Untitled Document

Gamingharbor.com
End User License Agreement

(June 24, 2009)

END USER LICENSE AGREEMENT

DOUBLED ADVERTISING LTD PRODUCTS AND SERVICES, AND TERMS AND CONDITIONS GOVERNING THIRD PARTY SOFTWARE

REDISTRIBUTION NOT PERMITTED

License for DoubleD Advertising Limited Products and Services

IMPORTANT - READ CAREFULLY BEFORE USING THIS SOFTWARE:

This License Agreement for certain DoubleD Advertising Limited Products and Services ("License Agreement" or "Agreement") is a legal agreement between you (either an individual or an entity) and DoubleD Advertising Limited and its suppliers and licensors (collectively DAL or DoubleD Advertising Limited for: the DoubleD Advertising software which may include components provided by suppliers and licensors to DAL (Software and/or DoubleD Advertising services ("Services"). The Software may include any of the following DoubleD Advertising products including any combination of such products and Alpha, Beta, trial, pre-release and free versions of the products (collectively, "DAL Products"): Desktop Smiley Toolbar. The Services may include DAL's Services. The Services include product upgrade, support and access to content as described. By clicking on the "Accept" button, installing, copying or otherwise using the Software, you agree to be bound by the terms of this License Agreement. NOTE: THIS DOCUMENT ALSO CONTAINS TERMS AND CONDITIONS GOVERNING THIRD PARTY SOFTWARE YOU MAY CHOOSE TO INSTALL. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE AGREEMENT, CLICK ON THE CANCEL BUTTON AND/OR DO NOT INSTALL THE SOFTWARE.

PERSONAL INFORMATION YOU PROVIDE TO DOUBLED ADVERTISING LIMITED IS GOVERNED BY THE PRIVACY POLICY AT http://www.gamingharbor.com/privacyPolicy.do

YOU AGREE THAT YOUR USE OF THE SOFTWARE AND/OR SERVICES ARE ACKNOWLEDGES THAT YOU HAVE READ THIS LICENSE AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.

IF YOU ARE UNDER EIGHTEEN (18), YOU MUST OBTAIN PERMISSION FROM A PARENT OR GUARDIAN BEFORE DOWNLOADING, INSTALLING OR USING OUR SOFTWARE, APPLICATION, WEBSITE AND SERVICES ASSOCIATED WITH THIS PRODUCT.

ANY THIRD PARTY SOFTWARE ARE, INCLUDING ANY THIRD PARTY'S PLUG-IN, THAT MAY BE PROVIDED WITH THE SOFTWARE IS INCLUDED FOR USE AT YOUR OPTION. IF YOU CHOOSE TO USE SUCH THIRD PARTY SOFTWARE, THEN SUCH USE SHALL BE GOVERNED BY SUCH THIRD PARTY'S LICENSE AGREEMENT, IF AN ELECTRONIC COPY OF SUCH LICENSE AGREEMENT IS INSTALLED IN THE APPROPRIATE DAL PRODUCT FOLDER ON YOUR COMPUTER UPON INSTALLATION OF THE SOFTWARE. DOUBLED ADVERTISING IS NOT RESPONSIBLE FOR ANY THIRD PARTY'S SOFTWARE AND SHALL HAVE NO LIABILITY FOR YOUR USE OF THIRD PARTY SOFTWARE.

1. GRANT OF LICENSE.

DAL hereby grants to you a non-exclusive license to use the Software and any related documentation ("Documentation") subject to the following terms

You may:

(i)

use the Software on any single computer; and

(ii)

copy the Software for back-up and archival purposes, provided any copy must contain all of the original Software's proprietary notices.
The Software may include certain plug-in components ("Plug-Ins"), including the ActiveX Control, Java plug-in, and DAL extra plug-in. You may only call to or otherwise use such Plug-Ins through the use of the Desktop Smiley Toolbar. Any direct use of Plug-Ins through a non-DAL proprietary application, including a custom or user-written application is prohibited by this Agreement.
DAL may modify this License Agreement at anytime without further notice. It is the end-user responsibility to periodically check for the updated terms including the communication features in the End User License Agreement.

