TRILLIAN SERVICES END USER LICENSE AGREEMENT THIS TRILLIAN SERVICES END USER LICENSE AGREEMENT (this Agreement)

is a leg al agreement between you and Cerulean Studios, LLC, a Delaware limited liability c ompany (Cerulean). Please read this agreement carefully before clicking the Accept b utton, downloading the Software provided by Cerulean under this Agreement, or ac cessing or using the Trillian Services (as defined below). By clicking the Accept b utton or downloading or using the Trillian Services, you are entering into and ag reeing to be bound by (i) the terms of this Agreement and (ii) the terms and con ditions set forth in the Cerulean Privacy Policy (as defined below). As used in this Agreement, the capitalized term Trillian Services means (1) the Trillian instan t messaging software (either the freeware or paid versions, as applicable) and a ll related documentation, enhancements, and updates that may be provided to you in the future by Cerulean (the Software), (2) the Support Services (as defined bel ow), and (3) the Trillian Basic Services (as defined below) or the Trillian Pro Se rvices (as defined below), as applicable. If you do not agree to the terms and conditions of this Agreement, you s hould so indicate at the appropriate screen and promptly discontinue downloading the Software or accessing or using the Trillian Services. 1. General. Trillian Services are licensed, not sold, to you by Cerulean fo r use strictly in accordance with the terms and conditions of this Agreement. O wnership of the Trillian Services shall at all times remain with Cerulean. Copie s of the Software are provided to you only to allow you to exercise your rights under this Agreement. You must provide and are responsible for all equipment an d Internet connectivity necessary to access the Trillian Services. 2. Registration Obligations. In consideration of your access to and use of the Trillian Services, you represent that you are of legal age to form a binding contract and are not a person barred from receiving the Trillian Services under the laws of the United States or other applicable jurisdiction. In order to acce ss the Trillian Services, you may be required to provide information about yourse lf (such as identification or contact details) as part of the registration proce ss (the Registration) for a specific Trillian Service or as part of your continued access to and use of a Trillian Service. In connection with the Registration, yo u will select (or Cerulean will assign to you) a user name that will be identifi ed with your account (your Astra Username). You will also be able to select a pas sword to access your Astra Username and the Trillian Services. Cerulean may reje ct any Astra Username that Cerulean determines in its discretion is unacceptable for use in connection with the Trillian Services. You agree to use the Trillian S ervices only for the purposes that are permitted by (a) this Agreement, and (b) by applicable law, regulation, and generally accepted practices in the relevant jurisdictions. You also agree to: (i) provide true, accurate, current, and comp lete information about yourself as prompted by the Trillian Services registration form (the Registration Data) and (ii) maintain and promptly update the Registrati on Data to keep it true, accurate, current, and complete. If you provide any in formation that is untrue, inaccurate, non-current, or incomplete, or Cerulean ha s reasonable grounds to suspect that such information is untrue, inaccurate, non -current, or incomplete, Cerulean has the right to suspend or terminate your acc ount and refuse any and all current or future use of the Trillian Services (or an y portion thereof). You also understand and agree that the Trillian Services may include certain communications from Cerulean (e.g., service announcements, admin istrative messages, and other information and alerts), and that these communicat ions are considered part of the Trillian Services and you will not be able to opt out of receiving them. 3. Provision of the Trillian Services. You acknowledge and agree that Cerul ean may provide the Trillian Services through one or more subsidiaries, affiliate s, or third parties.

4.

Grant of License.

