presence Addendum, the Plugin Addendum or the Custom Client Addendum and subsequent download of the Presence Tools or SDK, you will be prompted in the registration process to identify to AOL certain information describing your development of the plugin or application or the URL of your website for which you wish to use the applicable Tool (each your "Application"). AOL will then issue an alphanumeric key to you that is uniquely associated with your Screen Name, your Application, and the AOL approved development usage limitations ("Development Key"). Such development usage limitations are more specifically stated in the Addenda.

1.2 Deployment Key.

1.2.A Deployment Key for Plugins and/or Custom Clients. If your Application is a Plugin or Custom Client (as defined in the Plugin and Custom Client Addenda, respectively), once developed, if you wish to deploy or otherwise distribute your Application to any third party, you must make a request via the Program for a new key for deployment associated with increased AOL-approved usage limitations ("Deployment Key"). Such deployment usage limitations are more specifically stated in the Addenda. If your Application is a presence-enabled Site (as defined in the Presence Tools Addendum), AOL does not require a separate key for deployment of your Site.

1.2.B Deployment Key for Web AIM Code. Prior to your agreement to the Web AIM Addendum and access and/or download of the Web AIM Code, you will be prompted in the registration process to identify to AOL certain information describing the URL of your website for which you wish to use the applicable Web AIM Code (which shall also be deemed an "Application" as defined above). AOL will then issue an alphanumeric key to you is that uniquely associated with your Screen Name, your Application, and the AOL approved development and usage limitations ("Web AIM Key"). Usage limitations are more specifically stated in the Web AIM Addendum.

1.3 Unlimited Key. If you wish to exceed the any usage limitations for deployment as stated in the applicable Addenda, you must obtain a key that is not subject to any usage limitations ("Unlimited Key"). Prior to providing an Unlimited Key to you, AOL may in its discretion require that you enter into a separate agreement with AOL for the use of an Unlimited Key. Such agreement may, at AOL's discretion, include economic terms.

1.4 Your Application at all times must incorporate the applicable AOL-assigned key in a secure, embedded manner not accessible by any third party. The AOL issued key is required in order to access the network and facilities used to operate the AOL Services (the "AOL IM Network"). Your key will be uniquely associated with all versions, upgrades and updates of your Application created by you. You agree and acknowledge that this key is fully revocable by AOL at any time, as further set forth below. At all times, AOL has the right to block attempts to access the AOL IM Network with an invalid or revoked key. AOL, in its sole discretion, shall determine the number of unique keys that may be made available to you.

2. TOOLS LICENSE

2.1 LICENSE GRANT.

2.1.1 LICENSE FOR PRESENCE TOOLS. Upon agreeing to the terms and conditions of this Agreement and the Presence Tools Addendum, AOL grants you a free-of-charge, non-exclusive, non-transferable, non-sublicensable license during the Term to reproduce, distribute, and use the Presence Tools solely in order to enable Presence Indicators on your Site in accordance with the terms and conditions of this Agreement, the Presence Tools Addendum, and the applicable Documentation. No rights or licenses are granted in the Presence Tools other than those specifically stated herein.

2.1.2 SDK LICENSE FOR PLUGIN. Upon agreeing to the terms and conditions of this Agreement and the Plugin Addendum, AOL grants you a free-of-charge, non-exclusive, non-transferable, non-sublicensable license during the Term to (i) reproduce and use the SDK (including Sample Modifiable Code, if any, contained therein) in connection with a Development Key solely in order to develop a Plugin for internal development purposes and (ii) reproduce, use, and distribute such Plugin in connection with a Deployment Key or Unlimited Key to end users and enable such end users to use the Plugin. The SDK may be used solely in accordance with the terms and conditions of this Agreement, the Plugin Addendum, and the applicable Documentation. In addition, the license granted in this Section 2.1.2 shall be subject to the usage limitations for Plugins stated in the Plugin Addendum. No rights or licenses are granted in the SDK in relation to Plugins other than those specifically stated herein.