2. LICENSE RESTRICTIONS.

DoubleD Advertising - Desktop Smiley uses your personal information to:

You may not:
(i)

permit other individuals to use the Software except under the terms listed above;

(ii)

modify, translate, reverse engineer, decompile, disassemble (except to the extent that this restriction is expressly prohibited by law) or create derivative works based upon the Software or Documentation;

(iii)

copy the Software or Documentation (except for back-up or archival purposes);

(iv)

rent, lease, transfer, or otherwise transfer rights to the Software or Documentation;

(v)

remove any proprietary notices or labels on the Software or Documentation. Any such forbidden use shall immediately terminate your license to the Software.
You agree that you shall only use the Software and Documentation in a manner that complies with all applicable laws in the jurisdictions in which you use the Software and Documentation, including, but not limited to, applicable restrictions concerning copyright and other intellectual property rights.
You may only use the Software for your private, non-commercial use. You may not use the Software in any way to provide, or as part of, any commercial service or application. Copies of content files which are downloaded or copied using the Software, and which are protected by the copyright laws or related laws of any jurisdiction, are for your own personal use only and may not be distributed to third parties or performed outside your normal circle of family and social acquaintances.
You may not use the Software in an attempt to, or in conjunction with, any device, program or service designed to circumvent technological measures employed to control access to, or the rights in, a content file or other work protected by the copyright laws of any jurisdiction.
The Software embodies an installation tracking system. You may not circumvent or attempt to circumvent this system by any means.

3. AUTOMATIC COMMUNICATIONS FEATURES.

The Software consists of interactive Internet applications that perform a variety of communications over the Internet as part of their normal operation. A number of communications features are automatic and are enabled by default. By installing and/or using the Software, you consent to the Software's communications features. Once you log into the Software, user information including your user profile and email contacts may be sent in communications with DAL's servers. This information is used to access your regular account, content, services, features, and other personalized services. DAL may match the user ID to personally identifiable information in order to provide you with products, services, and software that you're entitled to and to provide you with relevant information. You are responsible for any telecommunications or other connectivity charges incurred through use of the Software.
Cookies: The Software allows the use of cookies.
AutoUpdate: The Desktop Smiley Toolbar using AutoUpdate, automatically communicates with DAL's servers on the Internet to check for updates to DAL and DAL partner software, such as bug fixes, patches, enhanced functions, missing plug-ins and new versions. AutoUpdate also has the capability to run independently of Desktop Smiley Toolbar to perform background update checks. DAL may download updates during the background checks, when Desktop Smiley Toolbar automatically communicates with DAL's servers, when you manually check for updates. AutoUpdate sends information about installed DOUBLED ADVERTISING's products and components to the servers to determine upgrade availability.
System Search Dispatcher: An application installed along with Desktop Smiley Toolbar. Once installed, it runs independently of Desktop Smiley Toolbar. The System Search Depatcher shows links for potentially correct pages and refined search results when bad URL addresses. User can remove the application in Control Panel -> Add or Remove Programs.
Internet Saving Optimizer: The application optimizes the benefits of the users by providing relevant offers joined in the network. It will be automatically installed together with Desktop Smiley Toolbar and runs independently. User can remove the application in Control Panel -> Add or Remove Programs
Free CashBack Assistant: The application offers a 100% free comparative shopping sidebar that automatically detects lower prices and cashback for services while user shops. It is fully customizable and can be turned on and off as wish. It will be installed upon user's agreement with GamingHarbor Toolbar and runs independently. User can remove the application in Control Panel -> Add or Remove Programs
Media Access Startup: The application assigns the webpage periodically to users for the ease of use of media access. It can be installed along with the toolbar and runs independently. User can remove the application in Control Panel -> Add or Remove Programs

4. THE INSTALLATION IDENTIFICATION.

The installation identification interacts with your computer in the following ways:

Hardware information: In order to download the appropriate software, Desktop Smiley must send certain anonymous information about the hardware on your computer to the DAL download server. Once the software is installed, information about your hardware will be stored temporarily in the server for validation tracking.
Personal information: Desktop Smiley will generally not associate itself with any personal information in Desktop Smiley Toolbar or anywhere else on your computer unless for the proper function of the software. DAL’S use of any personal information is governed by the Privacy Policy (http://www.gamingharbor.com/privacyPolicy.do). DAL does not share with third parties any personal information you provide in connection with our products without first obtaining your informed consent.
Usage information: DAL may keep statistics on the aggregated anonymous use of the Desktop Smiley Toolbar.

5. TITLE.

Title, ownership, rights, and intellectual property rights in and to the Software and Documentation shall remain in DAL and/or its suppliers. The Software and the Services are protected by the copyright laws of the United States and international copyright treaties. Title, ownership rights and intellectual property rights in and to the content accessed through the Software and the Services ("Content") shall be retained by the applicable Content owner and may be protected by applicable copyright or other law. This license gives you no rights to such Content.