A. Trillian Basic. Subject to the terms and conditions set out in t his Agreement and solely with respect to the freeware version of the Software ca lled Trillian Basic (Trillian Basic), Cerulean grants you a personal, limited, nonex clusive, nontransferable, non-sublicensable, and revocable right to use Trillian Basic and the Trillian Services described in the Trillian Basic documentation (the Trillian Basic Services) solely in accordance with the following terms and conditi ons: (i) Permitted Use of Trillian Basic. Trillian Basic may be fr eely used, copied and distributed as long as it is not sold and all original fil es are included and unaltered, in each case including this Agreement and Cerulea ns copyright notice. You may install and use Trillian Basic on as many computers as you require. (ii) Distribution Permitted. You may make copies of your cop y of the Trillian Basic installation package (including the Trillian Services End User License Agreement) to give to others provided that such copies are not modi fied from the original downloaded copy of Trillian Basic. You may not charge a f ee for distributing or otherwise providing copies of Trillian Basic except that f reeware distribution companies may charge their normal shipping and handling fee s not to exceed $5.00 U.S. per copy for copies of Trillian Basic that are mailed to end users. If a copy of Trillian Basic is distributed, Cerulean requires that you send Cerulean an e-mail addressed to info@ceruleanstudios.com notifying Cer ulean of such distribution and the identity of the person or entity receiving th e copy of Trillian Basic. (iii) Fees. There is no license fee for the Trillian Basic Ser vices. If you wish to receive the Trillian Services available through Trillian Pr o, you will be required to pay the applicable license fee. If you upgrade your i nstallation of Trillian Basic to Trillian Pro, you will gain access to the Trillia n Pro Services (as defined below) and the license set forth in Section 4(B) shall apply to you. (iv) Inactive Status. In addition to the termination rights o f Cerulean under this Agreement, with respect to Trillian Basic Services, Cerulea n also reserves the right to deactivate your Astra Username if your Astra Userna me account has been inactive (including, without limitation, not logging into th e Trillian Services) for more than 90 days. B. Trillian Pro. Subject to the terms and conditions set out in t his Agreement and solely with respect to the commercial version of the Software called Trillian Pro (Trillian Pro), Cerulean grants you a personal, revocable, limit ed, nonexclusive, nontransferable and non-sublicensable right to use (1) Trillia n Pro, (2) the browser-based Trillian instant messenger software located at http: //www.trillian.im (the Trillian Web Service) and (3) the Trillian Services described in the Trillian Pro documentation (together with the Trillian Web Service, collec tively, the Trillian Pro Services) solely in accordance with the following terms an d conditions: (i) Permitted Use of Trillian Pro. You may download and use Trillian Pro on multiple computers owned, leased or rented by you; provided, howe ver, that, you are the only individual with the right to use your licensed copy( ies) of Trillian Pro and the Trillian Pro Services. (ii) Distribution Prohibited. You may not distribute any copy of Trillian Pro (including your licensed copy), in whole or in part, to any thir d party or permit any third party to access or use Trillian Pro or the Trillian Pr

o Services. (iii) Fees. A license to the current Version of Trillian Pro c osts $25.00 entitling you to unlimited use of the Trillian Pro Services and the V ersion of Trillian Pro you purchased along with support and Updates for the Versi on of Trillian Pro you have purchased, subject to paragraph 2(b)(iv). The capital ized term Version means a major point release (e.g., Trillian Pro Version 4 or such other product naming system as Cerulean implements in its sole discretion), inc luding any Updates. The capitalized term Updates means, collectively, maintenance releases, updates, and minor point releases (e.g., Trillian Pro Version 4.1) with respect to the licensed Version of Trillian Pro. (iv) Support. In exchange for payment of the Fees, Cerulean will provide you with support services related to the Trillian Pro Services and t he licensed Version of Trillian Pro (Support Services) until the earlier of (a) fiv e (5) years and (b) the release by Cerulean of two subsequent Versions of Trilli an Pro. For example, if you purchase Trillian Pro Version 4, and Cerulean subsequ ently releases Trillian Pro Version 5 and Trillian Pro Version 6, you will be enti tled to support for Trillian Pro Version 4 until the date on which Trillian Pro Ve rsion 6 is released, following which date support will be unavailable for your V ersion of the Software. The nature, scope and extent of Support Services shall b e as set forth in Ceruleans policies and programs described in any user manuals, in online documentation, and/or other Cerulean provided materials and are subject to change in Ceruleans sole discretion without prior notice to you. (v) Upgrades. Except as expressly provided in this Section 4(B)(v), nothing in this Agreement shall be construed to obligate Cerulean to pr ovide upgrades to you under any circumstances. If Cerulean releases a new Versi on within 30 days of your purchase of Trillian Pro, then you will be entitled to receive a free upgrade from the Version of Trillian Pro initially purchased to th e new Version released by Cerulean. (vi) Refund. If you are not satisfied with Trillian Pro, you may request a refund of Fees within thirty (30) days of your purchase. Followin g any such refund, your installation of the Software will be downgraded to Trill ian Basic, and you may continue to use the Software and access the Trillian Basic Services in accordance with the license set forth in Section 4(A). 5. Prohibited Conduct. You represent and warrant that you will not violate any of the terms and conditions set forth in this Agreement and that: A. You will not, and will not permit others to: (i) reverse enginee r, decompile, disassemble, derive the source code of the Software; (ii) make any modification, adaptation, improvement, enhancement, translation or derivative w ork from the Trillian Services; (iii) remove, alter or obscure any proprietary no tice (including any notice of copyright or trademark) of Cerulean or its affilia tes, partners, suppliers or the licensors of the Trillian Services; (iv) use, cop y, modify, alter, or transfer, electronically or otherwise, the Trillian Services , or any of the accompanying documentation except as expressly permitted in this Agreement; (v) make the Trillian Services available over a network or other envi ronment permitting access or use by multiple users at the same time; (vi) use th e Trillian Services for any revenue generating endeavor or commercial enterprise, or for any other purpose for which it is not designed or intended; or (vii) red istribute, sell, rent, lease, sublicense, or otherwise transfer rights to the Tr illian Services, in whole or in part, whether in a stand-alone configuration or a s incorporated with other software code written by any party, except as expressl y permitted in this Agreement. B. You will not submit or transmit through the Trillian Services any material, or otherwise engage in any conduct that (i) violates or infringes the