2.1.3 SDK LICENSE FOR CUSTOM CLIENTS. Upon agreeing to the terms and conditions of this Agreement and the Custom Client Addendum, AOL grants you a free-of-charge, non-exclusive, non-transferable, non-sublicensable license during the Term to (i) reproduce and use the SDK (including Sample Modifiable Code, if any, contained therein) in connection with a Development Key solely in order to develop a Custom Client for internal development purposes and (ii) reproduce, use, and distribute the Custom Client in connection with a Deployment Key or Unlimited Key to end users and enable such end users to use the Custom Client. The SDK may be used solely in accordance with the terms and conditions of this Agreement, the Custom Client Addendum, and the applicable Documentation. In addition, the license granted in this Section 2.1.3 shall be subject to the usage limitations for Custom Clients stated in the Custom Client Addendum. No rights or licenses are granted in the SDK in relation to Custom Clients other than those specifically stated herein.

2.1.4 LICENSE FOR WEB AIM AND WEB AIM CODE. Upon agreeing to the terms and conditions of this Agreement and the Web AIM Addendum, AOL grants you a free-of-charge, non-exclusive, non-transferable, non-sublicensable license during the Term to use Web AIM and reproduce and distribute the accompanying Web AIM Code in connection with the Web AIM Key to end users and enable such end users to use Web AIM. The Web AIM Code must be used solely in accordance with the terms and conditions of this Agreement, the Web AIM Addendum, and the applicable Documentation. In addition, the license granted in this Section 2.1.4 shall be subject to the usage limitations for Web AIM stated in the Web AIM Addendum. No rights or licenses are granted in the Web AIM Code in relation to Web AIM other than those specifically stated herein.

2.1.5 SAMPLE MODIFIABLE CODE LICENSE. Upon obtaining a Deployment Key, Unlimited Key, or Web AIM Key for a Plugin, a Custom Client, or a Web AIM, AOL grants you a free-of-charge, non-exclusive, non-transferable, non-sublicensable license during the Term to (i) modify or create derivate works of the Sample Modifiable Code, if any, provided by AOL to you and (ii) embed such Sample Modifiable Code, including any modifications or derivative works thereof, in object code form only in a Plugin, Custom Client, or Web AIM.. "Sample Modifiable Code" is source code that AOL may provide to you in the SDK or Web AIM Code and that is explicitly labeled as "Sample Modifiable Code" in the applicable Documentation. The Sample Modifiable Code, if any, shall be considered part of the SDK or Web AIM Code.

2.1.6 RESTRICTIONS APPLICABLE TO PUBLICALLY AVAILABLE SOFTWARE. You shall neither incorporate Publicly Available Software, in whole or in part, into any part of the Presence Tools, any SDK or the Web AIM Code nor use Publicly Available Software, in whole or in part, in the development of any part of the Application in a manner that may subject the Tools or the AOL Services, in whole or in part, to all or part of the license obligations of any Publicly Available Software. As used herein, the term "Publicly Available Software" means (1) any software that contains, or is derived in any manner (in whole or in part) from, any software that is distributed as free software, open source software (e.g. Linux) or similar licensing or distribution models; and (2) any software that requires as a condition of use, modification and/or distribution of such software that such software or other software incorporated into, derived from or distributed with such software (a) be disclosed or distributed in source code form, (b) be licensed for the purpose of making derivative works, or (c) be redistributable at no charge. Publicly Available Software includes, without limitation, software licensed or distributed under any of the following licenses or distribution models, or licenses or distribution models similar to any of the following: (1) GNU's General Public License (GPL) or Lesser/Library GPL (LGPL); (2) the Artistic License (e.g., PERL); (3) the Mozilla Public License; (4) the Netscape Public License; (5) the Sun Community Source License (SCSL); (6) the Sun Industry Source License (SISL); and (7) the Apache Software license. For purposes of clarification, Publicly Available Software shall not include software distributed solely pursuant to the BSD or MIT software licenses, or other licenses with substantially similar permissive terms.

2.1.7 LIMITATION ON DISTRIBUTION RIGHT. You acknowledge and agree that you may only distribute those portions of the SDK or Web AIM Code identified as redistributable in the applicable Documentation, and that such portions of the SDK or Web AIM Code, except with respect to Sample Modifiable Code, may be redistributed solely in an unmodified, object code form embedded in your Plugin, Custom Client, or Web AIM. You may not in any way redistribute the AOL components that are not expressly identified in the Documentation as distributable, but may enable your Application to make calls to the AOL components as directed in the Documentation for purposes of interaction with the AOL IM Network.

