[TOS_TITLE]

NETSCAPE® NITRO™ LICENSE AGREEMENT

We are pleased to provide the Netscape® Nitro™ web acceleration software (the "Software"), offered either as a premium service or as part of a complete pricing bundle, to provide a faster web browsing experience. The Software is provided by Netscape Internet Service, AOL Canada Inc. (hereinafter referred to as the "Company") according to the License Agreement set out below.


THE LICENSE TERMS

This Agreement is a legal document that details your rights and responsibilities as a licensee of the Software. You cannot become an authorized user of the Software ("Licensee") until you have accepted the terms of the Agreement. The Agreement provides very important information about your license to use the Software, so you should take the time to read and understand it. If you have questions about the Agreement, or about your rights and responsibilities as a Licensee, please contact us by e-mail at support@netscape.ca.

You should also take the time to review Netscape's Privacy Policy which reflects the Company's current policies. The Internet and online world are changing rapidly and as technology and the Company's business continue to evolve, these policies may have to be updated or revised. Since the Privacy Policy may change, you should check for the most current versions. Our privacy policy is posted on our web site at nitro.netscape.ca/privacy.php.

For the same reasons, it may be necessary for the Company to update or revise certain provisions of this Agreement. By accepting the Agreement you agree that the Company may change the terms of this Agreement. If the Company makes material changes or revisions to the Agreement, we will provide notice to you thirty days in advance. If you don't agree to the changes proposed by the Company or to any of the terms in this Agreement, your only remedy is to cancel your license and cease using the Software.


1. BASICS OF YOUR LICENSE

BY CLICKING THE ACCEPTANCE BUTTON OR INSTALLING OR USING THE SOFTWARE, THE LICENSEE IS CONSENTING TO BE BOUND BY AND IS BECOMING A PARTY TO THIS AGREEMENT. IF LICENSEE DOES NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, THE BUTTON INDICATING NON-ACCEPTANCE MUST BE SELECTED, AND LICENSEE MUST NOT INSTALL OR USE THE SOFTWARE.

To be a Licensee, you must be at least 18 years old. If you are not yet eighteen years old, you may still use the Software, but only if the license account is created and registered by your parent or guardian, who is at least 18 years old. Because we may give out trial offers (such as a free trial), we reserve the right to limit you to just one trial membership.

When you accept this Agreement and complete the Software registration process, the Company provides you with a limited, non-exclusive license for no more than the term of your subscription to use the Software as the holder of a Principal Account (as below). As the Principal Account holder, you are responsible for all activity by you or people you give permission to use the Software. The email that you provide to us during the registration process, will receive any warnings to the Principal Account. Violations or warnings accrued by the Principal Account can lead to termination of the License. You may also receive important notices about your subscription or the Software from time to time, so it is important for you to regularly check the mailbox associated with your Principal Account. You agree to indemnify and hold the Company harmless for any improper or illegal use of the Software, which includes illegal or improper use by someone to whom you have given permission to use the Software.

If your License is terminated for violating this Agreement, the Company's express permission will be necessary before you are allowed to use the Software again.


2. CHARGES AND BILLING

The Company reserves the right to change its fees or billing methods at any time and the Company will provide notice of any such change at least thirty days in advance in the same manner described above for changes to the Agreement. AOL also has the right to collect applicable taxes. The answers to many common billing questions can be found by accessing support.nitro.netscape.ca or by contacting a Netscape customer support representative at 1-866-NETSCAPE (638-7227). If you don't like the changes in fees or billing methods, you may cancel your license at any time, but the Company will not refund any remaining portion of the monthly fee when you cancel your license. If you have undertaken the license on a "trial" basis, you should understand that your trial time must be used within specified time from your sign-on and to avoid being charged a License fee, you must cancel your license before the end of trial.

As the Principal Account holder, you are responsible for all charges incurred. This means that, unless your credit card information is obtained unlawfully or fraudulently by someone other than those you have authorized to use the Software, you will be responsible for all usage and purchases under your Principal Account. Billing for the License begins when the registration of your Principal Account is completed.

There may be extra charges to access certain premium services. The Company will provide notice of any extra charges. You are responsible for any charges incurred using your Principal Account.

We will be charging your designated credit card every month, but some charges may accumulate on your Principal Account before they are charged to your credit card. By selecting this billing option and providing your credit card information to us, you authorize the Company to charge your credit card for all license fees, usage fees, charges or surcharges incurred under the License. Every time you use the Software, you re-affirm that the Company is authorized to charge your credit card.

