INLIGHTEN, INC. (inLighten)
Special Terms: Digital Signage and Environment Audio

In addition to the General Terms and Conditions that apply to all Orders of inLighten Products (Products) and inLighten Services (Services), the following Product/Service specific additional terms shall also apply. YOU AGREE THAT THESE ADDITIONAL TERMS ARE ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU. IF YOU DO NOT AGREE, DO NOT PROCEED WITH THIS PURCHASE.

Payment Terms

For Digital Signage and Environment Audio Bundles provided via inLighten’s online Store, you will pay at the time the Order is placed for all Products and Services, including payment for the applicable Agreement term as selected by you (Term). Payment must be by credit card or other online payment vehicle as approved by inLighten at the time the Order is placed.

Renewal and Service Term Extension

This Agreement automatically renews for consecutive Term periods with no more than a three percent fee increase unless either party cancels by written notice to the other party at least 30 days prior to renewal date. Upon renewal, the latest credit card provided by you or other inLighten approved online payment vehicle will be billed for the renewal Term. If credit card/online billing fails or is unavailable, you will be invoiced for the renewal term plus expenses related to any failed credit card/online billing. If you are already receiving any Services at the time an Order is placed, the service term for any currently contracted Digital Signage and/or Environment Audio Unit locations and for any or your locations receiving any other Services are hereby extended by an additional three year term added to the latest of the existing term for those Unit and Services locations.

Warranty for Digital Signage/Environment Audio Units (Unit)

Provided a corresponding Network Hosting Service agreement for your Digital Signage/Environment Audio Unit (Unit) is active and your payments thereunder are current, if inLighten determines in its sole discretion that for reasons attributable to inLighten, the Unit is unable to receive and play content as required by inLighten for use on its network, inLighten will repair or replace the Unit at its sole option and discretion. All Warranty terms, requirements and limitations as contained in the General Terms and Conditions shall apply to this Warranty.

Restrictions on Use

You agree that all content provided by inLighten with Products and Services are provided for electronic display via an active inLighten player device/Unit (e.g. Apollo, Argo, iAudio, iBox, iView, iTouch, etc.) only and may not be duplicated, reproduced in any other media and/or distributed via any other method. InLighten agrees that any proprietary graphics, audio and/or video content (“Proprietary Media”) in its original form as provided by you shall remain your sole property. You expressly reserve all rights to freely exploit your said Proprietary Media without any obligation to inLighten. However, inLighten’s modification of your Proprietary Media shall remain inLighten’s property but shall create no right, title or interest for inLighten in or to any of your said Proprietary Media.

inLighten grants you the non-exclusive, non-transferable permission, authorizing you to receive and display Services unchanged in a single facility for a single entity per Unit. inLighten Services, including without limitation any content cannot be rebroadcast to additional facilities, to more than one business within a facility, to the community outside the single facility (or the single entity within the single facility) or otherwise. You may not publish, modify, reverse engineer, misuse or disassemble any Products or Services, nor resell, lease, lend or license any Products or Services to any other person or entity or otherwise use Products or Services to compete in any way with inLighten. In addition to the foregoing, you agree that you will not permit any third party to use, examine, study, preview, photograph or record in any way any of inLighten’s (or it’s affiliates’) software, hardware, and/or supporting materials and documentation.

Installation

If installation services are purchased, the following additional understandings and terms apply: (a) You will provide labeled wiring ready for connection, LAN/internet connection within 15' of Unit; any required permits, instruction for placement of Units, displays and other items, all at least four weeks before installation; (b) 50' maximum cable length, drop ceiling of 10' max. height & 14' max. to roof, hollow sheetrock walls, Unit installation space clear; (c) inLighten does not service third-party systems; (d) Compatibility of items you provide items with inLighten products is your responsibility including costs to replace non-compatible items at time of installation; (e) inLighten provides ninety (90) day warranty on installation labor; (f) You will rely solely on manufacturer's warranties with respect to all third-party equipment; (g) The installation may be voided, if in inLighten’s sole discretion, the work area is hazardous; (h) At time of implementation, if installation presents unusual conditions, inLighten may request a change order; (j) Unless otherwise stated herein, you will pay additional charges related to the following items: Requests for specific equipment brands, ceiling mounts, connection to third-party systems (phone, RTS, etc.), replacement of defective products you provide, Service calls after the 90 day installation warranty and third-party equipment in and out of warranty, additional work/materials provided by inLighten that may be required or requested by you, your delays or changes that result in additional labor costs.