rights of others including, without limitation, patent, trademark, trade secret , copyright, publicity, or other proprietary rights; (ii) is unlawful, threateni ng, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of anothers privacy, tortuous, or contains explicit or graphic descriptions, or acc ounts of, sexual acts; (iii) victimizes, harasses, degrades, or intimidates an i ndividual or group of individuals on the basis of religion, gender, sexual orien tation, race, ethnicity, age, or disability; (iv) impersonates any person, busin ess, or entity, including Cerulean and its employees and agents; (v) contains vi ruses or any other computer code, files, or programs that interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunicati ons equipment or otherwise permit the unauthorized use of a computer or computer network; (vi) encourages conduct that would constitute a criminal offense, or t hat gives rise to civil liability; (vii) violates this Agreement, guidelines, or any policy posted on the Cerulean website; or (viii) interferes with the use of the Trillian Services by others. You may not use the Trillian Services in any ma nner that could damage, disable, overburden, or impair Ceruleans servers or netwo rks or those of any network provider to which the Trillian Services may connect. You may not attempt to gain unauthorized access to any services, user accounts, computer systems, or networks through hacking, password mining, or any other me ans. Cerulean may take legal and technical remedies to prevent violation of thi s provision and to enforce this Agreement. C. You will not transfer the Trillian Services or utilize the Trilli an Services in combination with third party software authored by you or others to create an integrated software program which you transfer to unrelated third par ties. D. You may only use the proprietary information or interfaces of Ce rulean or other intellectual property of Cerulean in the design, development, ma nufacture, licensing or distribution of permitted developer applications describ ed in Ceruleans developer documentation located at http://developer.ceruleanstudi os.com, including, without limitation, plugins, extensions, and application skin s, for use with the Trillian Services (Permitted Developer Applications). The perm issible nature, functionality, and scope of Permitted Developer Applications may be extended, reduced, or otherwise revised in whole or in part by Cerulean in C eruleans sole discretion without prior notice. 6. Intellectual Property Rights.

A. Rights to the Trillian Services. You acknowledge and agree that the Trillian Services and all copyrights, patents, trademarks, trade secrets and other intellectual property rights associated therewith are, and shall remain, t he property of Cerulean. Furthermore, you acknowledge and agree that the source of the Trillian Services and the format, directories, queries, algorithms, struc ture and organization of the Trillian Services are the intellectual property and proprietary and confidential information of Cerulean and its affiliates, licenso rs and suppliers. Except as expressly stated in this Agreement, you are not gra nted any intellectual property rights in or to the Trillian Services by implicati on, estoppel or other legal theory, and all rights in and to the Trillian Service s not expressly granted in this License are hereby reserved and retained by Ceru lean. B. Third Party Software. The Trillian Services may utilize or inclu de third party software that is subject to open source and third party license t erms (Third Party Software), including, without limitation, the license provisions provided at http://www.trillian.im/license/ (the Third Party Software Licenses). You acknowledge and agree that your right to use such Third Party Software as p art of the Trillian Services is subject to and governed by the terms and conditio ns of the open source or third party license applicable to such Third Party Soft ware, including, without limitation, any applicable acknowledgements, license te