2.2. ADDITIONAL RESTRICTIONS. In addition to any other restrictions contained in this Agreement or in the applicable Addenda to this Agreement, you may not: (i) share with, sell, loan, provide, or distribute to anyone any key issued to you by AOL in connection with the Program or the Tools; (ii) register for more than one key for each Application; (iii) modify or create any derivative works of the Tools (except as explicitly stated in Section 2.1.5); (iv) decompile, disassemble, reverse engineer, or otherwise attempt to derive the source code for the Tools provided in object code format only; (v) redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer rights to the Tools; (vi) remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Tools; (vii) use the Tools or an Application as a means to engage in conduct that reflects poorly upon, disparages or devalues AOL's reputation or goodwill, as determined in AOL's sole discretion; or (viii) use any Key to access any service or software for which you did not agree to the applicable Addenda. Further, in addition to any other restrictions contained in this Agreement or in the applicable Addenda to this Agreement, you shall not use any Tool to, and your Application shall not, enable (a) direct communication (e.g., presence data, text, video, VoIP, file transfers, or data exchanges) between the AOL Services and any other instant messaging community or third party instant messaging services, or (b) an end user the ability to access any other instant messaging client and / or community (e.g., no multi-headed clients). You shall ensure that any end user's log on to the AOL Services will be accomplished solely through the use of unique end user identifiers and passwords authorized by AOL.

2.3. BLOCKING AND KEY CANCELLATION. AOL shall have the right, in its discretion and without limiting its other legal remedies, to cancel any key it has issued to you and/or to prevent your Application from accessing or working with the AOL IM Network at any time for any reason.

2.4. END USER LICENSE. You shall ensure that distribution of a Plugin, Custom Client, or Web AIM requires end users to agree to an enforceable end-user license agreement that is at least as protective of AOL as the end user license agreement offered by AOL at http://developer.aim.com/license.jsp by containing at least the following specific minimum terms: (i) a provision stating that you, and not AOL, are responsible for your Application and referring end users via a hyperlink to the "AIM® Enabled" webpage at http://developer.aim.com/aimenabled.jsp; (ii) a provision indicating that the AOL components and services are provided as-is, without any warranties, and that AOL expressly disclaims all implied or express warranties, including the implied warranties of merchantability, fitness for a particular purpose and non-infringement, regarding the AOL components use or operation alone or in combination with your Application; (iii) a prohibition against modifying or creating derivative works of any AOL components of your Application; (iv) a prohibition against decompiling, reverse engineering, disassembling, and otherwise reducing the AOL components of your Application to a human-perceivable form, to the full extent allowed by law; (v) a provision indicating that ownership of the AOL components and services resides with AOL; (vi) a disclaimer of any liability for any service interruptions or the discontinuation of the AOL Services and the inability to access the AOL Network to the maximum extent permitted by law, even if you or your licensors have been informed of such damages; (vii) a disclaimer of indirect, special, incidental, punitive, and consequential damages; (viii) a prohibition against end users taking any actions that (a) create, or purport to create, any obligation on behalf of AOL, or (b) grant, or purport to grant, any rights or immunities to any third party under AOL's intellectual property rights or its other proprietary rights; and (ix) a complete and accurate disclosure to end users of the privacy practices and policy applicable to your Application, including without limitation notice to the end user (A) that AOL's collection of data via the AOL IM Network is subject to AOL IM Network privacy policies available at a< href="http://about.aol.com/aolnetwork/mem_policy">http://about.aol.com/aolnetwork/mem_policy and http://about.aol.com/aolnetwork/aol_pp, (B) that your collection of data is subject to your privacy policy, which may differ from the AOL IM Network privacy policies, but which must comply with applicable law and regulation, and (C) whether your Application contains any adware, including full disclosure of the impact of such adware on the end user. In addition, you must reproduce in their entirety any proprietary notices provided by AOL or required by any third party in any code, including without limitation Sample Modifiable Code.

3. AOL TRADEMARKS. Your participation in the Program or use of the Tools does not entitle you to use the AOL name or any AOL trademarks or logos, including the AIM® and AOL® Instant Messenger™ marks and the Running Man logo, except that (a) you may make a statement in materials relating to your Application that it is compatible with the AOL Services and (b) you must display "AIM® Enabled" to the extent explicitly required in this Agreement. All such references must contain appropriate trademark notices. You may not in any way indicate that AOL certifies, endorses, approves, or supports your Application.