Disclaimers and Limitations

UNLESS OTHERWISE SPECIFICALLY PROVIDED FOR IN THIS AGREEMENT, INLIGHTEN PROVIDES ALL PRODUCTS AND SERVICES “AS IS” AND DISCLAIMS ALL WARRANTIES OR CONDITIONS, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OR CURRENCY OF ALL INFORMATION AND CONTENT, ABSENCE OF VIRUSES AND DAMAGING OR DISABLING CODE AND/OR NON-INFRINGEMENT, AS WELL AS WARRANTIES ARISING FROM COURSE OF DEALING OR PERFORMANCE. IF THIS EXCLUSION IS HELD UNENFORCEABLE, THEN ALL EXPRESS AND IMPLIED WARRANTIES SHALL BE LIMITED IN DURATION TO A PERIOD OF THIRTY (30) DAYS AFTER THE EFFECTIVE DATE AND NO WARRANTIES SHALL APPLY AFTER THAT PERIOD.

REGARDLESS OF THE BASIS ON WHICH YOU OR ANY THIRD PARTY MAY BE ENTITLED TO RECOVER DAMAGES FROM INLIGHTEN OR ANY OF ITS SUPPLIERS (INCLUDING WITHOUT LIMITATION: BREACH OF WARRANTY, CONTRACT OR DUTY; FRAUD, NEGLIGENCE, MISREPRESENTATION OR OTHER TORT; OR ANY CLAIM OF INDEMNITY), INLIGHTEN’S AND ITS SUPPLIERS’ AGGREGATE LIABILITY UNDER THIS AGREEMENT OR IN ANY WAY IN CONNECTION WITH INLIGHTEN PRODUCTS, INLIGHTEN SERVICES (INCLUDING WITHOUT LIMITATION ANY CONTENT OR INFORMATION) OR THE USE THEREOF, IS LIMITED TO ACTUAL DIRECT DAMAGES THAT CAN BE PROVEN UP TO AN AMOUNT NOT TO EXCEED FIVE HUNDRED DOLLARS, FURTHERMORE, THE PARTY SUFFERING SUCH DAMAGES OR LOSSES MUST FIRST EXHAUST ANY AVAILABLE LEGAL AND EQUITABLE REMEDIES AGAINST PARTIES OTHER THAN INLIGHTEN AND/OR ITS SUPPLIERS. INLIGHTEN AND ITS SUPPLIERS SHALL NOT IN ANY EVENT BE LIABLE TO CLIENT OR ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION LOST PROFITS, SAVINGS, REVENUES, BUSINESS OPPORTUNITIES OR BUSINESS ADVANTAGES), OR ANY OTHER DAMAGE UNDER THIS AGREEMENT OR IN ANY WAY IN CONNECTION WITH ANY INFORMATION, CONTENT, PRODUCTS, SERVICES OR THE USE THEREOF, OR FOR ANY OTHER REASON WHATSOEVER, EVEN IF INLIGHTEN AND/OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ANY CAUSE OF ACTION OR CLAIM CLIENT MAY HAVE AGAINST INLIGHTEN OR ANY OF ITS SUPPLIERS UNDER THIS AGREEMENT, OR OTHERWISE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CLAIM OR CAUSE OF ACTION ARISES. inLighten is acting on behalf of its suppliers for the purpose of disclaiming, excluding and/or limiting obligations, warranties and liability as provided in this Agreement, but in no other respects and for no other purpose.

Force Majeure and Risk of Loss

Delays may occur due to matters beyond inLighten’s reasonable control, such as weather or other acts of God, material and labor shortages, changes ordered by you, delays by shippers and suppliers, vandalism, casualty losses and other factors beyond inLighten’s reasonable control. inLighten shall not be liable for any claim or expense due to delay. All products are shipped F.O.B. inLighten’s facility and as a result, risk of loss shall pass to you on delivery of the product to a carrier for shipment.

