IMPORTANT: PLEASE READ THIS LICENSE AGREEMENT CAREFULLY BEFORE DOWNLOADING THE TEMPLATES. THE TEMPLATES CONTEMPLATED HEREIN ARE LICENSED, NOT SOLD. PLEASE CONSULT INDEPENDENT LEGAL ADVICE IF YOU ARE UNCERTAIN ABOUT YOUR INTENDED USE OF THE TEMPLATES AND WHETHER SUCH USE VIOLATES THIS LICENCE AGREEMENT.

ACCEPTANCE:

BY CLICKING I AGREE , YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS SET OUT IN THIS LICENSE AGREEMENT. IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS, YOUR ORDER WILL NOT BE PROCESSED AND YOU WILL NOT BE GRANTED A LICENSE TO USE THE TEMPLATES.

1. LICENSE
   
   Hostopia.com Inc. carrying on business as TemplateRover.com ("TemplateRover", "we" or "us" ) grants you a non-exclusive, non-transferable, revocable, limited license to use, modify, publish, and display the digital website template or templates ("Templates") that you have paid to use, in accordance with the terms of this license agreement ("License"). For the purposes of this License, "you" or "your"means (a) you as an individual, OR (b) the business, corporation, other legal entity or client, for which you have authority to bind with respect to this License. IF YOU ARE DOWNLOADING TEMPLATES:
   
   
   1. AS AN INDIVIDUAL, AND NOT ON BEHALF OF A BUSINESS, CORPORATION OR OTHER LEGAL ENTITY, ANY LICENSE GRANTED HEREUNDER IS GRANTED TO YOU ALONE AND NO OTHER INDIVIDUAL, BUSINESS OR LEGAL ENTITY. YOU ARE ONLY PERMITTED TO USE THE TEMPLATES FOR YOUR OWN PURPOSES. YOU REPRESENT AND WARRANT TO TEMPLATEROVER THAT ANY USE OF THE TEMPLATES BY YOU SHALL BE IN ACCORDANCE WITH THE TERMS OF THIS LICENSE; OR
      
      
   2. ON BEHALF OF ANOTHER PERSON, BUSINESS, CORPORATION OR OTHER LEGAL ENTITY ("BENEFICIARY"), AS AN EMPLOYEE, AGENT, CONTRACTOR OR OTHERWISE (INCLUDING WITHOUT LIMITATION PROVIDING WEBSITE DEVELOPMENT SERVICES TO THE BENEFICIARY), ANY LICENSE GRANTED HEREUNDER SHALL BE GRANTED TO THE BENEFICIARY AND NOT TO YOU. ONLY ONE (1) DESIGNATED USER ("DESIGNATED USER"), INCLUDING YOU, MAY USE THE TEMPLATES, PROVIDED THAT THE DESIGNATED USER IS EMPLOYED BY, OR UNDER CONTRACT WITH, THE BENEFICIARY. THE DESIGNATED USER IS ONLY PERMITTED TO USE THE TEMPLATES FOR THE BENEFICIARY'S PURPOSES IN ACCORDANCE WITH THIS LICENSE. THE LICENSE IS NOT A SIMULTANEOUS USER LICENSE, MEANING THAT ONLY THE DESIGNATED USER MAY ACCESS AND USE THE TEMPLATES. AN ADDITIONAL LICENSE OR LICENSES MUST BE PURCHASED IF THE BENEFICIARY WOULD LIKE MORE THAN ONE (1) USER TO HAVE ACCESS TO THE TEMPLATES. YOU REPRESENT AND WARRANT TO TEMPLAEROVER THAT: YOU WILL ONLY USE THE TEMPLATES IF YOU ARE THE DESIGNATED USER AND ANY USE OF THE TEMPLATES SHALL BE IN ACCORDANCE WITH THE TERMS OF THIS LICENSE; YOU HAVE MADE THE BENEFICIARY AWARE OF THE TERMS AND CONDITIONS OF THIS LICENSE; THE BENEFICIARY HAS AGREED TO BE BOUND BY THE TERMS AND CONDITIONS SET OUT HEREIN; AND, YOU HAVE FULL AUTHORITY TO BIND THE BENEFICIARY.
   
   
2. PROPRIETARY RIGHTS
   
   You acknowledge and agree that the Templates are proprietary products of TemplateRover and any joint owner of the Templates and/or TemplateRover 's licensors, even if modified by you. You further agree that all right, title and interest in and to the Templates, including copyright and any other rights, are and shall remain with TemplateRover and any joint owner of the Templates and/or TemplateRover 's licensors. There are no license rights granted other than those expressly stated herein.
   
