END-USER LICENSE AGREEMENT FOR PROPHOTO

NOTICE TO USER:

PLEASE READ THE TERMS AND CONDITIONS OF THIS END-USER LICENSE AGREEMENT 
CAREFULLY BEFORE CONTINUING WITH INSTALLATION OF PROPHOTO.  BY CLICKING 
ON THE “ACCEPT” BUTTON, OPENING THE ZIP FILE, COPYING, INSTALLING OR USING 
ANY PORTION OF PROPHOTO, YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS 
AGREEMENT.  THIS AGREEMENT IS ENFORCEABLE AGAINST YOU AND ANY LEGAL ENTITY 
THAT OBTAINED PROPHOTO ON WHOSE BEHALF IT WAS USED.  IF YOU DO NOT AGREE 
TO THE TERMS OF THIS AGREEMENT, DO NOT USE PROPHOTO.

This End-User License Agreement (the "EULA") is a legal agreement between 
you (either an individual or an entity) and NetRivet, Inc. ("NetRivet") for 
ProPhoto which includes associated software components, media, printed 
materials, and "online" or electronic documentation (collectively referred 
to as "ProPhoto"). 

1. GRANT OF LICENSE.

NetRivet, Inc. grants you a non-exclusive license to download, install, 
and use ProPhoto consistent with the express terms and conditions of the 
EULA.  This includes the right to install and use two copies of ProPhoto 
and to make a reasonable number of copies of ProPhoto for backup and 
archival purposes.

2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS.

(a) Support Services.  NetRivet may provide you with support services 
related to ProPhoto (collectively referred to as "Support Services"). Any 
supplemental software code provided to you as part of the Support Services 
shall be considered part of ProPhoto and subject to the terms and conditions 
of this EULA.

(b) Footer credit links.  Except as otherwise provided, you shall not remove 
or alter any footer credit links on your installation or use of ProPhoto.  
Removal or altering of the footer credit links will void all customer support, 
future upgrades, and may constitute a material breach of this EULA.  
Notwithstanding, if you have purchased the non-branded version of ProPhoto, 
you may remove or alter the footer credit links.

(c) Unauthorized Use.  You shall not modify, copy, duplicate, make derivative 
works, distribute, sell, rent, lease, lend, assign, convey, license, or 
sublicense ProPhoto or any of its individual files or authorize any portion of 
ProPhoto to be copied onto another individual or entity computer except as is 
expressly permitted under this EULA.

(d) Prohibition on Reverse Engineering, Decompilation, and Disassembly. You 
shall not reverse engineer, decompile, or disassemble ProPhoto, except and only 
to the extent that such activity is expressly permitted by tutorials and 
documentation for ProPhoto as found on the website: http://www.prophotoblogs.com/ 

(e) Compliance with Applicable Laws.  You agree to comply with all applicable 
laws regarding use of ProPhoto.

3.  OTHER LICENSING RIGHTS.

The parties acknowledge that some aspects of source code that is licensed under 
the GNU General Public License, Version 2 (the "GPL") has been incorporated into 
files that are part of ProPhoto.  You acknowledge that NetRivet has complied in 
all respects with the terms and conditions of the GPL, including but not limited 
to providing you with machine/readable source code of ProPhoto.  As a condition 
of your acceptance of the EULA, you further acknowledge: ProPhoto is a separate 
and independent work from any program governed by the GPL; NetRivet has a 
copyrightable interest in ProPhoto; it is not a derivative work of any program or 
work under the GPL; and ProPhoto is not otherwise subject to the terms and 
conditions of the GPL.

4. TERMINATION.

NetRivet may terminate this EULA at its sole discretion if you fail to comply with 
the terms and conditions of this EULA. In such event, you must destroy all copies 
of ProPhoto in your possession.

5.  INTELLECTUAL PROPERTY.	

All title, including but not limited to copyrights, in and to ProPhoto and any 
copies thereof are owned by NetRivet. All title and intellectual property rights 
in and to the content which may be accessed through use of ProPhoto is the 
property of the respective content owner and may be protected by applicable 
copyright or other intellectual property laws and treaties. Except as otherwise 
provided, this EULA grants you no rights to use such content. All rights not 
expressly granted are reserved by NetRivet, Inc.