Indemnification

You shall indemnify and defend inLighten against any suits, actions, challenges, claims, or any demands made by third parties against inLighten for infringement of copyright or intellectual property rights based upon any unauthorized use or misuse of Product or Service (including but not limited to any, software, hardware, documentation, other materials, content or information connected to the use of such Product or Service) by you or by any third party due to your negligence or misconduct. inLighten shall have the option in its sole discretion to maintain the defense of such suits, actions, challenges, claims and/or demands at your reasonable expense and you shall cooperate with such defense.

Additional Terms

You can use the number of Units ordered as part of the applicable Digital Signage and/or Environment Audio bundle only on inLighten’s hosted iNET Network. You will receive one web-based Manager interface account with your first Unit. You will provide and be responsible for all costs associated with maintaining proper internet and electric service as needed for each Unit/display/audio device. Media hosting of up to 5 gigabytes is standard. Within 15 days after Agreement termination, expiration, or cancellation, you will return inLighten service equipment and materials and inLighten will have a Unit buy-back option at then current inLighten rates. inLighten may suspend your use of Products and/or Services and/or terminate its Agreement(s) with you without notice for your breach of any terms or conditions applicable to you, or for any non-payment. Upon termination, expiration or cancellation of this Agreement inLighten shall have the right, but not the obligation to remove or disable any or all software provided by inLighten and its suppliers, all without liability of any nature. Furthermore, upon such termination or cancellation of this Agreement, you shall immediately cease all use of all Products (other than hardware you have purchased) and Services. All of your payment obligations as well as the rights and obligations of the Parties contained in the following Sections shall survive any termination, expiration or cancellation of this Agreement: Restrictions on Use, Disclaimers and Limitations, Indemnification, Notices and Other Communications, Further Terms and Additional Terms. Activation of Services is the Agreement Start Date for purposes of establishing the Term of this Agreement.

Your use of any inLighten’s software provided as part of the Products and/or Services you have ordered, is also subject of the Special Terms: Software that are part of this Agreement. Please review said Software terms by clicking the above link. In the event of any conflict between the provisions of these Special Terms: Digital Signage and Environmental Audio and the Special Terms: Software, these Special Terms: Digital Signage and Environmental Audio shall take precedence and supercede the Special Terms: Software, but only to the extent necessary to resolve the conflict.

Although inLighten has attempted to provide accurate information on the website, inLighten assumes no responsibility for the accuracy of the information. inLighten may change the Products mentioned at any time without notice. In the event that a Product is mistakenly listed at an incorrect price or incorrect terms/conditions, inLighten reserves the right to refuse or cancel any orders placed for any Product listed at the incorrect price or incorrect terms/conditions. inLighten reserves the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is cancelled, inLighten may issue a credit to your credit card account in the amount of the incorrect price.

You agree that inLighten, at its sole discretion, may suspend or terminate your password, account (or any part thereof), access to or use of the website, and remove and discard any content connected with your use of the website, for any or no reason at any time and without prior notice to you. inLighten shall not be liable to you or any third-party for any such suspension or termination. You also agree that inLighten does not have any obligation to perform suspension or termination of your account, even if such suspension or termination request is submitted by you or by any third-party on your behalf by means of telephone, fax, voice message, regular or electronic mail or otherwise.

All Orders are Final

All Orders for Digital Signage and Environmental Audio Bundles are final and cannot be cancelled or returned. Orders cannot be changed unless the change is agreed to by an authorized inLighten representative in writing prior to shipment and changes are subject to any additional terms, charges and fees or store credits as determined by inLighten in its discretion.

Privacy

“Customer Information” is any information that can be used to identify an individual, and may include, but is not limited to, name, email address, postal or other physical address, telephone number, credit or debit card number, title, occupation, and other information required to provide a product or service, or carry out a transaction that you have requested. On inLighten’s website, inLighten and/or its service providers (“Providers”) may collect Customer Information about you. inLighten endeavors in good faith to protect any confidential Customer Information it actually collects from you and will endeavor in good faith to take precautions to protect such confidential Customer Information it collects about you from our loss, misuse, or from unauthorized access, disclosure, use, alteration or destruction. However, inLighten will have no liability to you or any third party provided it has endeavored in good faith to take such precautions. Furthermore, inLighten does not control the conduct and policies of Providers and is not responsible for their conduct or policies relative to the information they receive. In addition, no method of transmission over the Internet, or method of electronic storage is 100% secure. Therefore, inLighten is not responsible for the security, or lack thereof, of the Customer Information you share. In addition, inLighten’s website may provide links to other third-party websites which are outside our control and not covered by our privacy policies. inLighten does not control the conduct and policies of such third party websites and is not responsible for the conduct or policies relative to such websites.