We expect you to pay your account balance on time. We will give you 30 days from the date on your account statement to pay your bill. The Company will assess an additional 1.5% (or the highest amount allowed by law, whichever is lower) per month late charge if your payment is more than 30 days past due. That amount is also due immediately. You are responsible and liable for any fees, including attorney and collection fees, that the Company may incur in its efforts to collect any remaining balances from you. You also agree that you will be billed for and will pay any outstanding balances if you cancel your license or are terminated. You should let us know about any billing problems or discrepancies within 90 days after they first appear on your account statement. If you do not bring them to the Company's attention within 90 days, you agree that you waive your right to dispute such problems or discrepancies. Any telephone charges incurred using the Software are your responsibility. Since these charges are your responsibility, you should contact your local telephone company if you have a question about such charges.

Without prejudice to any other rights, Licensor may terminate this Agreement if Licensee breaches any of its terms and conditions. On termination, Licensee shall destroy all copies of the Software.


3. LICENSEE GRANT

The Company is under license as a distributor from the developer of the Software, SlipStream Data Inc. (the "Supplier") Pursuant to that license, the Company grants Licensee a non-exclusive and non-transferable license to reproduce and use for personal or internal business purposes the executable code version of the Software, provided any copy must contain all of the original proprietary notices. This license does not entitle Licensee to receive from the Company or its Supplier any hard-copy documentation, technical support, telephone assistance or enhancements or updates to the Software.

Except as otherwise expressly permitted in this Agreement, Licensee may not: (a) modify or create any derivative works of the Software or documentation, including translation or localization; (b) decompile, disassemble, reverse engineer, or otherwise attempt to derive the source code for the Software (except to the extent applicable laws specifically prohibit such restriction); (c) redistribute, encumber, sell, rent, lease, sub-license or otherwise transfer rights to the Software; (d) remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Software; or (e) publish any results of benchmark tests run on the Software to a third party without the Company's prior written consent. Licensee may not customize the Software. Licensee may not redistribute the Software.

All title, ownership rights and intellectual property rights in the Software (other than the Company's rights as a licensee) shall remain in the Supplier and/or its suppliers. Licensee acknowledges such ownership and intellectual property rights and will not take any action to jeopardize, limit or interfere in any manner with the Company's or the Supplier's ownership of or rights with respect to the Software. The Software is protected by copyright and other intellectual property laws and by international treaties. Title and related rights in the content accessed through the Software is the property of the applicable content owner and is protected by applicable law. The license granted under this Agreement gives Licensee no rights to such content.

THE PRODUCT IS PROVIDED BY THE COMPANY AND ON AN "AS IS" BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, INCLUDING WITHOUT LIMITATION THE WARRANTIES THAT IT IS FREE OF DEFECTS, MERCHANTABLE, FIT FOR A PARTICULAR PURPOSE OR NON-INFRINGING. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE PRODUCT IS BORNE BY LICENSEE. SHOULD THE PRODUCT PROVE DEFECTIVE IN ANY RESPECT, LICENSEE AND NOT THE COMPANY OR ITS SUPPLIER ASSUMES THE ENTIRE COST OF ANY SERVICE AND REPAIR. IN ADDITION, THE SECURITY MECHANISMS IMPLEMENTED BY THE SOFTWARE HAVE INHERENT LIMITATIONS, AND LICENSEE MUST DETERMINE THAT THE PRODUCT SUFFICIENTLY MEETS ITS REQUIREMENTS. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. NO USE OF THE PRODUCT IS AUTHORIZED UNDER THIS AGREEMENT EXCEPT UNDER THIS DISCLAIMER.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE COMPANY OR ITS SUPPLIER BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, 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) ON WHICH THE CLAIM IS BASED. IN ANY CASE, THE ENTIRE LIABILITY TO WHICH THE COMPANY OR THE SUPPLIER MAY BE SUBJECT UNDER ANY PROVISION OF THIS AGREEMENT SHALL NOT EXCEED IN THE AGGREGATE THE SUM OF THE FEES LICENSEE PAID FOR THIS LICENSE (IF ANY). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS EXCLUSION AND LIMITATION MAY NOT BE APPLICABLE. NEITHER THE COMPANY NOR THE SUPPLIER IS RESPONSIBLE FOR ANY LIABILITY ARISING OUT OF CONTENT PROVIDED BY LICENSEE OR A THIRD PARTY THAT IS ACCESSED THROUGH THE PRODUCT AND/OR ANY MATERIAL LINKED THROUGH SUCH CONTENT.

