SOFTWARE END USER LICENSE AGREEMENT

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS.

BY USING THIS Vertex42(tm) Debt Reduction Calculator for Excel ("Software") AND
THE ASSOCIATED FILES AND WRITTEN MATERIALS ("Documentation"), YOU AGREE THAT ALL
OF THE TERMS AND CONDITIONS BELOW APPLY TO YOU AND ANYONE ELSE WHO USES THIS SO
FTWARE, IF EITHER:
* YOU CLICK THE "ACCEPT" BUTTON, OR
* PUT A CHECK IN A BOX INDICATING THAT YOU HAVE READ THIS AGREEMENT AND ACCE
PT IT'S TERMS, OR
* YOU COPY, INSTALL, OR USE THIS SOFTWARE, OR
* YOU PERMIT OR ENABLE OTHERS TO COPY, INSTALL OR USE THIS SOFTWARE.
IF YOU DO NOT AGREE, PLEASE TERMINATE DOWNLOAD AND INSTALLATION IMMEDIATELY; YOU
MAY NOT USE THIS SOFTWARE.
1. License Grant
(a) "You" means the person who is being licensed to use the Software or Document
ation. "We," "us" and "our" means Vertex42, LLC.
(b) We hereby grant you a nonexclusive license to use this Software for Non-Comm
ercial Personal use, provided that YOU DO NOT:
* Remove any proprietary notices or labels on the Software
* Distribute the Software in any way
* Place the Software onto a server so that it is accessible via a public net
work such as the Internet
* Sublicense, rent, lease or lend any portion of the Software
* Copy the Documentation
* Copy the Software except for non-commercial use or to make archival or bac
kup copies as provided above
* Merge the Software into another program
* Reverse engineer, decompile, or disassemble the Software
(c) We define "Personal use" as Non-Commercial use by you, your family, or by yo
ur close personal friends, on your own personal computer.
(d) We define "Commercial use" as any use in which a corporation or business or
commercial entity derives or attempts to derive monetary gain and benefit, eithe
r directly or indirectly, from the use of the Software. This includes Government
and Military entities, corporations, LLCs, sole-proprietorships, home-based bus
inesses, and internet-based businesses.
2. Title / Copyright
The Software and Documentation are protected by United States copyright laws and
international treaties. We remain the owner of all right, title and interest in
the Software and Documentation. You must treat the Software and Documentation l
ike any other copyrighted material (a book for example).
3. Archival or Backup Copies
You may copy the Software for personal use, back up, and archival purposes, prov
ided that the original and each copy is kept in your possession and that your in
stallation and use of the Software does not exceed that allowed in the "License
Grant" section above.
4. DISCLAIMER OF WARRANTY
THE SOFTWARE AND THE ACCOMPANYING FILES AND DOCUMENTATION ARE PROVIDED "AS IS" A
ND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE L
AW, THE OWNER FURTHER DISCLAIMS ALL WARRANTIES, INCLUDING WITHOUT LIMITATION ANY
IMPLIED WARRANTIES OF MERCHANT ABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND N
ONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF THE USE AND/OR PERFORMANCE OF THE
PRODUCT AND/OR DOCUMENTATION REMAINS WITH THE USER TO THE MAXIMUM EXTENT PERMIT
TED BY APPLICABLE LAW, AND IN NO EVENT SHALL THE OWNER BE LIABLE FOR ANY CONSEQU
ENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECILA, PUNITIVE, OR OTHER DAMAGES WHATSO
EVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSIN
ESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING
OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE PRODUCT, EVEN IF TH
E OWNER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ANY LIABILITY OF TH
E OWNER SHALL BE EXCLUSIVELY LIMITED TO THE PRODUCT RELACEMENT OR RETURN OF THE
PURCHASE/LICENSING PRICE. NO OTHER ADVERTISING, DESCRIPTION OR REPRESENTATION, W
HETHER OR NOT MADE BY THE OWNER OR THE OWNER'S DEALER, DISTRIBUTOR, AGENT OR EMP
LOYEE, SHALL BE BINDING UPON THE OWNER OR SHALL CHANGE THE TERMS OF THIS WARRANT
Y. THIS LIMITED WARRANTY GIVES YOU THE SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHER
S, WHICH VARY FROM STATE/JURISDICTION TO STATE/JURISDICTION.
5. Term and Termination
This license agreement takes effect upon your use of the Software and remains ef
fective until terminated. You may terminate it at any time by destroying all cop
ies of the Software and Documentation in your possession. It will also automatic
ally terminate if you fail to comply with any term or condition of this license
agreement. You agree on termination of this license to destroy all copies of the
Software and Documentation in your possession. ALL DISCLAIMERS HEREIN SHALL SUR
VIVE TERMINATION.
6. Disputes
(a) This license agreement shall be governed by, construed and enforced in accor
dance with the laws of the New Mexico, as it is applied to agreements entered in
to and to be performed entirely within such jurisdiction.
(b) To the extent you have in any manner violated or threatened to violate Verte
x42, LLC and/or its affiliates' intellectual property rights, Vertex42, LLC and/
or its affiliates may seek injunctive or other appropriate relief in any state o
r federal court in the State of New Mexico, and you consent to exclusive jurisdi
ction and venue in such courts.
(c) Any other disputes will be resolved as follows:
* If a dispute arises under this agreement, we agree to first try to resolve
it with the help of a mutually agreed-upon mediator in the following location:
Albuquerque, New Mexico. Any costs and fees other than attorney fees associated
with the mediation will be shared equally by each of us.
* If it proves impossible to arrive at a mutually satisfactory solution thro
ugh mediation, we agree to submit the dispute to binding arbitration at the foll
owing location: Albuquerque, New Mexico, under the rules of the American Arbitra
tion Association. Judgment upon the award rendered by the arbitration may be ent
ered in any court with jurisdiction to do so.
7. General Provisions
(a) This written license agreement is the exclusive agreement between you and us
concerning the Software and Documentation and supersedes any prior purchase ord
er, communication, advertising or representation concerning the Software.
(b) This license agreement may be modified only by a writing signed by you and u
s.
(c) In the event of litigation between you and us concerning the Software or Doc
umentation, the prevailing party in the litigation will be entitled to recover a
ttorney fees and expenses from the other party.
(d) You agree that the Software will not be shipped, transferred or exported int
o any country or used in any manner prohibited by the United States Export Admin
istration Act or any other export laws, restrictions or regulations.