END-USER LICENSE AGREEMENT THIS IS A CONTRACT, PLEASE READ IT CAREFULLY, BY INSTALLING THIS SOFTWARE YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU WILL NOT BE ABLE TO USE THIS SOFTWARE UNLESS YOU ACCEPT THIS AGREEMENT. BY USING THE SOFTWARE, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO ANY TERM OR CONDITION, YOU MAY NOT INSTALL OR RUN THIS SOFTWARE. 1. License. Memeo Inc., a Delaware corporation, ("Memeo Inc.") hereby grants to the purchaser (hereafter "you") a personal, non-exclusive, non-transferable license (the "License"), without the right to sublicense, to use the application, installation, utility, system, upgrade or other software accompanying this License, whether on disk, in read only memory, or on any other media (the "Memeo Software"), the related documentation and materials. The Memeo Software is licensed for use in object code form only, for your internal use and only on a specific hardware system. The Memeo Software is licensed, not sold, to you by Memeo Inc. You own the media on which the Memeo Software is recorded but Memeo Inc. and/or Memeo Inc.'s licensor(s) retain title to the Memeo Software and to any copies which this License authorizes you to make. You acknowledge that Memeo Inc. and/or Memeo Inc.'s licensor(s) (hereafter, collectively referred to as "Memeo") retain all other ownership rights connected with the Memeo Software, including, without limitation, all copyrights, trademark rights, and all other intellectual property rights. You agree to refrain from any action which would diminish such rights or would call them into question. You agree that this License shall apply to any software provided to you by Memeo or Memeo's representative as replacement or upgrade software to substitute for or to be used in conjunction with the software accompanying this License. 2. Permitted Uses and Restrictions. This License allows you to install and use the Memeo Software on a single Memeo-manufactured or Memeo-approved hardware unit at a time. You may not install and/or operate the Memeo Software on more than one hardware unit at a time. You may make one copy of the Memeo Software in machine-readable form for backup purposes only. The backup copy must include all copyright notices and any other proprietary legends contained on the original copy of the Memeo Software. You may use the Memeo Software in a networked environment and transmit the Memeo Software from one hardware system to another over a network so long as you have a separate license for each hardware unit that receives the Memeo Software. Except as permitted by applicable law and this License, you may not decompile, reverse engineer, disassemble, modify, rent, lease, loan, distribute, create derivative works from the Memeo Software or publish or transmit the Memeo Software over a network. You may, however, transfer your rights under this License, provided you transfer the related documentation, this License, and a copy of the Memeo Software to a party who agrees to accept the terms of this License and destroy any other copies of the Memeo Software in your possession. Your rights

under this License will terminate automatically without notice from Memeo if you fail to comply with any term(s) of this License. You may access the Memeo Software and any corresponding services only through the interfaces and protocols provided or authorized by Memeo. You agree to abide by all laws and regulations in effect regarding your use of the Memeo Software. Finally, you may not authorize or assist any third party to do any of the things prohibited in this paragraph. The Memeo Software is a "commercial item," as that term is defined in 48 C.F.R. 2.101, consisting of "commercial computer software" and "commercial computer software documentation," as such terms are used in 48 C.F.R. 12.212 (Sept. 1995). Consistent with 48 C.F.R. 12.212 and 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 Memeo Software with only those rights as set forth herein. 3. Information Policies. The following section explains Memeo’s information practices, including information it collects from you, how Memeo will use the information, and the choices you have with your information. By installing and using the Memeo Software, you consent to these information practices. When you purchase or license products from Memeo, Memeo may collect registration-related information, such as name, home or work addresses, email addresses, telephone numbers, etc.), information about your responses to Memeo’s offerings, transaction-related information (such as payment methods, billing information and product purchases) and customer service related information. Memeo will use this information to improve its products, to improve your experience and use of Memeo’s products, to fulfill your orders, to communicate with you and respond to your inquiries, and to offer you other products, programs or services that may be of interest to you. The information will not be shared with third parties unless specifically authorized by you or in response to a legal process. Each time you receive any promotions by e-mail from Memeo, you will be given the opportunity in that e-mail to unsubscribe from any further promotions. Keep in mind, however, that you understand and agree that Memeo may continue to contact you about important information concerning your transactions with Memeo, or to provide you with important notices about your Memeo Software. Memeo may automatically check your version of the Memeo Software. Memeo may automatically update the Memeo Software on your hardware system to improve the performance and capabilities of the Memeo Software. Memeo will assign a unique identifying number to the Memeo Software installed on your hardware device. This unique number will not be identified with any of your personal information. Memeo may also query your computer on an anonymous basis to determine if the Memeo Software is running on your system. Memeo will use this anonymous information to improve the Memeo Software and its offerings to you and to ensure that the copies of the Memeo