   
3. PERMITTED USES
   
   YOU MAY, subject to any restrictions set out herein
   
   
   1. use and modify the Templates to create your own original work;
      
      
   2. publish and display your work at you site , to be used for a single site, provided you include a copyright notice in any electronic or digital work attributing copyright ownership of both you and TemplateRover as follows: "Copyright 20__ (your name) and its licensors. All rights reserved."; and
      
      
   3. store the Templates on a hard drive or similar device, provided that only the Designated User is permitted access to the Templates.
   
   
   
4. PROHIBITED USES
   
   YOU MAY NOT
   
   
   1. use any Templates except as expressly permitted by this License;
      
      
   2. duplicate the Templates or any components ("Components") thereof, including without limitation flash applications, objects, images, clipart and fonts other than one (1) copy of the Templates for backup or archival purposes;
      
      
   3. sublicense, sell, rent, lease, lend, or distribute the Templates or the Components to others;
      
      
   4. use or display the Components separately from the Templates in any manner whatsoever;
      
      
   5. use the Templates or the Components in electronic format, online or in multimedia applications unless the Templates are incorporated for viewing purposes only and no permission is given to download or save the Templates or the Components;
      
      
   6. transfer this License to another individual, business or legal entity;
      
      
   7. use, permit the use of, or attempt to register the Templates or the Components as a trademark or service mark;
      
      
   8. claim any proprietary rights of any kind with respect to the Templates or the Components;
      
      
   9. use the Templates or the Components in association with identifiable individuals, identifiable products or identifiable entities;
      
      
   10. create scandalous, obscene, defamatory or immoral works that incorporate the Templates or the Components; or
       
       
   11. use the Templates or the Components for any purpose prohibited by law.
       
       
5. TERM
   
   The term of this License shall continue for as long as you are in compliance with the terms and conditions herein. This License will terminate immediately if you fail to comply with any of its terms or conditions. You agree, upon termination, to destroy all copies of the Templates. Section 6, Section 7 and Section 8 shall continue in force following termination for any reason.
   
   
6. NO WARRANTIES
   
   THE TEMPLATES ARE PROVIDED AND LICENSED BY TEMPLATEROVER ON AN "AS IS" BASIS, WITHOUT ANY OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION WARRANTIES OF MERCHANTABLE QUALITY, SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, EXCLUSIVITY, NON-INFRINGEMENT, OR THOSE ARISING BY LAW, STATUTE, USAGE OF TRADE, COURSE OF DEALING OR OTHERWISE. YOU ASSUME THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE TEMPLATES.
   
   
7. LIMITATION OF LIABILITY
   
   
   1. IN NO EVENT SHALL WE HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES OR EXPENSES ARISING OUT OF THIS LICENSE WHATSOEVER (INCLUDING BUT NOT LIMITED TO ANY DAMAGES OR EXPENSES FOR ANY: LOSS OF USE; LOST PROFITS; LOST BUSINESS; LOST OPPORTUNITY, LOST DATA; COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; AND, BUSINESS INTERRUPTION) WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR EXPENSE . THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
      
      
   2. OUR MAXIMUM AGGREGATE LIABILITY TO YOU SHALL NOT EXCEED THE GREATER OF (A) $50, AND (B) THE AMOUNT PAID BY YOU FOR THE TEMPLATES. THE LIMITATIONS IN THIS SECTION SHALL APPLY WHETHER OR NOT THE ALLEGED BREACH OR DEFAULT IS A BREACH OF A FUNDAMENTAL CONDITION OR TERM OR A FUNDAMENTAL BREACH. SOME STATES/COUNTRIES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
      
      
   3. THE LIMITATIONS OF LIABILITY IN a. AND b. ABOVE SHALL BE DEEMED TO APPLY TO, AND EXIST FOR THE BENEFIT OF, OUR PARTNERS, SUPPLIERS, CONTRACTORS, AGENTS, VENDORS AND ANY JOINT OWNER OF THE TEMPLATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUPPLIERS, RESELLERS, LICENSORS AND DISTRIBUTORS .
      
