END USER LICENCE AGREEMENT

This is a legal agreement ("the Agreement") between you and Global IP Telecommunications Ltd. ("Licensor"). This Agreement pertains to your use of the Licensor's software, technology, programs, documentation and updates which are provided to you by the Licensor (collectively, the "Software"). Please carefully read the terms and conditions below. If you do not agree to the terms of this Agreement, DO NOT click the "I Accept" button. By clicking on the "I Accept" button, you are consenting to the terms of this Agreement.

Terms of Use
The provisions of the Licensor's Terms of Use and Privacy Policy are incorporated herein and made a part hereof (http://www.globaliptel.com/eng/content/Content/Terms-and-conditions/AGB.html).

License for Freeware version (all free of cost versions, e.g. Lite, Basic [Ninja Lite, Ninja Basic])

This Agreement grants you non-exclusive, non-transferable, non-sublicensable right to use three copies of the Software for commercial use or without reservation for your own personal use on computers and/or workstations. The Licensor reserves all rights in the Software not expressly granted herein, including without limitation ownership and proprietary rights.

Standard License (all commercial versions)

This Agreement grants you a personal, non-exclusive, non-transferable, non-sublicensable right to use one copy of the Software for your own personal or commercial use on a single computer and/or workstation. The Licensor reserves all rights in the Software not expressly granted herein, including without limitation ownership and proprietary rights.

License Restrictions.
You may not reproduce or distribute the Software for any purpose whatsoever. Without limiting the foregoing, you may not copy the Software to any server or location for reproduction or distribution. You may not reverse engineer, decompile or disassemble the Software. The restrictions contained herein apply equally to any updates that may be provided to you by the Licensor.

Intellectual Property Rights and Third Party Materials.
All service marks, logos, trade names, trade dress, and trademarks (collectively "Marks") are the exclusive property of the Licensor and nothing in this Agreement shall grant you the license to use such Marks. All intellectual property rights in the Software and Services, including without limitation all computer code, audio, graphics, multimedia, images, sounds, and text incorporated into the Software or Services, are owned exclusively by the Licensor and are protected by german copyright laws and international copyright treaty provisions.

Any violation of the terms set forth herein is expressly prohibited by law and may result in severe civil and criminal penalties.

Additionally, other marks that appear on the web sites or on software products of the Licensor may belong to third parties that are not affiliated with the Licensor. Links available on the web site may enable you to leave the Licensor's site. The Licensor does not control or endorse the content of third party web sites. The linked sites are not under the control of the Licensor, and the Licensor is not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to such sites. You are responsible for taking precaution to ensure that whatever you select for your use, whether on Licensor's web sites or the sites of third parties, is free of viruses, worms, Trojan horses, and other items of a destructive nature.

Disclaimer of Warranties.

Express Warranty. Licensor warrants to the original Licensee that (a) the datacarrier medium on which the Software is stored shall be free from defects in workmanship and material at the time of delivery to Licensee, and (b) for a warranty period of one (1) year from the purchase date of the Product, the Software (but not Updates) shall function in material accordance with the Specifications, provided the Software is used in the manner permitted in the foregoing license, on the Specified Computer Facility and in accordance with the conditions of installation, use and operation set forth in the Product description. Licensor does not warrant that the Software will be free of defects, run without interruption, meet the expectations of Licensee, or function in combination with the hardware or software products of third parties, or that all program errors will be corrected. In addition to the foregoing, in order for a defect in the Software to be sufficiently material so as to violate the warranty set forth in letter (b) above of this paragraph, the defect must cause the Software - while being used in the manner permitted in the foregoing license - to function in a way so divergent from the Specifications that it is unsuitable for the purpose described in the Product description. Furthermore, if the required functionality can be achieved by the Licensee indirectly (through a so called "work-around"), then the applicable impairment shall not constitute a defect giving rise to duties under the foregoing warranty. Licensor’s sole obligation under the foregoing warranty shall be, at Licensor’s sole option and expense, to either (a) replace the data carrier and/or the Software, so as to materially conform with the Specifications (including, without limitation, replacement with a more recent version or equivalent software); or (b) repair the Software by providing work-around solutions and/or Updates or (c) terminate this License Agreement and refund all license fees received following the return of the Software. The foregoing warranty will apply to any replaced data carriers and Software until expiry of the original warranty period. The costs and risk of any delivery of Software to the service point nominated by Licensor shall be borne by Licensee.

Warranty exclusive
Licensee’s sole remedy for Software defects is set forth in the foregoing express warranty. The Software is licensed with its current features "as is" and with no warranty or guarantee of whatever nature, other than the foregoing express warranty. Such express warranty is in lieu of all other warranties, express or implied, either in fact or by operation of law, statutory or otherwise, including warranties, terms or conditions of merchantability, fitness for a particular purpose, satisfactory quality and non-infringement, all of which are expressly disclaimed. Licensee acknowledges that Licensor’s sales partner or dealers are not allowed to provide any warranty, guarantee or assurance with regard to the use, suitability, or results of use of the Software, or with regard to the precision, accuracy or reliability thereof, and any such warranty, guarantee or assurance is of no effect. It shall be the responsibility of Licensee to select the Software that fulfils its requirements. Licensee shall bear the full risk for the performance of and results achieved by the Software and for its suitability for the use that Licensee has planned for it, even when Licensor has been informed of the planned use of the Software.

