1. License Grant. We grant you a revocable, limited, non-exclusive, nontransferable, royalty-free license to install and use copies of the Wi-Fi Location Search Software included in VZAccess Manager Software and associated media and printed materials, if any, and any online or electronic documentation relating thereto (collectively, the "Software"), solely for your use. All other rights are reserved to Verizon Wireless and its Licensors. You shall not rent, lease, sell, sublicense, assign, or otherwise transfer the Software. You shall not reverse engineer, decompile, or disassemble the Software in any way.

2. Disclaimer of Warranty. THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VERIZON WIRELESS FURTHER DISCLAIMS ALL WARRANTIES, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SOFTWARE REMAINS WITH YOU.

3. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL VERIZON WIRELESS (OR ITS AFFILIATES, DIRECTORS, OFFICERS, OWNERS, EMPLOYEES, OR AGENTS) BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF VERIZON WIRELESS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

4. Indemnification. You shall indemnify and hold Verizon Wireless (and its affiliates, directors, officers, owners, employees, or agents) harmless against, any losses, claims, damages, or expenses (including attorneys' fees) relating to or arising out of any violation of the terms of this Agreement by you or any person receiving the Software through or from you.

5. Termination. The license granted hereunder may be terminated at any time for any reason by Verizon Wireless. The license granted hereunder shall terminate automatically, without notice from Verizon Wireless, if you fail to comply with this License Agreement. Upon such termination: (a) Section 1 of this Agreement shall terminate (except to the extent cross references or definitions are necessary for an understanding of the surviving provisions); (b) the provisions of Sections 2 through 7 of this License Agreement shall survive in perpetuity; and (c) you shall immediately return or destroy or cause to be returned or destroyed (at Verizon Wireless' option) all copies of the Software including all copies made available by or through you.

6. U.S. Government Restricted Rights. The Software is provided with RESTRICTED RIGHTS. Use, duplication or disclosure by the Government is subject to restrictions set forth in subparagraphs (a) through (d) of the Commercial Computer Software--Restricted Rights at FAR 52.227-19 when applicable, or in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013, and in similar clauses in the NASA FAR supplement, as applicable. Manufacturer is Verizon, 5000 Britton Road, Hilliard, Ohio 43026.

7. Export Controls. You are responsible for complying with all trade regulations and laws both foreign and domestic. You acknowledge that none of the Software or underlying information or technology may be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) Afghanistan, Angola, Cuba, Iraq, Libya, Sudan, North Korea, Iran, and Syria or any other country subject to a U.S. embargo; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Denied Parties List or Entity List. By using the Software you are agreeing to the foregoing and are representing and warranting that (i) no U.S. federal agency has suspended, revoked, or denied you export privileges, (ii) you are not located in or under the control of a national or resident of any such country or on any such list, and (iii) you will not export or re-export the Software to any prohibited county, or to any prohibited person, entity, or end-user as specified by U.S. export controls.