Standard License Agreement/Terms and Conditions  

This Viametrix Virtual Network™ / Vivian™ Media Broadcasting License/Hosting Agreement ("Agreement"), effective as of the date activated by Licensee in accordance with this Agreement, (the "Effective Date") is by and between Viametrix, Inc., a Texas corporation, (hereinafter called "Viametrix") with its mailing address at #305, 3419 Westminster Ave, Dallas, TX 75205, and the User of the Viametrix Virtual Network™ / Vivian™ Broadcast Server / Viametrix' multimedia broadcasting and hosting services (hereinafter called "Licensee"). In consideration of the mutual promises and covenants contained herein, and for good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereby agree as follows: Grant of License - Licensee purchases software license from Viametrix. Viametrix hereby grants Licensee a nonexclusive, nontransferable, limited license to download (if a downloadable license is purchased) a single copy of the Viametrix Virtual Network™ / Vivian™ Broadcasting Server Software ("the Software") from the Viametrix Web Site located at http://www.viametrix.com onto a single computer for the sole purpose of broadcasting, transmitting and providing Licensee's streaming media content to end-users on the Viametrix Virtual Network™, as more specifically set forth in the associated Sales Order by which the license is purchased hereto and incorporated by reference herein. Viametrix reserves all rights not expressly granted to Licensee under this Agreement. Grant of License - Licensee purchases a mutlimedia delivery hosting arrangement from Viametrix. Viametrix hereby grants Licensee a nonexclusive, nontransferable, limited license to use software and facilities provided by Viametrix (if hosting services are purchased from Viametrix) for the sole purpose of broadcasting, transmitting and providing Licensee's streaming media content to end-users on the Viametrix Virtual Network™, as more specifically set forth in the associated Sales Order by which the license is purchased hereto and incorporated by reference herein. Viametrix reserves all rights not expressly granted to Licensee under this Agreement. Limited Use. Licensee agrees that the Software may not be installed on more than one production computer at a time under any circumstances. Licensee may install and use the Software on a single computer in accordance with the directions set forth in the electronic documentation that is provided with the Software. Licensee may also install and use the Software on a second computer used exclusively as a hot backup for the primary/production computer used for broadcasting so as to make an emergency transfer/recovery easier and more time efficient. Only one of the two computers can be actively broadcasting at any given time. Licensee may make no more than one (1) additional copy of the Software on removable media for archival/backup purposes only. All copies of the Software made by Licensee under this Agreement must be kept in the possession of or under the control of Licensee. Vivian™ Station Guide.  Licensee will use only appropriately related terms and descriptions of the broadcast content in the Vivian™ Station Guide and broadcast attributes used for searching for broadcasts.  Failure to do so, in Viametrix' sole determination, may result in the exclusion of the broadcast from searches from users of the Vivian™ Station Guide until Licensee has modified its listing attributes in a manner acceptable to Viametrix.  Prohibited Uses. Licensee may not: make any changes or modifications to the Software or delete any of the files contained in the Software; remove or alter any marks or designations indicating ownership of copyrights, trademarks, or other intellectual property rights of any party contained in the Software; de-compile, disassemble, or otherwise reverse engineer the Software; copy, rent, lease, sell, sublease, assign, loan, time-share or otherwise transfer the Software or any copies of the Software to others under any circumstances; use the Software for any unlawful purpose, including without limitation: transmitting, receiving, or disseminating any obscene, pornographic, threatening, defamatory or other unlawful information or information which infringes upon the legal rights of others, including copyright, trademark, trade secret or other intellectual property rights, or which infringes upon the privacy, publicity, or other personal rights of others; intentionally or knowingly accessing accounts, servers, websites, data, hardware or software not intended to be accessed by other users of the Software or the Network; or engaging in any kind of fraudulent or illegal transaction or conduct; or intentionally or unintentionally violate any applicable local, state, national or international law, including securities exchange and any regulations, requirements, procedures or policies in force from time to time relating to the Software; or modify , delete or damage any information contained on the personal computer of any Vivian