GoPOP 1.0

MAXIMIZED SOFTWARE LICENSE AGREEMENT

REDISTRIBUTION NOT PERMITTED

1. GRANT FOR 30 DAY TRIAL VERSION. Maximized Software hereby

grants you a non-exclusive license to use this GoPOP software

("Software") free of charge for an evaluation period not to exceed 30

days, subject to the terms expressed in the rest of this agreement.

You are not entitled to hard-copy documentation, support or

MAXIMIZED SOFTWARE LICENSE AGREEMENT

REDISTRIBUTION NOT PERMITTED

1. GRANT FOR 30 DAY TRIAL VERSION. Maximized Software hereby

grants you a non-exclusive license to use this GoPOP software

("Software") free of charge for an evaluation period not to exceed 30

days, subject to the terms expressed in the rest of this agreement.

You are not entitled to hard-copy documentation, support or

telephone assistance. You are encouraged to evaluate the Software

in a non-production environment for up to 30 days to ensure your

satisfaction before purchasing a license for the Software.

2. GRANT FOR REGISTERED VERSION. Upon purchase of a license

for the Software, Maximized Software grants you a non-exclusive license

to use the Software indefinitely, subject to the terms expressed in the

rest of this agreement. Purchase of a license does not entitle you to

documentation, support, or telephone assistance.

3. DISCLAIMER OF WARRANTY. Maximized Software makes no

representations about the suitability of the this Software, or about

any content or information made accessible by the Software, for any

purpose. Software is provided on an "AS IS" basis, without warranty

of any kind, including without limitation the warranties of merchantability,

fitness for a particular purpose and non-infringement.

The entire risk as to the quality and performance of the Software is

borne by you. Should the Software prove defective, you and not Maximized

Software assume the entire cost of any service and repair. Maximized

Software shall not be held liable for any damages suffered by you,

whether incurred or projected. This disclaimer of warranty constitutes

an essential part of the agreement. SOME STATES DO NOT ALLOW

EXCLUSIONS OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY

NOT APPLY TO YOU AND YOU MAY HAVE OTHER LEGAL RIGHTS

THAT VARY FROM STATE TO STATE OR BY JURISDICTION.

4. SCOPE OF GRANT. Maximized Software grants you a non-exclusive

license to use the Software on one computer, subject to the terms

expressed in paragraphs 1 ("GRANT FOR 30 DAY TRIAL VERSION") and

2 ("GRANT FOR REGISTERED VERSION").

You may also make a copy of the Software for archival purposes, provided

any copy must contain all of the original Software's proprietary notices.

5. YOU MAY NOT: PERMIT USE OF THE SOFTWARE EXCEPT UNDER

THE TERMS LISTED ABOVE; MODIFY, TRANSLATE, REVERSE

ENGINEER, DECOMPILE, DISASSEMBLE (EXCEPT TO THE EXTENT

APPLICABLE LAWS SPECIFICALLY PROHIBIT SUCH RESTRICTION),

MONITOR, OR CREATE DERIVATIVE WORKS BASED ON THE

SOFTWARE; COPY THE SOFTWARE (EXCEPT AS SPECIFIED ABOVE);

RENT, LEASE, TRANSFER OR OTHERWISE TRANSFER RIGHTS TO

THE SOFTWARE; OR REMOVE OR MODIFY ANY PROPRIETARY

NOTICES OR LABELS IN OR ON THE SOFTWARE.

6. TITLE. Title, ownership rights, and intellectual property rights

in the Software shall remain in Maximized Software, its successors,

assigns, and/or its suppliers. The Software is protected by the

copyright laws and treaties.

7. TERMINATION. The license will terminate automatically if you fail

to comply with the limitations described herein. Furthermore, either

party may terminate the license at any point without written notice to

the other party. On termination, you must destroy all copies of the

Software and Documentation.

8. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES AND

UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE,

SHALL MAXIMIZED SOFTWARE OR ITS SUPPLIERS OR RESELLERS

BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT,

SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY

CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR

LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR

MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES

OR LOSSES. IN NO EVENT WILL MAXIMIZED SOFTWARE BE

LIABLE FOR ANY DAMAGES, EVEN IF MAXIMIZED SOFTWARE

SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH

DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. THIS

LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY

FOR DEATH OR PERSONAL INJURY TO THE EXTENT APPLICABLE

LAW PROHIBITS SUCH LIMITATION. FURTHERMORE, SOME

STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF

INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS

LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU.

9. MISCELLANEOUS. This Agreement represents the complete agreement

concerning this license and may be amended only by a writing executed

by both parties. If any provision of this Agreement is held to be

unenforceable, such provision shall be reformed only to the extent

necessary to make it enforceable. All other terms of this Agreement

will continue to be enforceable. This Agreement shall be governed by

California law (except for conflict of law provisions). The

application of the United Nations Convention of Contracts for the

International Sale of Goods is expressly excluded. If legal action is

required by either party, then both parties agree to be bound by

arbitration. The prevailing party in the arbitration will be entitled

to recover the attorney's fees that it has incurred from the

non-prevailing party.

U.S. Government Restricted Rights. Use, duplication or disclosure by

the Government is subject to restrictions set forth in subparagraphs

(a) through (d) of the Commercial Computer-Restricted Rights clause 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.

Contractor/manufacturer is Maximized Software, Inc., 85 Ashford Avenue,

Mill Valley, CA 94941.

MaxCharge and Maximized Software are trademarks of Maximized

Software, Inc. Copyright 2001-2002 Maximized Software. All rights

reserved.