Demo Registration

THIS DOCUMENT IS A LEGAL AGREEMENT BETWEEN YOU, THE LICENSEE, AND HATALA. BY DOWNLOADING, INSTALLING OR USING THE SOFTWARE, YOU ARE AGREEING TO BECOME BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, PLEASE CLICK ON THE "BACK" BUTTON BELOW.

LIMITED LICENSE

In accord with the terms of this Agreement, HATALA SYSTEMS GROUP, INC. ("HATALA") grants to LICENSEE a nonexclusive limited license to use myMoney Demo software, a computer program in machine readable form, and related user manuals, (hereinafter collectively referred to as "the Software"). It is for use on an Intel® Pentium-based compatible computer using the current minimum system configuration recommended by HATALA.

TERMS AND MAINTENANCE

This Agreement shall be effective upon initial download of Demo software from HATALA (the "Effective Date") and shall remain in force for ten (10) consecutive days after initial software installation.

During the term of the Demo, LICENSEE shall be entitled to Maintenance and Support only as specified in this Section. HATALA, or such other party as HATALA may designate from time to time, shall provide such Maintenance and Support on behalf of HATALA during the term hereof. All references to HATALA herein shall include any such other designated party, which shall be so designated by HATALA in the event HATALA is unable to provide the Maintenance and Support as required hereunder.

Maintenance and Support means: Telephone and/or on-line assistance from HATALA with respect to the Software, namely (i) clarification of functions and features of the Software; (ii) clarification of documentation pertaining to the Software; (iii) guidance in the operation of the Software; and (iv) error verification, analysis and correction to the extent reasonably possible by telephone. HATALA's standard hours of service are Monday through Friday, 7:00 a.m. to 11:00 p.m., C.S.T. time, except for holidays as observed by HATALA. HATALA's standard hours of service are subject to change at any time without notice. Maintenance and Support will be provided only with respect to versions of the Software in accordance with HATALA policy in its discretion.

ELIGIBILITY OF SOFTWARE

Maintenance and Support shall not include services requested as a result of, or with respect to the following, and any services requested as a result thereof shall be billed to LICENSEE at HATALA's then current rates:

(a) accident; unusual physical, electrical, or electromagnetic stress; neglect; failure of electric power, air conditioning, or humidity control; failure of rotation media not furnished by HATALA; operation of the Software with other media or equipment not meeting or not maintained in accordance with the manufacturer's specifications; or causes other than ordinary use;

(b) improper installation by LICENSEE or use of the Software that deviates from any operating procedures established by HATALA in the applicable documentation;

(c) modification and/or extension or attempted modification and/or extension of the Software undertaken by persons not authorized by HATALA; or

(d) programs made by LICENSEE.

LICENSEE understands and acknowledges that HATALA's obligations with respect to any Maintenance and Support are only as set forth in this Agreement.

USE OF SOFTWARE

LICENSEE agrees to use the Software only in conformity with operating instructions provided by HATALA. The rights and license granted LICENSEE hereunder to hold and use the Software are restricted solely and exclusively to the LICENSEE and may not be assigned, subleased, sublicensed, sold, offered for sale, disposed of, encumbered or mortgaged.

Information entered into Demo remains Demo and cannot be exported to Suite.

RESPONSIBILITIES OF LICENSEE

HATALA's provision of Maintenance and Support to LICENSEE is subject to the following:

(a) LICENSEE shall provide HATALA with the ability to dial-in to the equipment on which the Software is operating. LICENSEE shall be responsible for the costs and use of internet connectivity.

(b) LICENSEE shall provide appropriate supervision, control and management of the use of the Software. In addition, LICENSEE shall implement appropriate procedures for the protection of information and the implementation of backup facilities in the event of errors or malfunction of the Software or Equipment.

(c) LICENSEE shall document and promptly report all errors or malfunctions of the Software to HATALA. LICENSEE shall take all steps necessary to carry out procedures for the rectification of errors or malfunctions within a reasonable time after such procedures have been received from HATALA.

TAXES AND DUTIES

There shall be added to any charges under this Agreement, any sales or use tax imposed by any governmental agency with respect to the services rendered by HATALA or the Software use itself.

TITLE

Title to the Software will remain in HATALA. LICENSEE shall keep the Software free and clear of all claims, liens or encumbrances, and any act of LICENSEE purporting to create claim, lien or encumbrances on the Software shall be void. LICENSEE acknowledges that this License is a single computer license. LICENSEE agrees not to make any other copies or partial copies, of any computer tapes, disks, or other material provided by HATALA, and LICENSEE acknowledges that the Software is proprietary and confidential information, as between the parties. Any unauthorized use of the Software shall be considered by HATALA to constitute a breach of this License Agreement and shall entitle HATALA to void this Agreement and terminate/deactivate the software. LICENSEE acknowledges the value of the Software and acknowledges that the covenants of LICENSEE hereunder are the minimum such terms necessary to protect HATALA and its successors and assigns in the use and employment of the Software. LICENSEE agrees these covenants are special and unique, that damages cannot compensate HATALA in the event of a violation of the covenants contained herein, and that injunctive relief shall be essential for the protection of HATALA. In the event LICENSEE shall violate or breach any of the covenants contained herein, HATALA shall be entitled to obtain injunctive relief against LICENSEE. Obtainment of such injunction by HATALA shall not be considered an election of remedies or a waiver of any right HATALA may have at law or in equity.

SEVERABILITY

If any provision, or portion thereof, of this Agreement is invalid under any applicable statute or rule of law, it is to that extent to be deemed omitted.

NON-WAIVER

No delay or failure of HATALA in exercising any right hereunder and no partial or single exercise thereof, shall be deemed of itself to constitute a waiver of such right.

WARRANTIES

HATALA represents and warrants that the Software when delivered and installed, will operate on the computer(s) required under this Agreement provided that LICENSEE complies with all requirements set forth in all materials provided to LICENSEE by HATALA. Any service rendered by HATALA will be performed in a professional manner by its qualified personnel or agent.

HATALA's liability for damages, regardless of the form of the action, will not exceed the charges paid by LICENSEE for the license of the Software. THE FOREGOING WARRANTIES ARE IN LIEU OF ALL WARRANTIES EXPRESSED OR IMPLIED. IN NO EVENT WILL HATALA BE LIABLE FOR CONSEQUENTIAL DAMAGES. No action arising out of this Agreement, regardless of form, may be brought by either party more than one year after the cause of action accrued.

GENERAL

This Agreement contains the entire Agreement between the parties. No oral statements or representations made by any of the parties shall be deemed to be a part of this Agreement. This Agreement may not be waived, altered, or modified except by written agreement of the parties. No agent, employee or representative of HATALA has any authority to bind HATALA to any affirmation, representation, or warranty, and unless such is specifically included within this written Agreement, it shall not be enforceable by LICENSEE. LICENSEE's remedies in this Agreement are exclusive.

THE PARTIES HAVE READ THIS AGREEMENT, AND AGREE TO BE BOUND BY ALL OF ITS TERMS, AND THEY FURTHER AGREE THAT IT CONSTITUTES THE ENTIRE AGREEMENT BETWEEN THEM SUPERSEDING ALL PREVIOUS PROPOSALS, PROMISES OR REPRESENTATIONS, AND ALL OTHER COMMUNICATIONS BETWEEN THEM RELATING TO THE LICENSE. LICENSEE AGREES TO SOFTWARE DEACTIVATION AT THE END OF THE DEMO PERIOD.