4. RESTRICTIONS ON FUNCTIONALITY OF APPLICATIONS DEVELOPED WITH TOOLS. You may not develop or distribute any website or Application that (i) blocks or disables any host-based setting residing on the AOL IM Network or an AOL Service, or affects or otherwise modifies any user preference setting in a manner not explicitly authorized by an end user; (ii) is designed to generate or facilitate the generation of Internet Messenger-delivered SPAM ("SPIM"), SPAM, or other bulk unsolicited communications; (iii) may cause damage to or interfere with the proper functioning of any AOL-provided software ("AOL Software") or the AOL Services (or any features thereof) or a user's computer or computer files or that disables or circumvents copyright protection measures; (iv) contains, is bundled with, or otherwise enables any viruses, Trojan horses, trap doors, back doors, worms, time bombs, cancelbots, adware not disclosed pursuant to Section 2.4 of this Agreement, spyware or other computer programming routines designed or intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (v) otherwise violates or induces a third party to violate the most current version of the policies located at http://about.aol.com/aolnetwork/terms_use; (vi) reflects poorly upon, disparages, or devalues AOL's reputation or goodwill, as determined in AOL's discretion; (vii) violates or encourages conduct that would violate any criminal laws, any other laws, or any third party rights; or (viii) creates, or purports to create, any obligation on behalf of AOL, or grants, or purports to grant, any rights or immunities to any third party under AOL's intellectual property rights or its other proprietary rights, whether by use of Publicly Available Software or otherwise.

5. CHANGES TO AGREEMENT. AOL may modify this Agreement at any time with or without notice. Please review the Agreement, which is available at http://developer.aim.com/license.jsp, frequently. If a modification is not acceptable to you, you may no longer use the Tools and must cease using Tool enabled functionality in your Application and may not enable access to the AOL IM Network through your Application. If you continue to use the Tool-enabled functionality after the Agreement has been modified, you will be deemed to have accepted the modifications. If you do not agree to the modifications of this Agreement, do not continue to use the Tools. AOL encourages you to review the online version of the Agreement frequently to ensure that you are aware of any modifications to your rights or obligations.

6. YOUR OBLIGATIONS. You shall use the Tools strictly in accordance with this Agreement, Documentation, and any applicable Addenda. You shall be responsible, and AOL shall have no responsibility, for providing all hardware and software required to perform your rights and obligations hereunder.

7. PRIVACY POLICY; REVIEW; MONITORING. The AOL member Privacy Policy (available at AOL Keyword: Privacy and on the web at http://about.aol.com/aolnetwork/mem_policy) describes AOL's information collection and usage practices for AOL members using the AOL Software. For registered users of the AOL Network using the AOL Software, the AOL Network Privacy Policy applies (available at http://about.aol.com/aolnetwork/aol_pp). AOL shall have the right but not the obligation to review and monitor usage of your Application developed using the Tools in any manner. At AOL's option, you shall provide AOL four (4) free accounts and access to your Application in order to enable AOL to conduct such review of your Application.

8. AOL SERVICES; NETWORK USAGE RESTRICTIONS. You acknowledge that any communication using an AOL Service is governed by the terms of service and software license ("TOS") provided with such AOL Service software, including all policies incorporated into the TOS by reference. You shall not induce or direct users of your Application to act in violation of any TOS. AOL may from time to time impose limitations and restrictions in connection with the AOL Services in order to limit the burdens placed on the AOL IM Network, including, without limitation, anti-SPIM or anti-SPAM limitations and restrictions. You agree that you and/or your Application will not knowingly circumvent, disable, defeat, or block any AOL Service feature or any network usage restrictions, which restrictions shall be determined by AOL in its discretion. AOL also reserves the right to temporarily block or permanently remove access to the AOL IM Network by any individual Screen Name or by your Application in the event of a violation of this Agreement or the applicable TOS.