INLIGHTEN, INC. (inLighten)
Special Terms: Software

In addition to the General Terms and Conditions that apply to all Orders of inLighten Products (Products) and inLighten Services (Services), the following Product/Service specific additional terms shall also apply. YOU AGREE THAT THESE ADDITIONAL TERMS ARE ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU. IF YOU DO NOT AGREE, DO NOT PROCEED WITH THIS PURCHASE.

Definitions

"Software" means (a) all of the contents of the files, disk(s), CD-ROM(s) or other media with which this Agreement is provided; or which is received by you electronically through any online or other transaction with inLighten; or which is provided as part of any product or service connected with the use of the Software; the foregoing shall include, without limitation, (i) all inLighten or third party computer information or software (programs, programming languages, and data that direct computer system operations); (ii) related explanatory written materials or files ("Documentation"); and (b) upgrades, modified versions, updates, additions, and copies of the Software, if any, licensed to you by inLighten (collectively, "Updates"). "Use" or "Using" means to access, install, download, copy or otherwise benefit from using the functionality of the Software in accordance with the Documentation or otherwise. "Permitted Number” means one (1) unless otherwise indicated under a valid license (e.g. volume license) granted by inLighten. "Computer" means an electronic device that accepts information in digital or similar form and manipulates it for a specific result based on a sequence of instructions. "inLighten" means inLighten Incorporated, a New York corporation, having its offices at 9645 Wehrle Drive, Clarence, New York 14031. “Party” means inLighten or you. “Representative” means an employee, officer, director, or agent of a Party. This Agreement is also referred to in these Special Terms as the “End User License Agreement”

Software License

In consideration for payment of any applicable fees, and as long as you comply with the terms of this End User License Agreement, inLighten grants to you only a personal, non-exclusive, non-transferable license to Use the Software in object code form only, solely for your internal personal or business purposes on your owned or leased Computer for the purposes and subject to the limitations all described herein and in the Documentation. Some third party materials included in the Software may be subject to other terms and conditions, which are typically found in the “About Box". Your use of the Software is subject to all such third party terms and conditions. This License does not constitute a sale of the Software or any Product or Service. inLighten retains ownership of the Software.

1. Use For Free Standing Applications. If your Order is for a free standing use of the Software that is not linked to another Product or Service, then you may install and Use a copy of the Software on one Computer unless you are otherwise permitted pursuant to another written agreement executed by yourself and inLighten; or, in the alternative you may pursue a Server Use as provided in 2 below.

2. Server Use. You may install one copy of the Software on your computer file server or on a computer file server within your internal network but only based upon a use plan approved in advance in writing by an authorized inLighten representative and only for use by the Permitted Number of Computers. Except as expressly permitted in writing by an authorized inLighten representative, no other network use is permitted, including but not limited to, using the Software either directly or indirectly (a) through commands, data or instructions from or to a computer that is not part of your internal network, or (b) via the internet or any web hosting services or (c) otherwise by any person, entity or user who is not licensed to use a copy of the Software through a valid license from inLighten.

3. Embedded Use via inLighten Products and/or inLighten Services. If the Software is being provided in connection with another Product or Service that you have ordered, then you may use the Software only with the Product on which it is installed, or as part of the Service that is provided to you. Your use of the Software is further subject to all terms and conditions related to the applicable Product and/or Service as provided by separate agreement between you and inLighten. Upon termination or expiration of such agreement, your right to use the Software will also end.

Payment Terms

For Free Standing Applications and Server Use provided via inLighten’s online Store, you will pay at the time the Order is placed for all Software, including payment for the applicable Agreement term as selected by you (Term). Payment must be by credit card or other online payment vehicle as approved by inLighten at the time the Order is placed. For Free Standing Applications and Server Use ordered by you off line you must agree to a written Order containing a Term and payment terms prior to shipment of the Software. For Embedded Use, the Term and payment terms are addressed in the applicable Product and/or Service terms.