rms and disclaimers contained therein. In the event of a conflict between the t erms of this Agreement and the terms of such open source or third party licenses , the terms of the open source or third party licenses shall control with regard to your use of the relevant Third Party Software. In no event, shall the Trill ian Services or components thereof be deemed to be open source or publicly available software, except as expressly set forth in the Third Party Software Licenses. C. Cerulean Marks. You acknowledge and agree that the following co mpany names and logos and all related product and service names, design marks an d slogans are trademarks and service marks owned by and used under license from Cerulean: Cerulean Studios and Trillian (the Cerulean Marks). You are not authorized o use the Cerulean Marks in any advertising, publicity or in any other commercia l manner without the prior written consent of Cerulean, which may be withheld fo r any or no reason. Requests for authorization should be made to the designated advertising contact listed on the Contact Us page of the Cerulean website. D. Infringement Acknowledgment. You and Cerulean acknowledge and a gree that, in the event of a third party claim that your possession or use of th e Trillian Services infringes any third partys intellectual property rights, you ( and not Cerulean or its affiliates) will be responsible for the investigation, d efense, settlement and discharge of any such claim of intellectual property infr ingement. 7. Collection, Storage, and Use of Information.

A. Consent to Collect, Store, and Use Information. You hereby auth orize and consent to the collection, storage and use, by Cerulean and its affili ates, partners and agents, of any information and data related to or derived fro m your use of the Trillian Services (including use of the Trillian Web Service for communication), and any information or data that you provide to Cerulean and it s affiliates, partners and licensors (Information). Without limiting the generali ty of the foregoing, the Information shall include, without limitation, the foll owing types of information and data, in an aggregate (not user level) form: usag e statistics, crash reports, help requests, user login information (for license verification purposes and access to the Trillian Web Service), patterns, data and suggestions based on user actions. Notwithstanding the foregoing, you shall not provide or disclose and the Information shall not include any information or da ta that is personally identifiably to you, except personally identifiable Regist ration Data which shall be subject to the terms of the Cerulean Privacy Policy. The Information will be treated as being non-confidential and nonproprietary, an d Cerulean assumes no obligation to protect confidential or proprietary informat ion (other than personally identifiable information) from disclosure and will be free to reproduce, use, and distribute the Information to others without restri ction. Cerulean will also be free to use any ideas, concepts, know-how or techni ques contained in the Information for any purpose whatsoever including, without limitation, developing, manufacturing and marketing products and services incorp orating such Information. You agree and understand that you are responsible for maintaining the confidentiality of passwords associated with any account you us e to access the Trillian Services. B. Privacy Policy. You represent that you agree to and shall compl y with the Privacy Policy of Cerulean located at http://www.trillian.im/privacy/ (the Cerulean Privacy Policy), which sets forth and describes the practices of Ce rulean with respect to the collection, use, storage, and disclosure of personall y identifiable information in connection with your use of the Trillian Services. Cerulean reserves the right to change the provisions of the Cerulean Privacy Po licy at any time and from time to time at its sole discretion. Cerulean will po st any changes to the Cerulean Privacy Policy at the web address set forth above . Your use of the Trillian Services following the posting of such changes to the Cerulean Privacy Policy will constitute your acceptance of any such changes.

8.

Third Party Content and Services.

