END-USER LICENSE AGREEMENT FOR VERTEXUAL FOUNDRY REFERRAL BANNER AND CODE SYSTEM

IMPORTANT PLEASE READ THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT CAREFULLY BEFORE CONTINUING WITH USING THE VERTEXUAL FOUNDRY REFERRAL BANNER AND CODE SYSTEM:

VERTEXUAL's End-User License Agreement ("EULA") is a legal agreement between you (either an individual or a single entity) and VERTEXUAL for the use of the Vertexual Foundry Referral Banner and Code System identified above which include associated software components, media, printed materials, and "online" or electronic documentation ("VERTEXUAL REFERRAL BANNERS SYSTEM"). By displaying, or otherwise using the BANNER SYSTEM, you agree to be bound by the terms of this EULA. This license agreement represents the entire agreement concerning the system between you and VERTEXUAL, (referred to as "licenser"), and it supersedes any prior proposal, representation, or understanding between the parties. If you do not agree to the terms of this EULA, do not use the BANNER SYSTEM.

The BANNER SYSTEM is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The BANNER SYSTEM is licensed, not sold.

1. GRANT OF LICENSE.
The BANNER SYSTEM is licensed as follows:
(a) Display and Use.
VERTEXUAL grants you the right to use the images and code of the BANNER SYSTEM on your websites running reference to IMVU,
(http://www.imvu.com) that are not in conflict with IMVU's terms and policies nor a Credits Reseller of IMVU.

2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS.
(a) Maintenance of Copyright Notices.
You must not remove or alter any copyright notices on any and all versions of the BANNER SYSTEM.
(b) Referral and Distribution.
You may not entice or solicit distribution of the BANNER SYSTEM via spam email or spam contacts. All referred users are to click on the banner of the BANNER SYSTEM.
(c) Prohibition on Reverse Engineering, Decompilation, and Disassembly.
You may not reverse engineer, decompile, or disassemble the Codes within the BANNER SYSTEM, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
(d) Support Services.
VERTEXUAL may provide you with support services related to the BANNER SYSTEM ("Support Services"). Any supplemental web code provided to you as part of the Support Services shall be considered part of the BANNER SYSTEM and subject to the terms and conditions of this EULA.
(e) Compliance with Applicable Laws.
You must comply with all applicable laws regarding use of the BANNER SYSTEM.

3. TERMINATION
Without prejudice to any other rights, VERTEXUAL may terminate this EULA if you fail to comply with the terms and conditions of this EULA. In such event, you must destroy and remove all copies and displays of the BANNER SYSTEM in your possession and VERTEXUAL will terminate your account with the BANNER SYSTEM.

4. COPYRIGHT
All title, including but not limited to copyrights, in and to the BANNER SYSTEM and any copies thereof are owned by VERTEXUAL and its suppliers. All title and intellectual property rights in and to the content which may be accessed through use of the BANNER SYSTEM is the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. This EULA grants you no rights to use such content. All rights not expressly granted are reserved by VERTEXUAL.

5. NO WARRANTIES
VERTEXUAL expressly disclaims any warranty for the BANNER SYSTEM. The BANNER SYSTEM is provided "As Is" without any express or implied warranty of any kind, including but not limited to any warranties of merchantability, noninfringement, or fitness of a particular purpose. VERTEXUAL does not warrant or assume responsibility for the accuracy or completeness of any information, text, graphics, links or other items contained within the BANNER SYSTEM. VERTEXUAL makes no warranties respecting any harm that may be caused by the transmission of a computer virus, worm, time bomb, logic bomb, or other such computer program. VERTEXUAL further expressly disclaims any warranty or representation to Authorized Users or to any third party.

6. LIMITATION OF LIABILITY
In no event shall VERTEXUAL be liable for any damages (including, without limitation, lost profits, business interruption, or lost information) rising out of "Authorized Users'" use of or inability to use the BANNER SYSTEM, even if VERTEXUAL has been advised of the possibility of such damages. In no event will VERTEXUAL be liable for loss of data or for indirect, special, incidental, consequential (including lost profit), or other damages based in contract, tort or otherwise. VERTEXUAL shall have no liability with respect to the content of the BANNER SYSTEM or any part thereof, including but not limited to errors or omissions contained therein, libel, infringements of rights of publicity, privacy, trademark rights, business interruption, personal injury, loss of privacy, moral rights or the disclosure of confidential information.