Renewal and Service Term Extension

For Free Standing Applications and Server Use, this Agreement automatically renews for consecutive Term periods with no more than a three percent fee increase unless either party cancels by written notice to the other party at least 30 days prior to the renewal date. Upon renewal, the latest credit card provided by you or other inLighten approved online payment vehicle will be billed for the renewal Term. If credit card/online billing is unavailable or fails, you will be invoiced for the renewal term plus expenses related to failed credit card/online billing. If you are already receiving any Services at the time an Order is placed, the service term for any of your currently contracted locations receiving Services are hereby extended by an additional three year term added to the latest of the existing term for those Services locations. For Embedded Use, term renewal and extension are addressed in the applicable Product and/or Service terms.

Intellectual Property Rights

The Software, all enhanced versions of the Software and its structure, organization, and software code, all text, images, designs, scripts, copy, sounds, etc. produced by or in connection with the Software, all accompanying printed and other materials related to the Software, in whatever form, the Documentation, all copyrights, patents, trademarks and service marks, as well as all copies of any of the foregoing and all other intellectual property connected therewith are the confidential and valuable trade secrets and intellectual property owned solely by inLighten or its suppliers. The Software is protected by the United States Copyright Law and International Treaty provisions and by other laws, rules, and regulations. You may not alter, modify, adapt, translate, reverse engineer, reverse compile, disassemble, or create derivative works from, the Software or otherwise seek to reveal the programming information contained in the Software. Any information supplied by inLighten or obtained by you, as permitted hereunder, may only be used by you for the purpose described in this Agreement and may not be disclosed to any third party or used to create any software or other item which is substantially similar to the expression of the Software, or to compete with inLighten. You will refrain from studying or evaluating the Software’s functionality, design, features, layout or user interface for purposes of obtaining information, which would assist in the development of a product, which would benefit therefrom. You are required to take adequate steps to protect the Software from unauthorized disclosure or use. You may not use any service mark or trademark of inLighten’s, or of its suppliers or other vendors without express prior written permission. In the event such permission is granted, trademarks shall be used in accordance with accepted trademark practice, including identification of trademarks owners' names and only to identify printed output produced by the Software. Any such use of any trademark does not give you any rights of ownership in that trademark. Further, you may not remove or obliterate any copyright, trademark or other proprietary rights notice for the Software or other material provided with the Software. inLighten reserves the exclusive right to display inLighten’s and /or inLighten’s suppliers’ and other vendors’ copyright and/or other identifying, promotional and legal notices, all as may be determined in inLighten’s sole discretion. The Parties agree to reproduce copyright legends, which may appear on any portion of the materials that may be owned by each Party or third parties. This Agreement does not grant you any intellectual property rights in the Software.

Restrictions on Use

You agree that all content provided by inLighten with Products and Services are provided for electronic display via an active inLighten player device/Unit (e.g. Apollo, Argo, iAudio, iBox, iView, iTouch, etc.) only and may not be duplicated, reproduced in any other media and/or distributed via any other method. InLighten agrees that any proprietary graphics, audio and/or video content (“Proprietary Media”) in its original form as provided by you shall remain your sole property. You expressly reserve all rights to freely exploit your said Proprietary Media without any obligation to inLighten. However, inLighten’s modification of your Proprietary Media shall remain inLighten’s property but shall create no right, title or interest for inLighten in or to any of your said Proprietary Media.