A. General. You acknowledge that the Trillian Services permits acce ss to products (including plugins), services, web-sites, advertisements, promoti ons, recommendations, advice, information, and materials created and provided by third parties (e.g., advertisers, publishers, content partners, marketing agent s, vendors and other third parties) (Third Party Content and Services). B. Disclaimer. You acknowledge that Cerulean does not investigate , monitor, represent or endorse the Third Party Content and Services (including any third party websites or communication services available through the Trillia n Services). Furthermore, your access to and use of the Third Party Content and Services is at your sole discretion and risk, and Cerulean and its affiliates, p artners, suppliers and licensors shall have no liability to you arising out of o r in connection with your access to and use of the Third Party Content and Servi ces. Cerulean hereby disclaims any representation, warranty or guaranty regardi ng the Third Party Content and Services, whether express, implied or statutory, including, without limitation, the implied warranties of merchantability or fitn ess for a particular purpose, and any representation, warranty or guaranty regar ding the availability, quality, reliability, features, appropriates, accuracy, c ompleteness, or legality of the Third Party Content and Services. C. Endorsements. You acknowledge and agree that the provision of access to and the listing of any Third Party Content and Service (including any third party websites available through the Trillian Services) shall not constitut e or imply any endorsement by Cerulean or its affiliates of such Third Party Con tent and Services. Cerulean reserves the right to restrict or deny access to an y Third Party Content and Services otherwise accessible through the Trillian Serv ices, although Cerulean has no obligation to restrict or deny access even if req uested by you. D. Inappropriate Materials. You understand that by accessing and u sing the Third Party Content and Services, you may encounter information, materi als and subject matter (i) that you or others may deem offensive, indecent, or o bjectionable; (ii) which may or may not be identified as having explicit languag e, and (iii) that automatically and unintentionally appears in information displ ayed by the Software (including, without limitation, Really Simple Syndication ( RSS)), as a link or reference to objectionable material. Notwithstanding the fo regoing, you agree to use the Third Party Content and Services at your sole risk and that Cerulean and its affiliates, partners, suppliers and licensors shall h ave no liability to you for information, material or subject matter that is foun d to be offensive, indecent, or objectionable. 9. Upgrades, Updates and Enhancements. All upgrades, updates or enhancemen ts of the Trillian Services shall be deemed to be part of the Trillian Services an d will be subject to this Agreement. 10. Term and Termination.

A. Term. This Agreement is effective upon your acceptance as provi ded herein and payment of the applicable license fees (if any), and will remain in force for one (1) year from the purchase date of the Trillian Services and wil l renew automatically for successive renewal periods of one (1) year each unless terminated by either Party at least thirty (30) days prior to renewal. B. Termination. You may terminate this Agreement at any time by no tifying Cerulean and immediately discontinuing all use of the Trillian Services. This Agreement will terminate automatically if you breach any of its terms or c onditions or any of the terms or conditions of any other agreement between you a