Software are properly licensed. You will be given the option to send configuration data and crash reports concerning your use of Memeo Software; you also will be given the option to provide your e-mail address with this information so that Memeo may get in touch with you. Memeo maintains the confidential information you provide in a secure database. Please keep in mind that while Memeo has established safeguards to help prevent unauthorized access to or misuse of you information, it cannot guarantee that your personally identifiable information will never be disclosed in a manner inconsistent with the information practices disclosed in this section (for example, in the event of unauthorized acts by third parties that violate applicable law or policies). You agree and understand that Memeo may assign this license to a successor in interest without notice to you. In the event that Memeo’s ownership was to change as a result of a merger, acquisition, or transfer to another company, your information may be transferred. 4. Changes and Upgrades. Memeo may change or discontinue any feature or component on the Memeo Software at any time and without notice. Any supplemental software, fixes or upgrades (“Upgrades”) may be subject to additional terms and conditions that will be presented to you at the time of such Upgrades. By installing and using the Upgrades, you agree to comply with such additional guidelines and rules. 5. Limited Warranty on Media. Memeo warrants the media on which the Memeo Software is delivered to be free from defects in materials and workmanship under normal use for a period of ninety (90) days from the date of original purchase. Your exclusive remedy under this paragraph shall be, at Memeo's option, a refund of the purchase price of the product containing the Memeo Software or replacement of the Memeo Inc. Software which is returned to Memeo Inc. or an authorized representative of Memeo. THE LIMITED WARRANTY SET FORTH HEREIN IS EXCLUSIVE AND IN LIEU OF ALL OTHERS, WHETHER ORAL OR WRITTEN, EXPRESS, OR IMPLIED. MEMEO INC. SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY BY JURISDICTION. 6. Disclaimer of Warranty on Memeo Software. You expressly acknowledge and agree that use of the Memeo Software is at your sole risk. The Memeo Software is provided "AS IS," “WITH ALL FAULTS” and without warranty of any kind. You, not Memeo, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness and copyright of all data that you transfer through the Memeo Software and Memeo shall not be responsible or liable for the deletion, corruption, destruction, damage, loss or failure to store any data. It is your responsibility to verify that all desired files are successfully backed up after you make a transfer using the Memeo Software.

MEMEO EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES THAT THE MEMEO SOFTWARE AND SERVICES DISTRIBUTED BY MEMEO ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, TIMELY, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. MEMEO DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE MEMEO SOFTWARE WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE MEMEO SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE MEMEO SOFTWARE WILL BE CORRECTED. FURTHERMORE, MEMEO DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MEMEO SOFTWARE OR RELATED DOCUMENTATION OR SUPPORT IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY MEMEO OR AN AUTHORIZED REPRESENTATIVE OF MEMEO SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. SHOULD THE MEMEO SOFTWARE PROVE DEFECTIVE, YOU (AND NOT MEMEO OR AN AUTHORIZED REPRESENTATIVE OF MEMEO) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. 7. Limitation of Liability. YOUR EXCLUSIVE REMEDY REGARDING ANY MEDIUM CONTAINING THE MEMEO SOFTWARE PROVIDED BY MEMEO SHALL BE THE REPLACEMENT OF ANY SUCH MEDIUM FOUND TO BE DEFECTIVE. MEMEO AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF, INABILITY TO USE, OR RELIANCE UPON THE MEMEO SOFTWARE. THESE EXCLUSIONS APPLY TO ANY CLAIMS FOR LOST PROFITS, LOST OR MISDIRECTED DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF MEMEO KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, MEMEO’S LIABILITY, AND THE LIABILITY OF ITS SUPPLIERS, SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. In no event shall Memeo's total liability to you for all damages exceed the amount paid for this to the Memeo Software. 8. Indemnification. Upon a request by Memeo, you agree to defend, indemnify, and hold harmless Memeo and its parent and other affiliated companies, and their employees, contractors, officers, and directors from all liabilities, claims, and expenses, including