      
8. INDEMNITY
   
   YOU HEREBY AGREE TO INDEMNIFY, RELEASE AND HOLD HARMLESS TEMPLATEROVER, ITS PARENTS, SUBSIDIARIES, AFFILIATES (.TEMPLATEROVER ENTITIES.), AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUPPLIERS, RESELLERS, LICENSORS AND DISTRIBUTORS AGAINST ANY AND ALL CLAIMS, ACTIONS, PROCEEDINGS, SUITS, LIABILITIES, DAMAGES, SETTLEMENTS, PENALTIES, FINES, COSTS OR EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS' FEES AND OTHER LITIGATION EXPENSES) INCURRED BY THE TEMPLATEROVER ENTITIES, ARISING OUT OF OR RELATING TO (A) YOUR VIOLATION OR BREACH OF ANY TERM, CONDITION, REPRESENTATION OR WARRANTY OF THIS LICENSE; (B) YOUR USE THE TEMPLATES; OR (C) YOUR VIOLATION, ALLEGED VIOLATION, OR MISAPPROPRIATION OF ANY INTELLECTUAL PROPERTY RIGHT (INCLUDING, WITHOUT LIMITATION, TRADEMARK, COPYRIGHT, PATENT, TRADE SECRETS) OR NON-PROPRIETARY RIGHT OF A THIRD PARTY (INCLUDING, WITHOUT LIMITATION, DEFAMATION, LIBEL, VIOLATION OF PRIVACY OR PUBLICITY). YOU HEREBY ACKNOWLEDGE AND AGREE THAT THIS INDEMNITY SHALL BE DEEMED TO APPLY TO, AND EXIST FOR THE BENEFIT OF, ANY JOINT OWNER OF THE TEMPLATES AND ITS PARENTS, SUBSIDIARIES, AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, SUPPLIERS, RESELLERS, LICENSORS AND DISTRIBUTORS.
   
   
9. FEES AND REFUND
   
   
   1. You must pay the fees set out on our website for each of the Templates used by you. There are two (2) fees associated with each of the Templates. If you pay the greater of the two (2) fees (the .Semi-Exclusive License Fee.), no other customer of TemplateRover shall be granted a license to use the Templates following your payment of the Semi-Exclusive License Fee.
      
      
   2. In the event that you reverse the charges paid for the Templates, this License shall be breached and immediately terminated in accordance with Section 5.
      
      
   3. Since the Templates are intangible, irrevocable goods, any fees paid by you for the Templates are non-refundable once you have downloaded the Templates.
      
      
10. U.S. GOVERNMENT RIGHTS
    
    If you use the Templates by or for any unit or agency of the United States Government, this provision applies. The Templates shall be classified as "commercial computer software", as that term is defined in the Federal Acquisition Regulation (the "FAR") and its supplements. TemplateRover represents that the Templates were developed entirely at private expense, that no part of the Templates were first produced in the performance of a Government contract, and that no part of the Templates are in the public domain. (1) If the Templates are supplied for use by DoD, the Templates are delivered subject to the terms of this License and either (i) in accordance with DFARS 227.7202-1(a) and 227.7202-3(a), or (ii) with restricted rights in accordance with DFARS 252.227-7013(c)(1)(ii) (OCT 1988), as applicable. (2) If the Templates are supplied for use by a Federal agency other than DoD, the Templates are restricted computer software delivered subject to the terms of this License and (i) FAR 12.212(a); (ii) FAR 52.227-19; or (iii) FAR 52.227-14(ALT III), as applicable. The contractor/manufacturer is Hostopia.com Inc.
    
    
11. GENERAL:
    
    This License is the entire agreement between you and us, superseding any other agreement or discussions, oral or written, and may not be changed except by a signed agreement. You may not assign this License without the written permission of TemplateRover, however TemplateRover may assign this License at any time. Neither any failure nor any delay on the part of either party hereto in exercising any right hereunder shall operate as a waiver thereof; nor shall any single or partial exercise or any right hereunder preclude any other or further exercise thereof or the exercise of any other right. If any provision of this License is declared by a Court of competent jurisdiction to be invalid, illegal, or unenforceable, such a provision shall be severed from the License and the other provisions shall remain in full force and effect. This License shall be governed by, and construed in accordance with, the laws of the Province of Ontario and the federal laws of Canada applicable therein (excluding any conflict of laws rule or principle that might refer to the laws of another jurisdiction). Each party irrevocably submits to the non-exclusive jurisdiction of the courts of Ontario with respect to any matter arising under this License or related to this License. The parties have requested that this License and all documents contemplated hereby be drawn up in English. Les parties aux prsentes ont exig que cette entente et tous autres documents envisags par les prsentes soient rdigs en anglais.