6. WARRANTIES AND LIABILITIES.

For the Free, Trial, Pre-Release, Alpha, and Beta versions of DAL Products, the Services and the Content, the following terms apply:

DISCLAIMER OF WARRANTY & LIMIT OF LIABILITY. THE SOFTWARE, DOCUMENTATION, SERVICES AND CONTENT ARE PROVIDED AS IS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DAL FURTHER DISCLAIMS ALL WARRANTIES; INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS OF A PARTICULAR PURPOSE, AND NONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF THE USE OF PERFORMANCE OF THE SOFTWARE, DOCUMENTATION, SERVICES AND CONTENT REMAINS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL DAL BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE SOFTWARE, THE SERVICES OR THE CONTENT, EVEN IF DAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. DAL'S TOTAL LIABILITY FOR ANY DIRECT DAMAGES SHALL NOT EXCEED TWENTY-FIVE U.S. DOLLARS ($25.00). BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. DAL DOES NOT ENDORSE, WARRANT OR GUARANTEE ANY CONTENT PROVIDED BY OR THROUGH DAL.

7. INDEMNIFICATION.

You agree to indemnify and hold harmless DAL, DAL Licensors and their subsidiaries, affiliates, joint ventures, suppliers, officers, directors, shareholders, employees and agents, from any claim or demand made by any third party due to or arising directly or indirectly out of your conduct or in connection with your use of the Desktop Smiley Toolbar or its features, any alleged violation of these Terms and Conditions, or any alleged violation of any applicable law or regulation. DAL and the DAL Licensors reserve the right, at their own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, but doing so shall not excuse your indemnity obligations.

8. TERMINATION.

This License Agreement will automatically terminate if you fail to comply with any term hereof. No notice shall be required from DAL to effect such termination. You may also terminate this License Agreement at any time by notifying DAL in writing of termination. Upon any termination of this License Agreement, you shall immediately discontinue use of the Software and shall within three (3) days return to DAL, or certify destruction of, all full or partial copies of the Software, documentation and related materials provided by DAL. Your obligation to pay accrued charges and fees shall survive any termination of this License Agreement.

9. NO ASSIGNMENT.

This Agreement is personal to you, and may not be assigned without DAL'S express written consent. In the event that you are an entity that merges with another entity or are acquired by another entity during the Term, you shall provide written notice of such merger or acquisition not later than the date on which any public announcement is made. IF DAL does not consent to assignment of this Agreement to the new or acquiring entity in such merger or acquisition, DAL may terminate this Agreement on thirty (30) day's written notice. Both parties shall perform under this Agreement until such termination is effective.

10. TECHNICAL SUPPORT.

Technical support for the Software, as made available by DAL, is described at Desktop Smiley technical support website: http://www.gamingharbor.com/privacyPolicy.do

11. IMPORTANT - MISCELLANEOUS.

Arbitration & Jurisdiction. You and DAL agree that the exclusive remedy for all disputes and claims relating in any way to, or arising out of, this Agreement, the Software or Services, or your use of the Software or Services shall be final and binding arbitration. Any dispute arising from or relating to the Products or Services, including the interpretation of these General Terms and Conditions shall be resolved by binding arbitration according to Arbitration Laws of Hong Kong. For all other countries, the EULA will be governed by the substantive law, excluding the private international law rules, of the country of principal residence of the DAL. The arbitration will be carried out before 3 arbitrators, each of the parties will appoint one arbitrator and the third will be chosen by HKIAC in accordance with HKIAC Procedures for Arbitration. The arbitration will be conducted in the English language. Any arbitral award will be final and binding on the parties. The expense of the arbitration will be borne between the parties as determined by the arbitrators. This Agreement and all disputes and claims relating in any way to, or arising out of, this Agreement, the Software or Services or your use of the Software or Services shall be governed by the laws of Hong Kong, SAR and settled by arbitration at the Hong Kong International Arbitration Centre ("HKIAC") in Hong Kong under the Hong Kong Arbitration Ordinance.
Complete Agreement. This Agreement shall constitute the complete and exclusive agreement between us, notwithstanding any variance with any purchase order or other written instrument submitted by you, whether formally rejected by DAL or not. The acceptance of any purchase order you place is expressly made conditional on your consent to the terms set forth herein. The terms and conditions contained in this Agreement may not be modified by you except in a writing duly signed by you and an authorized representative of DAL. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable, and such decision shall not affect the enforceability of such provision under other circumstances, or of the remaining provisions hereof under all circumstances. To the extent their exclusion of permissible, the terms of the United Nations Convention on the International Sale of Goods will not apply to this contract, even where they have been adopted as part of the domestic law of the country whose law governs the contract. If either party initiates legal proceedings to enforce a term of this Agreement, the prevailing party will be entitled to recover reasonable attorneys' fees.