You will use the Software and any other products delivered in connection therewith, only as they are delivered, only for their designed dedicated functions, only as provided in this Agreement and only as provided in the Documentation relative to the Software. You will not (a) add additional software to any inLighten system or any Product or Service, (b) alter any inLighten system configuration, (c) service or repair the Software or any Product without prior written approval from inLighten, (d) supplement or modify any Product, Service, data or content without inLighten’s prior written authorization. If you have received a separate written agreement, which includes permission to use a Product or Service (e.g. Manager, Studio, Director, Apollo, etc.) your permission relative to that specific Product or Service is intended to represent such authorization, but only as expressly permitted therein, (e) copy, duplicate, reproduce, rebroadcast, resell, rent, lease, sublicense or lend the Software or any Product, Service or component thereof for any purpose including use on more than the Permitted Number of Computers, (f) operate a business similar to inLighten’s or (g) use the Software or any Product or Service in a manner which would directly or indirectly compete with inLighten’s business or otherwise use the same to service any third party unless otherwise authorized in writing by inLighten’s authorized representative via separate agreement. In addition to the foregoing, you agree that you will not permit any third party to use, examine, study, preview, photograph or record in any way any of inLighten’s (or it’s affiliates’) software, hardware, and/or supporting materials and documentation. In addition to any other remedy inLighten may have, violation of these restrictions will void all warranties for your Products and Services with repairs and servicing related to the violation billed to you at inLighten’s then standard rates.

Software Warranty

For 90 days after the Software is sent to you, either electronically or via shipment, inLighten will repair or replace at its sole option, the Software, provided inLighten in its sole discretion determines that the Software is defective for reasons attributable to inLighten and as a result fails to perform the core functions that inLighten has established for the Software in the Documentation. All Warranty terms, requirements and limitations as contained in the General Terms shall apply to this Warranty.

Compound Platforms/Languages/Media; Updates

If the Software supports multiple platforms or languages, if you receive the Software on multiple media, if you otherwise receive multiple copies of the Software, or if you received the Software bundled with other software, the total number of your Computers on which all versions of the Software are installed may not exceed the Permitted Number. You may not rent, lease, sublicense, lend or transfer any versions or copies of such Software that you do not Use. If the Software is an Update to a previous version of the Software, you must possess a valid license to such previous version in order to Use the Update. You may continue to Use the previous version of the Software on your Computer after you receive the Update to assist you in the transition to the Update, provided that: the Update and the previous version are installed on the same Computer; the previous version or copies thereof are not transferred to another party or Computer unless all copies of the Update are also transferred to such party or Computer without the written consent of an authorized inLighten representative; and you acknowledge that any obligation inLighten may have to support the previous version of the Software may be ended upon availability of the Update.

Warranty Disclaimers

UNLESS OTHERWISE SPECIFICALLY PROVIDED FOR IN THIS AGREEMENT, INLIGHTEN PROVIDES ALL PRODUCTS AND SERVICES “AS IS” AND DISCLAIMS ALL WARRANTIES OR CONDITIONS, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OR CURRENCY OF ALL INFORMATION AND CONTENT, ABSENCE OF VIRUSES AND DAMAGING OR DISABLING CODE AND/OR NON-INFRINGEMENT, AS WELL AS WARRANTIES ARISING FROM COURSE OF DEALING OR PERFORMANCE. INLIGHTEN AND ITS SUPPLIERS DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE SOFTWARE. IF THIS EXCLUSION IS HELD UNENFORCEABLE, THEN ALL EXPRESS AND IMPLIED WARRANTIES SHALL BE LIMITED IN DURATION TO A PERIOD OF THIRTY (30) DAYS AFTER THE EFFECTIVE DATE AND NO WARRANTIES SHALL APPLY AFTER THAT PERIOD. Without limiting the generality of the foregoing, inLighten and its suppliers shall have no obligation or other liability with respect to any error or defect in the Software or any inLighten product that is caused, in whole or in part, by (i) unauthorized use of, or access or modifications to the Software or product made by any person other than inLighten; (ii) use of the Software or product other than as described in the Documentation that is furnished with the Software and/or product; (iii) hardware, software or other products not provided or manufactured by inLighten, including but not limited to, computers, printers, plasma displays, televisions, monitors and mounting display hardware. Such non-inLighten equipment may be covered by separate manufacturers’ warranties and it shall be your sole responsibility to interface directly with those manufacturers regarding all warranty issues. In this regard, you acknowledge that inLighten does not represent that the Software will function on your hardware platform, including but not limited to your hardware, your network, and/or with the hardware configuration and/or network set-up that you provide and that you are solely responsible for taking the necessary steps and making the necessary adjustments to your platform to permit the Software to function properly. Any assistance inLighten may offer in this regard shall be deemed voluntary and shall not create any obligation by inLighten. You further acknowledge you are solely responsible for providing internet access that permits the Software to function as designed by inLighten: (iv) the negligence, misuse or improper use of the Software and/or any Product or Service by you or any third party; or (v) acts of God and/or accidents, including but not limited to, telephone company failures, power surges, voltage irregularities, abnormal environmental conditions, theft, unexplained loss, vandalism, natural disaster, lightening, civil disturbances, fire, water damage, cleaning fluid damage or dust damage; (vi) other causes or reasons beyond inLighten’s control. In the event of manufacturer defects and/or recalls your remedy is limited to the remedy provided by the manufacturer.