If Licensee wishes to use the cryptographic features of the Software, then Licensee may need to obtain and install a signed digital certificate from a certificate authority or a certificate server. Licensee may be charged additional fees for certification services. Licensee is responsible for maintaining the security of the environment in which the Software is used and the integrity of the private key file used with the Software. In addition, the use of digital certificates is subject to the terms specified by the certificate provider, and there are inherent limitations in the capabilities of digital certificates. If Licensee is sending or receiving digital certificates, Licensee is responsible for familiarizing itself with and evaluating such terms and limitations.

Licensee is responsible for complying with any local laws in its jurisdiction which might impact its right to import, export or use the Software, and Licensee represents that it has complied with any regulations or registration procedures required by applicable law to make this license enforceable. In addition, Licensee agrees to comply with all export laws and restrictions and regulations of the United States or foreign agencies or authorities, and not to export or re-export the Product or any direct product thereof in violation of any such restrictions, laws or regulations, or without all necessary approvals. As applicable, each party shall obtain and bear all expenses relating to any necessary licenses and/or exemptions with respect to its own export of the Software from the U.S. Neither the Software nor the underlying information or technology may be downloaded or otherwise exported or re-exported (a) into Cuba, Iran, Iraq, Libya, North Korea, Sudan, Syria or any other country subject to U.S. trade sanctions covering the Software, to individuals or entities controlled by such countries, or to nationals or residents of such countries other than nationals who are lawfully admitted permanent residents of countries not subject to such sanctions; or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals and Blocked Persons or the U.S. Commerce Department's Table of Denial Orders. By downloading or using the Software, Licensee agrees to the foregoing and represents and warrants that it complies with these conditions. If the Software is identified as being not-for-export (for example, on the box, media or in the installation process), then, unless Licensee has an exemption from the United States government, the following applies: EXCEPT FOR EXPORT TO CANADA FOR USE IN CANADA BY CANADIAN CITIZENS, THE PRODUCT AND ANY UNDERLYING ENCRYPTION TECHNOLOGY MAY NOT BE EXPORTED OUTSIDE THE UNITED STATES OR TO ANY FOREIGN ENTITY OR "FOREIGN PERSON" AS DEFINED BY U.S. GOVERNMENT REGULATIONS, INCLUDING WITHOUT LIMITATION, ANYONE WHO IS NOT A CITIZEN, NATIONAL OR LAWFUL PERMANENT RESIDENT OF THE UNITED STATES. BY DOWNLOADING OR USING THE PRODUCT, LICENSEE AGREES TO THE FOREGOING AND WARRANTS THAT IT IS NOT A "FOREIGN PERSON" OR UNDER THE CONTROL OF A "FOREIGN PERSON".

The Product is not fault-tolerant and is not designed, manufactured or intended for use or resale as on-line control equipment in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines or weapons systems, in which the failure of the Software could lead directly to death, personal injury or severe physical or environmental damage ("High Risk Activities"). Accordingly, Licensor and its suppliers specifically disclaim any express or implied warranty of fitness for High Risk Activities. Licensee agrees that Licensor and its suppliers will not be liable for any claims or damages arising from the use of the Software in such applications.


4. LEGAL TERMS

This Agreement represents your entire agreement with the Company respecting the Software. You agree that this Agreement is not intended to confer, and does not confer, any rights or remedies upon any person other than the parties to this Agreement. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. This Agreement may be amended only by a writing signed by both parties. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof. The provisions of this Agreement which require or contemplate performance after the expiration or termination of this Agreement shall be enforceable notwithstanding said expiration or termination. Licensee may not assign or otherwise transfer by operation of law or otherwise this Agreement or any rights or obligations herein except in the case of a merger or the sale of all or substantially all of Licensee's assets to another entity. This Agreement shall be binding on and shall enure to the benefit of the parties, their successors and permitted assigns. Neither party shall be in default or be liable for any delay, failure in performance (excepting the obligation to pay) or interruption of service resulting directly or indirectly from any cause beyond its reasonable control. The relationship between Licensor and Licensee is that of independent contractors and neither Licensee nor its agents shall have any authority to bind Licensor in any way.

If Supplier professional services are being provided, then such professional services are provided pursuant to the terms of a separate Professional Services Agreement between Supplier and Licensee. The parties acknowledge that such services are acquired independently of the Software licensed hereunder, and that provision of such services is not essential to the functionality of such Product.