Licensor shall be relieved of its obligations under the foregoing express warranty to the extent that any defect is caused by circumstances for which it is not responsible, including, without limitation, (a) non-compliance with the conditions of use and operation contained in the Product description or the documentation; (b) non-compliance with the provisions of this License Agreement; (c) unauthorized modifications to or interference with the Software by Licensee or third parties; (d) errors in the operation of the Software by Licensee or by third party staff; (e) influences from systems or programs that have not been supplied by Licensor; or (f) use on a computer facility other than the Specified Computer Facility.

In the event that Licensor is not responsible for a defect pursuant to these warranty provisions or that Licensor incurs additional expenditure as a result of the failure of Licensee to comply fully with its obligations under this Section (including, without limitation, its obligation to support and provide documentation to Licensor), Licensor shall have the right to charge Licensee for the costs that it incurs for the analysis and rectification of the defect according to the time and materials required and in accordance with the applicable rates charged by Licensor at the time.

Limitation of Liability
To the extent permitted under applicable law, Licensor shall not be liable for any direct, indirect or consequential loss or damage, including, without limitation, loss of income, unrealized cost reductions, loss of data, or increased costs on the part of Licensee or any other financial losses, that result from or in connection with the purchase, license, use, breakdown or interruption of operation of the Software. The foregoing limitation of liability shall also apply in the event that Licensor has been notified of the possibility of such losses being incurred. Licensor shall only be liable for loss or damage caused by Licensor’s gross negligence or willful misconduct. This limitation of liability shall apply to all claims for loss and damage irrespective of their legal grounds, including, without limitation, claims based on tort, contract, pre- contract or quasi-contract. This limitation of liability shall also apply to any officers, directors or employees of Licensor, or any representatives or agents of Licensor that are involved in the development, marketing or supply of the Software. It shall be the exclusive duty of Licensee to ensure that it and its staff possesses the required knowledge to properly install and use the Software. Licensor shall not be liable for problems and defects that arise from insufficient knowledge on the part of the users of the Software.

Licensee hereby agrees that no verbal or written assurances, declarations, statements, recommendations or advertising messages have been made by Licensor, its employees, sales partners, agents, dealers or downstream distributors that could give rise to an amendment or extension of the foregoing warranties and limitation of liability. Licensee is hereby given notice that none of the forenamed persons is authorized by Licensor to make any such amendments or to provide any such assurances.

Duration and Termination
This License Agreement shall come into force on the agreement of Licensee to the provisions hereof. In addition to any other right of termination provided in this License Agreement, each party shall be entitled to terminate this License Agreement at any time with immediate effect in the event of a material violation of a contractual duty by the other party, including, without limitation, default in payment of the license fee, if the party in breach does not remedy such violation within forty-five (45) days after being served with a notice in writing. On any termination of this License Agreement, all distribution rights as well as all rights to use a co-brand or a white-lable software end upon terminsation of the license agreement. Within thirty (30) days from the date of termination of the License Agreement Licensee will return to Licensor or destroy (and confirm such destruction in writing to Licensor) the Software and all copies or partial copies thereof that have been made, as well as all modified parts of the Software or interfacing parts linking to other programs or data systems, and to the extent available, all security devices.

Import, Export and Use of the Software
Licensee shall be exclusively responsible for ensuring compliance with the relevant legislation relating to its rights to import, export or use the Software.

Governing Law and Place of Jurisdiction
This Agreement shall be governed by the laws of Germany, excluding all conflicts of laws principles and excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG). The ordinary courts at the headquarters of Global IP Telecommunications Ltd in Schoeffengrund, Germany shall have jurisdiction. Licensor shall, in its sole discretion, also have the right to invoke the courts of law having jurisdiction at the domicile or place of business of Licensee.

Global IP Telecommunications Ltd.
Am weißen Stein 22
DE - 35641 Schöffengrund
(Germany)

Created : Schoeffengrund, 17. May 2007
Changed : Schoeffengrund, 10. September 2008

EMERGENCY CALLS. YOU EXPRESSLY ACKNOWLEDGE THAT EMERGENCY CALLS ARE NOT INTENDED TO BE CARRIED/SUPPORTED BY THE SOFTWARE OR SERVICES AND THAT NEITHER THE LICENSOR NOR ANY OF ITS AFFILIATES, SUBSIDIARIES, PARENT COMPANIES, AGENTS, NETWORK SERVICE PROVIDERS, PARTNERS, OR EMPLOYEES ARE OR WILL BE LIABLE FOR SUCH CALLS.´

YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND IT AND THAT, BY USING THE SOFTWARE, WEB SITE OR ANY OTHER SERVICES OF THE LICENSOR, YOU AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.