9. PROPRIETARY RIGHTS. Title, ownership rights, and intellectual property rights in the AOL network of services and facilities ("AOL Network"), AOL IM Network, any AOL marks provided through the Tools, Documentation, the Tools, the AOL Services, including but not limited to AOL components and algorithms and access to the AOL IM Network server complex (collectively, the "AOL Property"), shall remain in AOL and/or its licensors and other suppliers. You acknowledge such ownership and intellectual property rights and will not take any action to jeopardize, limit or interfere in any manner with AOL's or its licensors' or other suppliers' ownership of or rights with respect to the AOL Property. The AOL Property is protected by copyright, patent, trade secret and other intellectual property laws and by international treaties. AOL owns all customer data collected through the AOL Services registration process. All trademarks used in connection with the AOL Property are owned by AOL, its affiliates or its licensors or other suppliers, and no license to use any such trademarks is provided hereunder, except to the extent any license is set forth in an Addendum. You acknowledge and agree that you obtain no intellectual property rights or licenses by this Agreement except for those licenses expressly granted herein. You agree that all comments, suggestions, complaints and other feedback relating to the AOL Property that you may disclose or otherwise provide to AOL may be used by AOL and its licensors, suppliers and licensees in any manner whatsoever and without limitation of any kind. Notwithstanding the foregoing, AOL shall not be obligated to take action based upon any comments, suggestions, complaints or other feedback relating to the Tools. Feedback may be sent to ReportDevAbuse@aol.com.

10. NON-ASSERT. In consideration of the licenses granted herein, and other consideration provided by AOL to you under this Agreement, you covenant not to sue or otherwise assert any patent rights against AOL or any AOL affiliates or licensees for any alleged patent infringement during the term of this Agreement by any product or service that uses any Tools, the AOL IM Network, or any AOL Service.

11. YOUR REPRESENTATIONS AND WARRANTIES.

11.1 You warrant to AOL that: (a) you have the legal capacity to enter into this Agreement; (b) all information provided by you to AOL in connection with your registration for and use of the Tools is true and accurate; and (c) that your use of the Tools, and your Application, the operation thereof, any other products, services or information provided by you, and any updates, upgrades and modifications thereto, (i) shall not be used in any commercially unreasonable manner; (ii) shall not infringe any intellectual property rights of any third party including without limitation, any right of privacy, publicity, copyright, trademark, or patent; and (iii) shall comply with all applicable laws, rules and regulations, including without limitation, consumer protection, data security, and privacy laws. Further, you shall ensure that you possess all authorizations, approvals, consents, licenses, permits, certificates and other rights and permissions necessary to provide your Application and/or perform your obligations hereunder.

11.2 You warrant that any Publicly Available Software, if identified to and usage agreed by AOL, is contained solely within specific package and/or components of your Application. Further, you warrant that no portion of any Publicly Available Software reside outside of your Application, and will not be available, intermingled or dispersed within or outside your Application at any time or in any way so as to place the AOL Tools, or any other AOL software, at risk of contamination by such Publicly Available Software as a result of your activities pursuant to this Agreement. You warrant that you will comply with the instructions of the Open Source Federation (www.opensource.org) with respect to modification of Publicly Available Software, and will promptly report to AOL, in writing, any deviation thereto. You warrant that you have processes and precautions necessary to prevent any risk that the AOL Tools, or any other AOL software, will be provided to the open source community or otherwise into the public domain, as a result of your activities pursuant to this Agreement.

12. AOL'S DISCLAIMER OF WARRANTY; AS IS. THE TOOLS, AOL IM NETWORK, AND AOL SERVICES ARE PROVIDED WITH ALL FAULTS ON AN "AS IS" BASIS. AOL, ITS LICENSORS AND OTHER SUPPLIERS DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES THAT THE TOOLS, AOL IM NETWORK, AND AOL SERVICES ARE FREE OF DEFECTS, VIRUS FREE, AND ABLE TO OPERATE ON AN UNINTERRUPTED BASIS, THAT THE FUNCTIONALITY OF THE TOOLS, AOL IM NETWORK, AND AOL SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT ERRORS IN THE TOOLS, AOL IM NETWORK, AND AOL SERVICES WILL BE CORRECTED, AND THE IMPLIED WARRANTIES THAT THE TOOLS, AOL IM NETWORK, AND AOL SERVICES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING, UNLESS SUCH IMPLIED WARRANTIES ARE LEGALLY INCAPABLE OF EXCLUSION. FURTHER, AOL, ITS LICENSORS AND OTHER SUPPLIERS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE TOOLS, AOL IM NETWORK, AND AOL SERVICES IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY AOL OR AN AOL AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY THAT CANNOT BE DISCLAIMED UNDER APPLICABLE LAW. AOL AND ITS LICENSORS AND OTHER SUPPLIERS HAVE NO LIABILITY WITH RESPECT TO YOUR USE OF THE TOOLS, AOL IM NETWORK, AND AOL SERVICES. YOU BEAR THE ENTIRE RISK AS TO THEIR QUALITY AND PERFORMANCE AND YOU ASSUME THE ENTIRE COST OF ANY SERVICE AND REPAIR. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. NO USE OF THE TOOLS, AOL IM NETWORK, AND/OR AOL SERVICES IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER.

13. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL AOL OR ITS PARENT, AFFILIATES, DIRECTORS, EMPLOYEES, DISTRIBUTORS, LICENSORS, SUPPLIERS, AGENTS OR RESELLERS (COLLECTIVELY, THE "AOL GROUP") BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE TOOLS OR THE AOL IM NETWORK OR AOL SERVICES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, COMPUTER FAILURE OR MALFUNCTION. IN ADDITION, THE MAXIMUM AGGREGATE LIABILITY OF THE AOL GROUP FOR ANY CLAIMS ARISING IN CONNECTION WITH THIS AGREEMENT WILL NOT EXCEED ONE HUNDRED DOLLARS (US $100). THE TOOLS ARE PROVIDED WITHOUT CHARGE AND THE PARTIES AGREE THAT THE FOREGOING LIMITATIONS REPRESENT A REASONABLE ALLOCATION OF RISK UNDER THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS EXCLUSION AND LIMITATION MAY NOT BE APPLICABLE.

14. ACKNOWLEDGEMENT. The disclaimer of warranty, and limitation of damages set forth above are essential elements of the basis of the bargain between AOL and you. You agree that AOL would not be able to provide the Tools on an economic basis without such limitations.

15. YOUR INDEMNITY. You shall indemnify, hold harmless and, at AOL's request, defend AOL and/or its licensors and other suppliers and/or distributors from and against any and all claims, liabilities, losses, damages, expenses and costs (including attorneys' fees and costs) relating to your breach of any warranty contained in section 11.2, and any provision under this Agreement or otherwise arising out of your Application, including, but not limited to, any claim related to: (i) infringement or misappropriation of intellectual property rights, including but not limited to, infringement by your Application and/or any content contained therein (except to the extent such a claim is based solely on the Tools, the AOL IM Network, or an AOL Service); and (ii) your use of the Tools. AOL shall give you prompt notice of any such claim made against it, and you and AOL shall cooperate in the defense of any such claim, suit or proceeding, including appeals, negotiations and any settlement or compromise thereof, provided that AOL must approve the terms of any settlement or compromise, and such approval shall not be unreasonably withheld.

16. TERM, TERMINATION, AND SURVIVAL. This Agreement commences upon the date you click "I Agree" or otherwise commence using any Tool and shall continue in force thereafter, unless terminated as provided herein (the "Term").

16.1. Termination. AOL may change, suspend, or discontinue all or any aspect of the Tools, including their availability, at any time, and may terminate your use of the Tools at any time prior to or after your development and/or deployment of your Application, without notice, for no reason or for any reason, including but not limited to your breach of any condition hereunder. You may terminate this Agreement by removing any AOL marks authorized hereunder from your Application and ceasing use of the Tools, including without limitation by removing any and all code from your Application enabling your use of the Tools or the AOL IM Network. You agree that once the Agreement is terminated, you will not use the Tools or enable access or use of the AOL IM Network or any AOL Services.

16.2. Survival. The respective rights and obligations of AOL and you under the provisions of Sections 4 ("Restrictions"), 9 ("Proprietary Rights"), 12 ("Disclaimer"), 13 ("Limitation of Liability"), 15 ("Indemnity"), 16.1 ("Termination"), 16.2 ("Survival"), and 24 ("Miscellaneous") shall survive expiration or termination of this Agreement. AOL shall not be liable to you for damages of any sort resulting from terminating this Agreement.

17. IMPORT/EXPORT CONTROL. You agree to fully comply with all export and import laws, regulations, rules and orders of the United States, or any foreign government agency or authority, and not to directly or indirectly export, re-export, transfer, or release the Tools, any other commodities, or technology received from AOL, or any direct product thereof, for any proscribed end-use, or to any proscribed country, entity or person (wherever located), without proper authorization from the U.S. and/or foreign government. You further agree to assume responsibility for and bear all expenses relating to your compliance with the described laws, regulations, rules and orders, and obtaining all necessary authorizations and clearances.