6. NO WARRANTIES.

NETRIVET EXPRESSLY DISCLAIMS ANY WARRANTIES FOR PROPHOTO. PROPHOTO IS PROVIDED 
AS IS, WITHOUT FAULTS OF ANY KIND, WITHOUT ANY EXPRESS OR IMPLIED WARRANTY THAT 
EXIST BY STATUTE, COMMON LAW, CUSTOM, USAGE, OR OTHERWISE AS TO ANY MATTER, 
INCLUDING, BUT NOT LIMITED TO PERFORMANCE, SECURITY, NON-INFRINGMENT OR THIRD 
PARTY RIGHTS, INTEGRAION, MERCHANTIBILITY, QUIET ENJOYMENT, SATISFACTORY QUALITY 
OR FITNESS OR A PARTICULAR PURPOSE. NETRIVET DOES NOT WARRANT OR ASSUME 
RESPONSIBILITY FOR THE ACCURACY OR COMPLETENESS OF ANY INFORMATION, TEXT, GRAPHICS, 
LINKS OR OTHER ITEMS CONTAINED WITHIN PROPHOTO. NETRIVET, INC. FURTHER EXPRESSLY 
DISCLAIMS ANY WARRANTY OR REPRESENTATION TO YOU OR TO ANY THIRD PARTY.  THE 
PROVISIONS OF THIS PARAGRAPH WILL SURVIVE THE TERMINATION OF THE EULA, BUT THIS 
WILL NOT IMPLY OR CREATE ANY CONTINUED RIGHT TO USE PROPHOTO AFTER TERMINATION 
OF THE EULA.

7. LIMITATION OF LIABILITY.

IN NO EVENT SHALL NETRIVET BE LIABLE FOR ANY LOSS, CLAIM, DAMAGES, OR COST 
(INCLUDING, WITHOUT LIMITATION, LOST PROFITS, BUSINESS INTERRUPTION, CONSEQUENTIAL, 
INDIRECT, OR INCIDENTAL DAMAGES, OR LOST INFORMATION) ARISING OUT OR RELATED TO OF 
THE USE OF OR INABILITY TO USE PROPHOTO, EVEN IF NETRIVET HAS BEEN ADVISED OF THE 
POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL NETRIVET BE LIABLE FOR LOSS OF DATA 
OR FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL (INCLUDING LOST PROFIT), OR 
OTHER DAMAGES BASED IN CONTRACT, TORT OR OTHERWISE. NETRIVET SHALL HAVE NO LIABILITY 
WITH RESPECT TO THE CONTENT OF PROPHOTO OR ANY PART THEREOF, INCLUDING BUT NOT 
LIMITED TO ERRORS OR OMISSIONS CONTAINED THEREIN, LIBEL, INFRINGEMENTS OF RIGHTS OF 
PUBLICITY, PRIVACY, TRADEMARK RIGHTS, BUSINESS INTERRUPTION, PERSONAL INJURY, LOSS 
OF PRIVACY, MORAL RIGHTS OR THE DISCLOSURE OF CONFIDENTIAL INFORMATION.  THE FOREGOING 
EXCLUSIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW IN YOUR JURISDICTION.  
NETRIVET'S AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THE EULA WILL BE LIMITED TO 
THE AMOUNT PAID FOR PROPHOTO, IF ANY.  THIS LIMITATION WILL APPLY EVEN IN THE EVENT OF 
A FUNDAMENTAL OR MATERIAL BREACH OF THIS EULA.

8.  INDEMNIFICATION.  

You agree to indemnify, hold harmless and defend NetRivet, Inc., its shareholders, 
directors, officers, employees, and agents from and against any loss, damage, claims 
or lawsuits, including reasonable attorneys fees and costs that arise or result from 
the use of ProPhoto.

9.  MISCELLANEOUS.

The EULA represents the entire agreement between the parties and it supersedes any 
prior or contemporaneous representation, proposal, understanding, or agreement.  This 
EULA is governed by and construed in accordance with the substantive law in force in 
the State of Michigan regardless of where ProPhoto  is purchased, downloaded, or 
installed.  In resolving any dispute relating or arising out of this EULA, you consent 
to exclusive jurisdiction in the Federal Court for the Western District of Michigan.  
This EULA will not be governed by the conflict of law rules of any jurisdiction in the 
United Nation Convention on Contracts for the International Sale of Goods, the application 
of which is expressly excluded.  If any part of this EULA is found void and unenforceable, 
it will not affect the validity of the balance of this Agreement which will remain 
valid and enforceable according to its terms and conditions.  This EULA may only be 
modified in a writing signed by an authorized officer of NetRivet.  You agree that 
ProPhoto will not be shipped, transferred or exported into another country or used in 
any manner prohibited by the United States Export Administration Act or any other 
export laws, restrictions or regulations (collectively the "Export Laws").  In addition, 
if ProPhoto is identified as an export controlled item under the Export Laws, you 
represent and warrant that you are not a citizen of, or located within, any embargoed 
or otherwise restricted nation and that you are not otherwise prohibited under the 
Export Laws from receiving ProPhoto .  All rights to use ProPhoto are granted on 
condition that such rights are forfeited if you fail to comply with the terms of 
this EULA.