Limitation of Liability

inLighten’s and its suppliers’ entire liability and your exclusive remedy, for any breach of a representation or warranty under this Agreement shall be, at inLighten’s sole election, (a) the replacement of any defective component, or (b) the termination (at inLighten’s sole option) of this Agreement, with a refund of any fees associated with undelivered Software, all including but not limited to updates or upgrades to which you would otherwise have been entitled.

REGARDLESS OF THE BASIS ON WHICH YOU OR ANY THIRD PARTY MAY BE ENTITLED TO RECOVER DAMAGES FROM INLIGHTEN OR ANY OF ITS SUPPLIERS (INCLUDING WITHOUT LIMITATION: BREACH OF WARRANTY, CONTRACT OR DUTY; FRAUD, NEGLIGENCE, MISREPRESENTATION OR OTHER TORT; OR ANY CLAIM OF INDEMNITY), INLIGHTEN’S AND ITS SUPPLIERS’ AGGREGATE LIABILITY UNDER THIS AGREEMENT OR IN ANY WAY IN CONNECTION WITH THE SOFTWARE, OTHER INLIGHTEN PRODUCTS, INLIGHTEN SERVICES (INCLUDING WITHOUT LIMITATION ANY CONTENT OR INFORMATION) OR THE USE THEREOF, IS LIMITED TO ACTUAL DIRECT DAMAGES THAT CAN BE PROVEN UP TO AN AMOUNT NOT TO EXCEED FIVE HUNDRED DOLLARS (U.S. $500), FURTHERMORE, THE PARTY SUFFERING SUCH DAMAGES OR LOSSES MUST FIRST EXHAUST ANY AVAILABLE, LEGAL AND EQUITABLE REMEDIES AGAINST PARTIES OTHER THAN INLIGHTEN AND/OR ITS SUPPLIERS. INLIGHTEN AND ITS SUPPLIERS SHALL NOT IN ANY EVENT BE LIABLE TO YOU OR ANY THIRD PARTY (INCLUDING YOUR CUSTOMERS) FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION LOST PROFITS, SAVINGS, REVENUES, BUSINESS OPPORTUNITIES OR BUSINESS ADVANTAGES), OR ANY OTHER DAMAGE UNDER THIS AGREEMENT OR IN ANY WAY IN CONNECTION WITH ANY INFORMATION, CONTENT, INLIGHTEN PRODUCTS, INLIGHTEN SERVICES OR THE USE THEREOF, OR FOR ANY OTHER REASON WHATSOEVER, EVEN IF INLIGHTEN AND/OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE AGAINST INLIGHTEN AND/OR ITS SUPPLIERS UNDER THIS AGREEMENT OR OTHERWISE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CLAIM OR CAUSE OF ACTION ARISES. inLighten is acting on behalf of its suppliers for the purpose of disclaiming, excluding and/or limiting obligations, warranties and liability as provided in this Agreement, but in no other respects and for no other purpose.

Force Majeure and Risk of Loss

Delays may occur due to matters beyond inLighten’s reasonable control, such as weather or other acts of God, material and labor shortages, changes ordered by you, delays by shippers and suppliers, vandalism, casualty losses and other factors beyond inLighten’s reasonable control. inLighten shall not be liable for any claim or expense due to delay. All products are shipped F.O.B. inLighten’s facility and as a result, risk of loss shall pass to you on delivery of the product to a carrier for shipment.