18. HIGH RISK ACTIVITIES. The Tools are not fault-tolerant and are not designed, manufactured or intended for use in environments in which their failure could lead directly to death, personal injury, or severe physical or environmental damage, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, or weapons systems ("High Risk Activities"). ACCORDINGLY, AOL AND ITS LICENSORS SPECIFICALLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR HIGH RISK ACTIVITIES. YOU AGREE THAT THE AOL GROUP WILL NOT BE LIABLE FOR ANY CLAIMS OR DAMAGES ARISING FROM THE USE OF THE TOOLS IN SUCH APPLICATIONS.

19. U.S. GOVERNMENT END-USERS. The Tools are a "commercial item," as that term is defined in 48 C.F.R. 2.101, consisting of "commercial software" and "commercial computer documentation," as such terms are used in 48 C.F.R. 12.212 (Sept. 1995) and 48 C.F.R. 227.7202 (June 1995). Consistent with 48 C.F.R. 12.212, 48 C.F.R. 27.405(b) (2) (June 1998) and 48 C.F.R. 227.7202, all U.S. Government End Users acquire the Tools with only those rights as set forth herein.

20. ELECTRONIC NOTICES. YOU CONSENT TO AOL PROVIDING YOU ANY INFORMATION AND NOTICES REGARDING THE TOOLS OR AOL IM NETWORK ("NOTICES") IN ELECTRONIC FORM. AOL MAY PROVIDE NOTICES TO YOU (1) VIA E-MAIL IF YOU HAVE PROVIDED AOL WITH A VALID EMAIL ADDRESS OR (2) BY POSTING THE NOTICE ON A WEBSITE DESIGNATED BY AOL FOR THIS PURPOSE. The delivery of any Notice is effective when sent or posted by AOL, regardless of whether you read the Notice or actually receive delivery. You can withdraw your consent to receive Notices electronically by discontinuing your use of the Tools.

21. INJUNCTIVE RELIEF. You acknowledge and agree that, notwithstanding any other provisions of this Agreement, your breach or threatened breach of this Agreement shall cause AOL irreparable damage for which recovery of money damages would be inadequate and that AOL, therefore, may obtain timely injunctive relief to protect its rights under this Agreement in addition to any and all other remedies available at law or in equity.

22. NO SUPPORT BY AOL. You understand that AOL provides no assistance with the Tools or AOL IM Network, nor shall AOL be responsible for any assistance to you with respect to your or any of your end users' use of the AOL Services or AOL Software provided therewith. AOL is under no obligation to provide you with any error corrections, updates, upgrades, bug fixes and/or enhancements of the Tools.

23. RELATIONSHIP. Your participation in the Program does not create any partnership, joint venture or agency relationship between you and AOL. Neither you nor AOL has the power to direct or control the day to day activities of the other or to create or assume any obligation on behalf of the other.

24. MISCELLANEOUS. (a) This Agreement constitutes the entire agreement between you and AOL concerning the subject matter of this Agreement, which may only be modified by AOL. (b) This Agreement shall be governed by the laws of the Commonwealth of Virginia, U.S.A., excluding its conflict of law provisions. (c) You agree that jurisdiction for any claim or dispute arising under this Agreement resides exclusively in the federal and state courts of the Commonwealth of Virginia and you consent to the personal jurisdiction thereof. (d) This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods. (e) If any part of this Agreement is held invalid or unenforceable, that part shall be construed to reflect the parties' original intent as nearly as practicable, and the remaining portions remain in full force and effect, or AOL may at its option instead terminate this Agreement. (f) The controlling language of this Agreement is English. If you have received a translation into another language, it has been provided for your convenience only. (g) A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof. (h) You may not assign or otherwise transfer by operation of law or otherwise this Agreement or any rights or obligations herein. AOL may assign this Agreement to any entity at its sole discretion. (i) This Agreement shall be binding upon and shall inure to the benefit of the parties, their successors and permitted assigns. (j) Neither party shall be in default or be liable for any delay, failure in performance or interruption of service resulting directly or indirectly from any cause beyond its reasonable control.