AY DESIGNS END-USER SOFTWARE LICENSE AGREEMENT The code of a website delivered to you (the "Product") is made available to you under the terms of this AY DESIGNS END-USER SOFTWARE LICENSE AGREEMENT (THE "AGREEMENT"). BY USING AY DESIGNS WEB CODE AND SOFTWARE TECHNOLOGY ADAPTATIONS, YOU ARE CONSENTING TO BE BOUND BY THE AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT USE ANY PART OF THE AY DESIGNS WEBSITE. 1. LICENSE GRANT. AY Designs grants you an exclusive license to use the code contained within the Product. This Agreement will also govern any software upgrades provided by AY Designs that replace and/or supplement the original Product, unless such upgrades are accompanied by a separate license, in which case the terms of that license will govern. 2. TERMINATION. If you breach this Agreement your right to use the Product will terminate immediately and without notice, but all provisions of this Agreement except the License Grant (Paragraph 1) will survive termination and continue in effect. Upon termination, you must destroy all copies of the Product. 3. PROPRIETARY RIGHTS. AY Designs hereby reserves all intellectual property rights in the Product, except for the rights expressly granted in this Agreement. You may not remove or alter any trademark, logo, copyright or other proprietary notice in or on the Product. This license does not grant you any right to use the trademarks, service marks or logos of AY Designs. 4. DISCLAIMER OF WARRANTY. THE PRODUCT IS PROVIDED "AS IS" WITH ALL FAULTS. TO THE EXTENT PERMITTED BY LAW, AY DESIGNS HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES THAT THE PRODUCT IS FREE OF DEFECTS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE AND NON-INFRINGING. YOU BEARTHE ENTIRE RISK AS TO SELECTING THE PRODUCT FOR YOUR PURPOSES AND AS TO THE QUALITY AND PERFORMANCE OF THE PRODUCT. THIS LIMITATION WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES, SO THIS DISCLAIMER MAY NOT APPLY TO YOU. 5. LIMITATION OF LIABILITY. EXCEPT AS REQUIRED BY LAW, AY DESIGNS WILL NOT 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 PRODUCT, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, AND COMPUTER FAILURE OR MALFUNCTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH SUCH CLAIM IS BASED. AY DESIGNS' COLLECTIVE LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE GREATER OF $500 (FIVE HUNDRED DOLLARS) AND THE FEES PAID BY YOU UNDER THE LICENSE (IF ANY). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, SO THIS EXCLUSION AND LIMITATION MAY NOT APPLY TO YOU. 6. MISCELLANEOUS. (a) This Agreement constitutes the entire agreement between AY Designs and you concerning the subject matter hereof, and it may only be modified by a written amendment signed by an authorized executive of AY Designs. (b) Except to the extent applicable law, if any, provides otherwise, this Agreement will be governed by the laws of the state of Pennsylvania, U.S.A., excluding its conflict of law provisions. (c) This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods. (d) If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties' original intent, and the remaining portions will remain in full force and effect. (e) A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. (f) Except as required by law, the controlling language of this Agreement is English. (g) You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms; AY Designs may assign its rights under this Agreement without condition.