nd Cerulean. Without limiting other remedies, Cerulean may limit, suspend, or te rminate this Agreement and your use of the Trillian Services, prohibit access to the Trillian Services and delete your User Account, with immediate effect, automa tically and without recourse to the courts, if we think that you are in breach o f this Agreement, creating problems, legal liabilities (actual or potential), in fringing someone elses intellectual property rights, engaging in fraudulent, immo ral or illegal activities, or for other similar reasons. Cerulean shall effect s uch termination by providing notice to you to the email address you have provide d, and/or by preventing your access to your User Account. Upon termination, you shall immediately destroy the original and all copies of the Software and any ac companying documentation in your possession, custody or control, or return them to Cerulean and immediately discontinue all use of the Trillian Services. C. Removal of Your Personal Information. Following termination of this Agreement, you may request that Cerulean remove your Information from Cerul eans network by submitting a written request referencing this Section 10(C) to Ce rulean by fax at (203) 775-2101 (Attention: Network Administrator) or by mail at 475 Federal Rd. Unit F, Brookfield, CT 06804 USA, Attention: Network Administra tor. Any written request for removal of your Information pursuant to this Secti on 10(C) shall be effective when received by Cerulean. You acknowledge that cer tain Information may not be removed by Cerulean in connection with a request pur suant to this Section 10(C). 11. Disclaimer of Warranty. YOU ACKNOWLEDGE AND AGREE THAT THE TRILLIAN SERV ICES ARE PROVIDED ON AN AS IS AND AS AVAILABLE BASIS, AND THAT YOUR USE OF OR RELIAN CE UPON THE TRILLIAN SERVICES AND ANY THIRD PARTY CONTENT AND SERVICES ACCESSED T HEREBY IS AT YOUR SOLE RISK AND DISCRETION. CERULEAN AND ITS AFFILIATES, PARTNER S, SUPPLIERS AND LICENSORS HEREBY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTI ES AND GUARANTIES REGARDING THE TRILLIAN SERVICES AND THIRD PARTY CONTENT AND SER VICES, WHETHER EXPRESS, IMPLIED OR STATUTORY, AND INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AN D NON-INFRINGEMENT. FURTHERMORE, CERULEAN AND ITS AFFILIATES, PARTNERS, SUPPLIE RS AND LICENSORS MAKE NO WARRANTY THAT (I) THE TRILLIAN SERVICES OR THIRD PARTY C ONTENT AND SERVICES WILL MEET YOUR REQUIREMENTS; (II) THE TRILLIAN SERVICES OR TH IRD PARTY CONTENT AND SERVICES WILL BE UNINTERRUPTED, ACCURATE, RELIABLE, TIMELY , SECURE OR ERROR-FREE; (III) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL ACCESSED OR OBTAINED BY YOU THROUGH THE TRILLIAN SERVICES WILL BE AS REPRESENTED OR MEET YOUR EXPECTATIONS; OR (IV) ANY ERRORS IN THE TRILLIAN SERVICES OR THIRD PARTY CONTENT AND SERVICES WILL BE CORRECTED. NO ADVICE OR IN FORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CERULEAN OR FROM THE TR ILLIAN SERVICES SHALL CREATE ANY REPRESENTATION, WARRANTY OR GUARANTY. EXCEPT FO R THE SUPPORT SERVICES, YOU ACKNOWLEDGE THAT CERULEAN HAS NO OBLIGATION TO CORRE CT ANY ERRORS OR OTHERWISE SUPPORT OR MAINTAIN THE TRILLIAN SERVICES. IN THE EVENT OF ANY FAILURE OF THE TRILLIAN SERVICES TO CONFORM TO ANY AP PLICABLE WARRANTY, YOU MAY NOTIFY CERULEAN, AND CERULEAN WILL, AS YOUR SOLE AND EXCLUSIVE REMEDY, REFUND TO YOU THE PURCHASE PRICE PAID, IF ANY, FOR THE TRILLIA N SERVICES. CERULEAN WILL HAVE NO OTHER WARRANTY OBLIGATION WHATSOEVER WITH RESPE CT TO THE TRILLIAN SERVICES, AND ANY OTHER CLAIMS, LOSSES, LIABILITIES, DAMAGES, COSTS OR EXPENSES ATTRIBUTABLE TO ANY FAILURE TO CONFORM TO ANY WARRANTY WILL BE YOUR SOLE RESPONSIBILITY. 12. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CERULEAN OR ITS AFFILIATES, PARTNERS, SUPPLIERS OR LICENSO RS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL D AMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE TRILLIAN SERVICES, INCLU DING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPP AGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED

. IN ANY CASE, CERULEANS COLLECTIVE LIABILITY UNDER ANY PROVISION OF THIS LICENS E SHALL NOT EXCEED IN THE AGGREGATE THE SUM OF THE FEES (IF ANY) YOU PAID FOR TH IS LICENSE. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. 13. Indemnification. You shall indemnify, defend and hold harmless Cerulean and its affiliates, partners, suppliers and licensors, and each of their respec tive officers, directors, agents and employees (the Indemnified Parties) from and against any claim, proceeding, loss, damage, fine, penalty, interest and expense (including, without limitation, reasonable fees for attorneys and other profess ional advisors) arising out of or in connection with the following: (i) your bre ach of this Agreement; (ii) your violation of law; (iii) your negligence or will ful misconduct; or (iv) your violation of the rights of a third party, including the infringement by you of any intellectual property or misappropriation of any proprietary right or trade secret of any person or entity. These obligations wi ll survive any termination of the License. 14. Compatibility. Cerulean does not warrant that the Trillian Services will be compatible or interoperable with your computer, your computer operating syst em, your Internet browser software, or any other piece of hardware, software, eq uipment or device. Furthermore, you acknowledge that compatibility and interope rability problems can cause the performance of your computer and your computer o perating system to diminish or fail completely, and may result in permanent the damage to your computer and your computer operating system, loss of the data loc ated on your computer, and corruption of the software and files located on your computer. 15. Product Claims. You acknowledge that you (not Cerulean) are responsible for addressing any third party claims relating to or resulting from your use or possession of the Trillian Services, and agree to notify Cerulean of any third p arty claims relating to the Trillian Services of which you become aware. Further more, you hereby release Cerulean from any liability related to or resulting fro m your use or possession of the Trillian Services. 16. Export Control. The Trillian Services may contain encryption and are sub ject to United States export control laws and regulations and may be subject to export or import regulations in other countries, including controls on encryptio n products. You agree that you will not export, re-export or transfer the Trilli an Services in violation of any applicable laws or regulations of the United Stat es or the country where you legally obtained it. You are responsible for obtaini ng any licenses to export, re-export, transfer or import the Trillian Services. In addition to the above, the Trillian Services may not be used by, or ex ported or re-exported to: (i) any U.S. or EU sanctioned or embargoed country, or to nationals or residents of such countries; or (ii) any person located in any country that is subject to a U.S. Government embargo, or that has been designate d by the U.S. Government as a terrorist supporting country; or (iii) any person li sted on any U.S. Government list of prohibited or restricted parties including t he Treasury Departments list of Specially Designated Nationals or the U.S. Depart ment of Commerce Denied Persons List or Entity List, as published and revised fro m time to time; or (iv) any party engaged in nuclear, chemical/biological weapon s or missile proliferation activities, unless authorized by U.S. and local (as r equired) law or regulations. 17. Survival. The following sections of this Agreement and any other provis ions of this Agreement which by their express language or by their context are i ntended to survive the termination of this Agreement shall survive such terminat ion: Sections 5, 6, 7, 10, 11, 12, 13, 15, 17, 18, 20, 21 and 22. 18. U.S. Government Legends. The Software is commercial in nature and devel