Indemnification

You shall indemnify and defend inLighten against any suits, actions, challenges, claims, or any demands made by third parties against inLighten for infringement of copyright or intellectual property rights based upon any unauthorized use or misuse of the Software or any other Product or Service (including but not limited to any documentation, other materials, content or information connected to the use of such Software, Product or Service) by you or by any third party where the third party use or misuse is due to your negligence or misconduct. inLighten shall have the option in its sole discretion to maintain the defense of such suits, actions, challenges, claims and/or demands at your reasonable expense and you shall cooperate with such defense.

inLighten Product Options

If the Software, any other Product, any Service, or any portion thereof including, without limitation, software, information, content, system design, equipment or documentation, becomes, or in inLighten's reasonable opinion is likely to become, the subject of any claim, suit, or proceeding arising from or alleging infringement of, or in the event of any adjudication that such product infringes on, any trade secret, proprietary information, trademarks, copyright or patent rights of a third party, inLighten, at its own expense may take in its sole discretion and option one of the following actions: (a) secure for you the right to continue using the affected Software, Product, Service or portion; (b) replace or modify the affected Software, Product, Service or portion to make it non-infringing; or (c) cancel the Agreement and remit to you any prepaid fees for the Software not used at the date of cancellation without any further obligation to you.

Additional Terms

inLighten may suspend your use of Products and/or Services and/or terminate its Agreement(s) with you without notice for your breach of any terms or conditions applicable to you, or for any non-payment. Upon termination, expiration or cancellation of this Agreement inLighten shall have the right, but not the obligation, to remove or disable any or all software provided by inLighten and its suppliers, all without liability of any nature. Furthermore, upon such termination or cancellation of this Agreement, you shall immediately cease all use of the Software and all other Products (other than hardware you have purchased) and Services. All of your payment obligations as well as the rights and obligations of the Parties contained in the following Sections shall survive any termination, expiration or cancellation of this Agreement: Definitions, Intellectual Property Rights, Restrictions on Use, Warranty Disclaimer, Limitation of Liability, Indemnification, Confidentiality, Notices and Other Communications, Further Terms and Additional Terms.

Although inLighten has attempted to provide accurate information on the website, inLighten assumes no responsibility for the accuracy of the information. inLighten may change the Products mentioned at any time without notice. In the event that a Product is mistakenly listed at an incorrect price or incorrect terms/conditions, inLighten reserves the right to refuse or cancel any orders placed for any Product listed at the incorrect price or incorrect terms/conditions. inLighten reserves the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is cancelled, inLighten may issue a credit to your credit card account in the amount of the incorrect price.

You agree that inLighten, at its sole discretion, may suspend or terminate your password, account (or any part thereof), access to or use of the website, and remove and discard any content connected with your use of the website, for any or no reason at any time and without prior notice to you. inLighten shall not be liable to you or any third-party for any such suspension or termination. You also agree that inLighten does not have any obligation to perform suspension or termination of your account, even if such suspension or termination request is submitted by you or by any third-party on your behalf by means of telephone, fax, voice message, regular or electronic mail or otherwise.

All Orders are Final

All Orders for Software are final and cannot be cancelled or returned. Orders cannot be changed unless the change is agreed to by an authorized inLighten representative in writing prior to shipment and changes are subject to any additional terms, charges and fees or store credits as determined by inLighten in its discretion.

Privacy

“Customer Information” is any information that can be used to identify an individual, and may include, but is not limited to, name, email address, postal or other physical address, telephone number, credit or debit card number, title, occupation, and other information required to provide a product or service, or carry out a transaction that you have requested. On inLighten’s website, inLighten and/or its service providers (“Providers”) may collect Customer Information about you. inLighten endeavors in good faith to protect any confidential Customer Information it actually collects from you and will endeavor in good faith to take precautions to protect such confidential Customer Information it collects about you from our loss, misuse, or from unauthorized access, disclosure, use, alteration or destruction. However, inLighten will have no liability to you or any third party provided it has endeavored in good faith to take such precautions. Furthermore, inLighten does not control the conduct and policies of Providers and is not responsible for their conduct or policies relative to the information they receive. In addition, no method of transmission over the Internet, or method of electronic storage is 100% secure. Therefore, inLighten is not responsible for the security, or lack thereof, of the Customer Information you share. In addition, inLighten’s website may provide links to other third-party websites which are outside our control and not covered by our privacy policies. inLighten does not control the conduct and policies of such third party websites and is not responsible for the conduct or policies relative to such websites.

NOTE: Please return any accompanying registration form to receive registration benefits.