IMPORTANT: PLEASE READ THIS SOFTWARE LICENSE AGREEMENT CAREFULLY BEFORE INSTALLING THE SOFTWARE. BY USING THE SOFTWARE, YOU ARE AGREEING TO BE BOUND BY THE TERMS AND CONDITIONS STATED BELOW. IF YOU DO NOT AGREE WITH THE TERMS OF THIS LICENSE, PROMPTLY RETURN THE UNUSED SOFTWARE TO THE POINT OF PURCHASE AND YOUR MONEY WILL BE REFUNDED. 1. License. Telcomp Inc. (TELCOMP) grants to the Licensee purchasing this copy of PICKUPS Network ANI/DNIS Screen Pop Software a nonexclusive, nontransferable license to use the TELCOMP software and other software and utilities contained in this package (collectively the "Software") and its documentation for use in accordance with this License. Telcomp Inc. or Telcomp Inc.'s Licensors retain title to the Software and related documentation although the Licensee owns the media on which the Software and documentation are recorded, if any. This License allows use of the Software and documentation only by the number of Users and on the platform specified on the invoice for electronic transactions, the number of Users licensed. "User(s)" means Licensee, if Licensee is an individual purchasing the Software for use at office or, if Licensee is a corporation or similar business or commercial entity or government agency, its current employees. Subject to the limitations of this License, each authorized User may only use the Software on (i) any central processing unit ("CPU"), workstation or portable computer which is owned or controlled by Licensee, and (ii) any User-owned CPU, workstation or portable computer. 2. Restrictions. This License sets forth the terms and conditions governing the use of the Software and documentation. Licensee may not rent, lease or otherwise transfer the Software or its documentation. Licensee may make a limited number of copies of the Software based on the number of licensed Users and a reasonable number of back-up copies. The Software contains copyrighted material, trade secrets and other proprietary material. Licensee must reproduce on all such copies of the Software the copyright notices and any other proprietary legends that were on the original copy of the Software. Licensee shall not, without the prior written permission of Telcomp Inc. permit anyone else to, decompile, reverse engineer, disassemble or otherwise reduce the Software to a human perceivable form, or to modify, network, rent, lease, loan, distribute, or create derivative works based upon the Software or the documentation in whole or in part. Any and all information obtained during such lawful reverse engineering and/or decompiling activities, including but not limited to, the organization, logic, algorithms and processes of the Software, shall be deemed to be the confidential and proprietary information of TELCOMP Inc. or its Licensors. Licensee shall not make copies of the copyrighted Software documentation without the prior written permission of TELCOMP Inc. provided that for electronic transactions, Licensee may make one (1) hard copy of such documentation for each User. 3. Technical Support. Licensee must register in order to be eligible for technical support via telephone or electronic mail. For a period of ninety (90) days, commencing with the date of Licensee's first telephone call requesting support, Licensee will have access to technical support for the Software. Upon the expiration of the above-described ninety (90) day period, Licensee may extend technical support on a per-incident hourly basis or annual fee basis in accordance with TELCOMP Software's current pricing and terms. Upgrades to the Software and its documentation, if any, are not included and may be sold separately. 4. Termination. This License is effective until terminated. Licensee may terminate this License at any time by destroying all copies of the Software and its documentation. This License will terminate immediately without notice from TELCOMP Inc. if Licensee fails to comply with any provision of this License. Upon termination, Licensee must destroy all copies of the Software and its documentation. 5. Limited Warranty on CD-ROMS/Floppy Disk. TELCOMP Inc. warrants the CD-ROM/Floppy Disk on which the Software is recorded to be free from defects in materials and workmanship under normal use for a period of ninety (90) days from the date of purchase. TELCOMP Inc.'s entire liability and Licensee's exclusive remedy will be replacement of the diskettes not meeting TELCOMP, Inc.'s limited warranty and which are returned to the place of purchase within such warranty period. TELCOMP Inc. will have no responsibility to replace a CD-ROM damaged by accident, abuse or misapplication. ANY IMPLIED WARRANTIES ON THE CD-ROM INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF PURCHASE. 6. Disclaimer of Warranty. Licensee expressly acknowledges and agrees that the use of the Software and its documentation is at Licensee's sole risk. The Software, documentation, and technical support are provided "AS IS" and without warranty of any kind. Information regarding any third party services included in this package is provided as a convenience only, without warranty by TELCOMP Inc. and will be governed solely by the terms agreed upon between Licensee and the third party providing such services. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAWS, TELCOMP INC. AND TELCOMP INC.'S LICENSOR(S) (FOR THE PURPOSES OF PROVISIONS 5 AND 6, TELCOMP INC. AND TELCOMP INC.'S LICENSOR(S) SHALL BE COLLECTIVELY REFERRED TO AS TELCOMP EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. TELCOMP INC. DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET LICENSEE'S REQUIREMENTS, OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SOFTWARE WILL BE CORRECTED. FURTHERMORE, TELCOMP INC. DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SOFTWARE OR ITS DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ANY THIRD PARTY OR ITS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY. 7. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAWS, UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL TELCOMP INC., ITS AFFILIATES OR THEIR DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION AND THE LIKE) ARISING OUT OF THE USE OR INABILITY TO AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY. In no event shall TELCOMP INC.'S total liability to Licensee for all damages, losses, and causes of action (whether in contract, tort, including negligence, or otherwise) exceed the amount paid by Licensee for the Software and its documentation. 8. No Waiver or Assignment. No delay or failure to take action under this License will constitute a waiver unless expressly waived in writing, signed by a duly authorized representative of TELCOMP Inc., and no single waiver will constitute a continuing or subsequent waiver. This License may not be assigned, sub-licensed or otherwise transferred by Licensee, by operation of law or otherwise, without TELCOMP Inc.'s prior written consent, provided that Licensee may assign this License upon written notice to TELCOMP Inc. in instances in which such assignment is to an entity which acquires all or substantially all of the business of Licensee, whether by merger, consolidation, or acquisition of assets. 9. Controlling Law and Severability. This License shall be governed by and construed in accordance with the laws of the State of Florida, as applied to agreements entered into and to be performed entirely within the United States. If for any reason a court of competent jurisdiction finds any provision of this License, or portion thereof, to be unenforceable, that provision of the License shall be enforced to the maximum extent permissible so as to effect the intent of the parties, and the remainder of this License shall continue in full force and effect. 10. Place for all Disputes. All disputes arising out of this Agreement or the performance thereof shall be determined exclusively under the laws of the State of Florida, without regard to its conflict-of-law provisions. In the event of any legal proceedings arising out of this Agreement or the performance thereof, User agrees and consents to the exercise of personal jurisdiction over User by any state or federal court of law or equity located in Orange County, Florida, U.S.A. User shall not initiate any legal proceeding arising out of this Agreement or the performance thereof in any jurisdiction other than in the state or federal courts located in Orange County, Florida. 10. Entire Agreement. This License constitutes the entire agreement between the parties with respect to the use of the Software and its documentation, and supersedes all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. There shall be no contract for purchase or sale of the Software except upon the terms and conditions specified herein. Any additional or different terms or conditions proposed by Licensee or contained in any purchase order are hereby rejected and shall be of no force and effect unless expressly agreed to in writing by TELCOMP Inc.. No amendment to or modification of this License will be binding unless in writing and signed by a duly authorized representative of TELCOMP Inc. Copyright (c) 1992-2003 by TELCOMP Inc. All rights reserved.