oped solely at private expense. The Software is delivered as Commercial Computer Software as defined in DFARS 252.227-7014 (June 1995) or as a commercial item as defined in FAR 2.101(a) and as such is provided with only such rights as are pr ovided in this Agreement. 19. Legends and Notices. You agree that you will not remove or alter any tr ademark, logo, copyright or other proprietary notices, legends, symbols or label s in the Trillian Services or any accompanying documentation. 20. Software Suggestions. Cerulean welcomes suggestions for enhancing the T rillian Services and any accompanying documentation that may result in computer p rograms, reports, presentations, documents, ideas or inventions relating or usef ul to Ceruleans business. You acknowledge that all title, ownership rights, and intellectual property rights concerning such suggestions shall become the exclus ive property of Cerulean and may be used for its business purposes in its sole d iscretion without any payment or accounting to you. 21. Assignment. Except as permitted in Section 2(A), you shall not assign t his Agreement or any rights or obligations herein without the prior written cons ent of Cerulean and any attempted assignment in contravention of this Section 21 shall be null and void and of no force or effect. 22. Miscellaneous.

A. Entire Agreement. This Agreement constitutes the entire agreeme nt between the parties concerning the Trillian Services, and may be amended only by a writing signed by both parties. B. Governing Law. This Agreement shall be governed by the laws of the State of New York, excluding its conflict of law provisions. All disputes r elating to this Agreement are subject to the exclusive jurisdiction of the court s of New York and you expressly consent to the exercise of personal jurisdiction in the courts of New York in connection with any such dispute. This Agreement s hall not be governed by the United Nations Convention on Contracts for the Inter national Sale of Goods. C. Severability. If any provision in this Agreement should be held illegal or unenforceable by a court of competent jurisdiction, such provision s hall be modified to the extent necessary to render it enforceable without losing its intent, or severed from this Agreement if no such modification is possible, and other provisions of this Agreement shall remain in full force and effect. D. Waiver. A waiver by either party of any term or condition of th is Agreement or any breach thereof, in any one instance, shall not waive such te rm or condition or any subsequent breach thereof. E. Third Party Beneficiaries. Nothing contained in this Agreement is intended or shall be construed to confer upon any person (other than the part ies hereto) any rights, benefits or remedies of any kind or character, or to cre ate any obligations or liabilities of a party to any such person. F. Assignment. You may not assign, sublicense or transfer the Tril lian Services, this Agreement or any of the rights granted hereunder, except as e xpressly set forth in this Agreement. Any attempted assignment, sublicense, or transfer in contravention of this Section 22(F) shall be null and void and of no force or effect. G. Modification. Cerulean may modify or amend the terms of this Ag reement by posting a copy of the modified or amended Agreement on Ceruleans websi te. You will be deemed to have agreed to any such modification or amendment by

your decision to continue using the Trillian Services following the date in which the modified or amended Agreement is posted on Ceruleans website.