This software program on CD-ROM or Downloaded, and any files that are delivered to you by Network Answer. (via on-line transmission or otherwise) to "patch," update, or otherwise modify the software program, as well as any printed materials and any on-line or electronic documentation (the "Manual"), and any and all copies and derivative works of such software program and materials (collectively, with the "Software Client" defined below, the "Software") are the property of Network Answer. All use of the Software is governed by the terms of this End User License Agreement ("License Agreement" or "Agreement"). The Software may only be used by obtaining from Licensor access to the Backup service (the "Service"), which is subject to a separate Terms of Use agreement (the "Terms of Use"). If your download of the software included a period of "free access" to the Service, the Terms of Use agreement also governs your access to the Service during the period of "free access." The software is distributed solely for use by authorized end users according to the terms of the License Agreement. Any use, reproduction or redistribution of the software not expressly authorized by the terms of the License Agreement is expressly prohibited.

1. Grant of a Limited Use License. The download installs computer software (hereafter referred to as the "Software Client") onto your hardware to allow you to use the software through your account with the Service (your "Account"). Licensor hereby grants, and by installing the Software Client you thereby accept, a limited, non-exclusive license and right to install the Software Client for your personal use on one (1) or more computers which you own or which are under your personal control. All use of the Software Client is subject to this License Agreement and to the Terms of Use agreement, which you must accept before you can use your Account to use the software through access to the Service. Licensor reserves the right to update, modify or change the Terms of Use at any time.

2. Service and Terms of Use. As mentioned above, you must accept the Terms of Use in order to use the Software to access the Service. The Terms of Use agreement governs all aspects of use of Service. You may view the Terms of Use by visiting the following website: https://www.offsitevault.net. If you do not agree with the Terms of Use, then (i) you should not register for an Account to use the Service and Software. Once you accept the Terms of Use and register an Account, the monthly, weekly or yearly price of the Service will not be refunded to you if you choose not to continue the monthly subscription to the Service.

3. Termination. This License Agreement is effective until terminated. You may terminate the License Agreement at any time by (i) destroying the Software; (ii) removing the Software Client from your hard drive; and (iii) notifying Licensor of your intention to terminate this License Agreement. Licensor may, at its discretion, terminate this License Agreement in the event that you fail to comply with the terms and conditions contained herein, or the terms and conditions contained in the Terms of Use. In such event, you must immediately destroy the Software and remove the Software Client from your hard drive. Upon termination of this Agreement for any reason, all licenses granted herein shall immediately terminate.

4. Duration of the "On-line" Component of the Software. This Software is an 'on-line' program that must be used over the Internet through the Backup Service, as provided by Licensor. You understand and agree that the Service is provided by Licensor at its discretion and may be terminated or otherwise discontinued by Licensor pursuant to the Terms of Use.

5. Limited Warranty. Licensor expressly disclaims any warranty for the Software, including the Software Client and Manual(s). THE SOFTWARE, SOFTWARE CLIENT AND MANUAL(S) ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF CONDITION, DEFECTS, USE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, OR NONINFRINGEMENT. The entire risk arising out of use or performance of the Software and/or Service, Software Client and Manual(s) remains with the user.

6. Limitation of Liability. NEITHER LICENSOR NOR ITS PARENT, SUBSIDIARIES OR AFFILIATES SHALL BE LIABLE IN ANY WAY FOR LOSS OR DAMAGE OF ANY KIND RESULTING FROM THE USE OF THE SOFTWARE OR SERVICE, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER DAMAGES OR LOSSES. LICENSOR SHALL NOT BE RESPONSIBLE FOR ANY INTERRUPTIONS OF SERVICE, INCLUDING, BUT NOT LIMITED TO, ISP DISRUPTIONS, SOFTWARE OR HARDWARE FAILURES OR ANY OTHER EVENT WHICH MAY RESULT IN A LOSS OF DATA OR DISRUPTION OF SERVICE. IN NO EVENT WILL LICENSOR BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES.

7. Equitable Remedies. You hereby agree that Licensor would be irreparably damaged if the terms of this License Agreement were not specifically enforced, and therefore you agree that Licensor shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this License Agreement, in addition to such other remedies as Licensor may otherwise have available to it under applicable laws. In the event any litigation is brought by either party in connection with this License Agreement, the prevailing party in such litigation shall be entitled to recover from the other party all the costs, attorneys' fees and other expenses incurred by such prevailing party in the litigation.

8. Changes to the Agreement. Network Answer. reserves the right, at its sole discretion, to change, modify, add to, supplement or delete any of the terms and conditions of this License Agreement when Network Answer. upgrades the Software Client, effective upon prior notice as follows: Network Answer. will post notification of any such changes to this License Agreement on the OffsiteVault.Net website and will post the revised version of this License Agreement in this location, and may provide such other notice as Network Answer. may elect in its sole discretion, which may include by email, postal mail or pop-up screen. If any future changes to this License Agreement are unacceptable to you or cause you to no longer be in compliance with this License Agreement, you may terminate this License Agreement in accordance with Section 3 herein. Your installation and use of any updated or modifications to the Software or your continued use of the Service following notice of changes to this Agreement as described above will mean you accept any and all such changes. Network Answer. may change, modify, suspend, or discontinue any aspect of the Software at any time. Network Answer. may also impose limits on certain features or restrict your access to parts or all of the Software or Service without notice or liability. You have no interest, monetary or otherwise, in any feature or content contained in the Software.

9. Miscellaneous. This License Agreement shall be deemed to have been made and executed in the State of Victoria without regard to conflicts of law provisions, and any dispute arising hereunder shall be resolved in accordance with the law of Victoria. You agree that any claim asserted in any legal proceeding by one of the parties against the other shall be commenced and maintained in any state or federal court located in the State of Victoria, having subject matter jurisdiction with respect to the dispute between the parties. In the event that any provision of this License Agreement shall be held by a court or other tribunal of competent jurisdiction to be unenforceable, such provision will be enforced to the maximum extent permissible, and the remaining portions of this License Agreement shall remain in full force and effect. This License Agreement constitutes and contains the entire agreement between the parties with respect to the subject matter hereof and supersedes any prior oral or written agreements, provided, however, that this Agreement shall coexist with, and shall not supersede, the Terms of Use. To the extent that the provisions of this Agreement conflict with the provisions of the Terms of Use, the conflicting provisions in the Terms of Use shall govern.

I hereby acknowledge that I have read and understand the foregoing License Agreement and agree that the action of installing the Software Client is an acknowledgment of my agreement to be bound by the terms and conditions of the License Agreement contained herein.

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