14. Terms and Conditions

END-USER LICENSE AGREEMENT

This is a legal agreement between you and Fullpower® Technologies, Inc. ("Fullpower") regarding your use of the MotionX™-GPS software (the "Software"). By using the Software, you agree to be bound by the terms of this End-User License Agreement (this "EULA"). If you do not agree to the terms of this EULA, you are not entitled to use the Software and must de-install the Software from all your devices.

License. Subject to the terms and conditions of this EULA, Fullpower grants you a non-exclusive, non-transferable, non-assignable license (without right of sublicense) to install and use one copy of the Software on your personal computer system in machine executable object code form solely for your personal use.

Restrictions. The Software and any related documentation are protected by United States copyright law and international treaty provisions. You may not copy, modify, adapt, translate into any language, distribute, or create derivative works based on the Software without the prior written consent of Fullpower. You may not assign this EULA or any of the rights or licenses granted under this EULA or rent, lease, or lend the Software to any person or entity. Any attempted sublicense, transfer, or assignment in violation of this EULA is void. You acknowledge that the Software contains proprietary trade secrets of Fullpower. You agree not to decompile, disassemble, reverse engineer, or attempt to reconstruct, identify, or discover any source code, underlying ideas, underlying user interface techniques, or algorithms of the Software by any means whatsoever, except to the extent the foregoing restriction is prohibited by applicable law.

Ownership. The Software is licensed, and not sold, to you under this EULA. You have no ownership rights in the Software or any related documentation. Fullpower retains all right, title, and interest in and to the Software (including any changes, modifications, or corrections thereto) and any related documentation.

Suggestions. If you elect to provide or make available to Fullpower any suggestions, comments, ideas, improvements, or other feedback or materials related to the Software (collectively, "Suggestions"), Fullpower will be free to use, disclose, reproduce, modify, license, transfer and otherwise distribute your Suggestions in any manner and you will gain no right, title or interest in or to the Software by virtue of Fullpower doing so.

Uploads. The Software may provide functionality through which you are able to upload information (such as images, waypoints and tracks) about your use of the Software (collectively, "Uploads") to Fullpower's servers and to notify others about the availability of your Uploads. If you use such functionality, you authorize Fullpower to retain your Uploads on its servers, to reproduce, publish and make your Uploads available to anyone you notify about the availability of your Uploads, and to disclose the user name you submitted with your Uploads. In addition, if you elect to share your Uploads with the MotionX community, you authorize Fullpower to retain your Uploads on its servers, to reproduce, publish and make your Uploads available to any third party, and to disclose the user name you submitted with your Uploads. Fullpower will have no obligation to provide such functionality, may cease providing such functionality at any time with or without notice to you, and will have no obligation to retain your Uploads on its servers or return your Uploads to you before deleting them from its servers.

Disclaimer of Warranty. THE SOFTWARE IS PROVIDED "AS IS" AND "WITH ALL FAULTS" AND THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE IS WITH YOU. SHOULD THE SOFTWARE PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING AND REPAIR. FULLPOWER HEREBY DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE SOFTWARE, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR USE OR PURPOSE. FULLPOWER DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS IN ANY RESPECT, OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ERRORS IN THE SOFTWARE OR NONCONFORMITY TO ITS DOCUMENTATION CAN OR WILL BE CORRECTED. YOU ACKNOWLEDGE THAT THE PROVISIONS OF THIS SECTION ARE A MATERIAL INDUCEMENT AND CONSIDERATION TO FULLPOWER TO GRANT THE LICENSE CONTAINED IN THIS EULA.

USE OF MOTIONX-GPS IS AT THE USER'S OWN RISK. THE SOFTWARE IS NOT FAA CERTIFIED AND MUST NOT BE USED FOR PRIMARY NAVIGATION. THE SOFTWARE IS NOT TO BE USED FOR SAFETY OF LIFE APPLICATIONS, OR FOR ANY OTHER APPLICATION IN WHICH THE ACCURACY OR RELIABILITY OF THE SOFTWARE COULD CREATE A SITUATION WHERE PERSONAL INJURY OR DEATH MAY OCCUR.

Limitation of Liability. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL FULLPOWER BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTIONS, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS EULA, YOUR USE OF OR INABILITY TO USE THE SOFTWARE, OR YOUR USE OF OR RELIANCE ON ANY DATA (INCLUDING GPS DATA) YOU MAY ACCESS IN CONNECTION WITH YOUR USE OF THE SOFTWARE, EVEN IF FULLPOWER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Exclusions. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent that Fullpower may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of Fullpower's liability shall be the minimum permitted under such applicable law.

Termination. This EULA is effective until it is terminated. You may terminate this EULA at any time by destroying all copies of the Software and related documentation in your possession or under your control. This EULA will automatically terminate if you violate any of the terms of this EULA. Upon termination of this EULA, all license rights granted to you shall immediately terminate. All other provisions of this EULA shall survive such termination.

Export Laws. You acknowledge that the laws and regulations of the United States restrict the export and re-export of commodities and technical data of United States origin, including the Software. You agree that you will not export or re-export the Software in any form in violation of the laws of the United States or any foreign jurisdiction. By installing or using the Software, you represent and warrant that you are not (a) a national or resident of any country to which the United States has embargoed goods, or (b) on the United States Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial and Prohibition Orders.

U.S. Government End Users. The Software and related documentation are "Commercial Items," as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation," as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §§227.7202-1 through 227.7202-4, as applicable, the Software and related documentation are being licensed to U.S. Government end users (a) only as "Commercial Items," and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein.

Miscellaneous. This EULA is the entire agreement between you and Fullpower with respect to, and supersedes any previous oral or written communications or documents (including, if you are obtaining an update, any agreement that may have been included with an earlier version of the Software) concerning, the subject matter of this EULA. In no event shall any additional or inconsistent term in any purchase order or similar document submitted by you modify the terms of this EULA. This EULA is governed by the laws of the State of California, USA, as such laws apply to contracts between California residents entered into and performed entirely in California (notwithstanding your place of residency). You agree that any dispute arising from or relating to this EULA shall be brought exclusively in a court of competent jurisdiction, federal or state, located within the State of California, County of San Francisco, and in no other jurisdiction, and you hereby consent to personal jurisdiction and venue in, and agree to service of process issued or authorized by, such court. This EULA will not be governed by the U.N. Convention on Contracts for the International Sale of Goods. If any provision of this EULA is found to be invalid or unenforceable, it will be enforced to the extent permissible and the remainder of this EULA will remain in full force and effect. Failure by Fullpower to prosecute any right with respect to a default hereunder will not constitute a waiver by Fullpower of the right to enforce rights with respect to the same or any other breach.