attorney's fees that arise from your use or misuse of the Memeo Software. Memeo reserve the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Memeo in asserting any available defenses. 9. Export Law Restrictions. Memeo controls and operates this Service from its location in the United States of America and is subject to the United States Export Administration Laws and Regulations. Memeo makes no representation that the Memeo Software is appropriate or available for use in other locations. You agree that the Memeo Software will not be exported outside the United States except as authorized by United States law. You also agree that Memeo Software that has been rightfully obtained outside of the United States shall not be exported except as authorized by the laws of the United States and of the jurisdiction in which the Memeo Software was obtained. 10. Termination. Memeo may cancel or suspend your license and use of the Memeo Software immediately and without notice, if there has been a violation of this License or if you have failed to pay your applicable license fee. You remain responsible for paying any amounts owed on your account at the time your license is terminated or cancelled. In addition to any other remedy available to Memeo, you agree that Memeo may seek immediate injunctive relief in the event of a breach of this license by you or any of your officers, employees or agents. 11. Controlling Law and Severability. This License shall be governed by the laws of the United States and the State of California. If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of this License shall continue in full force and effect. You further agree that any disputes or claims that you may have against Memeo will be resolved by a court located in the State of California. PLEASE NOTE THAT BY AGREEING TO THIS LICENSE AGREEMENT, YOU ARE: (1) WAIVING CLAIMS THAT YOU MIGHT OTHERWISE HAVE AGAINST MEMEO BASED ON THE LAWS OF OTHER JURISDICTIONS, INCLUDING YOUR OWN; (2) IRREVOCABLY CONSENTING TO THE EXCLUSIVE JURISDICTION OF, AND VENUE IN, STATE OR FEDERAL COURTS IN THE STATE OF CALIFORNIA OVER ANY DISPUTES OR CLAIMS YOU HAVE WITH MEMEO; AND (3) SUBMITTING YOURSELF TO THE PERSONAL JURISDICTION OF COURTS LOCATED IN THE STATE OF CALIFORNIA FOR THE PURPOSE OF RESOLVING ANY SUCH DISPUTES OR CLAIMS. 12. Complete Agreement. This License constitutes the entire agreement between the parties with respect to the use of the Memeo Software and supersedes all prior or contemporaneous understandings regarding such subject matter. No amendment to or

modification of this License will be binding unless in writing and signed by Memeo. Memeo may assign this contract at any time without notice to you. 13. Electronic transactions. Your affirmative act of purchasing a license and installing the Memeo Software constitutes your consent to enter into agreements with Memeo electronically. You also agree that Memeo may send to you in electronic form any privacy or other notices, disclosures, reports, documents, communications or other records regarding the Memeo Software (collectively, “Notices”). Memeo can send you electronic Notices to the e-mail address that you provided to Memeo during registration. The delivery of any Notice from us is effective when sent by Memeo, regardless of whether you read the Notice when you receive it or whether you actually receive the delivery. In order to receive Notices electronically, you must have a personal computer with a modem connected to a communications source (telephone, wireless or broadband), and a Windows-based operating system with an Internet browser or a Macintosh-based operating system with an Internet browser. You will need a printer attached to your personal computer to print any Notices. All contracts completed electronically will be deemed for all legal purposes to be in writing and legally enforceable as a signed writing.