The laws of the Province of Ontario, to the extent permitted, excluding its conflicts-of-law rules, govern this Agreement and the license. As noted above, use of the Software is subject to other local, provincial, national, and international laws. You expressly agree that exclusive jurisdiction for any claim or dispute with the Company or relating in any way to the License (excepting any dispute relating to intellectual property rights) resides in the courts of Ontario and you further agree and expressly consent to the exercise of personal jurisdiction in the courts of Ontario, to the extent permitted, in connection with any such dispute including any claim involving AOL or its affiliates, subsidiaries, employees, contractors, officers, directors, agents, third party telecommunication, software and content providers. Unless otherwise agreed in writing, all disputes relating to this Agreement shall be subject to final and binding arbitration in the Province of Ontario, under the auspices of an arbitrator mutually agreed upon by Licensee and Licensor and failing which a court appointed arbitrator, with the losing party paying all costs of arbitration. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods.

You agree to abide by Canadian, U.S. and other applicable export control laws and not to transfer, by electronic transmission or otherwise, any content or software subject to restrictions under such laws to a national destination prohibited under such laws, without first obtaining, and then complying with, any requisite government authorization. This assurance and commitment shall survive termination of this agreement.


PRIVACY POLICY

We are committed to protecting your personal privacy. These Principles of Privacy summarize and clarify that commitment: how we safeguard your privacy, how we treat personal information, and what choices you have.


1. WE DO NOT GIVE OUT YOUR TELEPHONE NUMBER, CREDIT CARD OR BANKING INFORMATION OR USER NAMES, UNLESS YOU AUTHORIZE US TO DO SO. WE GIVE YOU THE OPPORTUNITY TO CORRECT YOUR PERSONAL CONTACT AND BILLING INFORMATION AT ANY TIME.

When you register for your License, we ask you for your name, address, telephone number, and billing information -- including the credit card used to pay for your account -- and other relevant information. Here is how we protect that information:

  • The Company will not give out your telephone number, or e-mail addresses without express authorization. We will not give out your credit card number unless you authorize it. We will not give out information that would link your email address with your actual name.
  • We may also collect and use other information for internal purposes to serve you better. For example, we keep records in your account history of your complaints, your contact with customer support, and any reported violations of this Agreement or other terms of use that you or someone on your account or email addresses may have committed.
  • We have two exceptions to these policies: We will release necessary information about your account only to comply with valid legal process such as a search warrant, subpoena or court order, or in special cases such as a physical threat to you or others.
  • We provide you with the opportunity to update or correct your contact and billing information that we have on file. Just as you want to make sure that information the Company has about you is accurate, we want to keep only the most up-to-date information about your account. Therefore, whenever you believe that your contact or billing information needs updating, you can update your information online at nitro.netscape.ca/myaccount

2. WE USE SECURE TECHNOLOGY, PRIVACY PROTECTION CONTROLS AND RESTRICTIONS ON EMPLOYEE ACCESS IN ORDER TO SAFEGUARD YOUR PERSONAL INFORMATION.

We use state-of-the-art technology to keep your personal information including your billing and account information -- as secure as possible. We also have put in place privacy protection control systems designed to ensure that your personal data remain safe and private.

Each and every Company employee must abide by our privacy policy. Only authorized Company employees are permitted to have access to your personal information and such access is limited by need. For example, if you call our customer support department with a concern or complaint, the representative is allowed to access only the personal information that he or she needs to address your concern. In addition, any company with which the Company contracts to be our agent in conducting our business is required to adhere to confidentiality agreements to ensure that your information remains safe and secure.

All Company employees are required to acknowledge that they understand and will comply with this privacy policy. Employees who violate our privacy policies are subject to disciplinary action, up to and including termination.

We strongly encourage our content, commerce and advertising partners to post clearly their own privacy policies and to have privacy control systems in place to protect your personal information. Be sure to review their privacy policies and contact them directly if you have any questions.


3. WE WILL KEEP YOU INFORMED, CLEARLY AND PROMINENTLY, ABOUT WHAT WE DO WITH YOUR PERSONAL INFORMATION, AND WE WILL ADVISE YOU IF WE CHANGE OUR POLICY.

A key part of the Company's commitment to protecting your privacy is explaining to you how we may use your personal information. This privacy policy serves that purpose, and it is accessible online through several means. When you register for the License, you are presented with our privacy policy and should familiarize yourself with this and all other applicable policies offered at that time. In addition, this policy is easily located at nitro.netscape.ca/privacy whenever we change our policy; we will give you 30 days' notice of those changes through prominent disclosures, including notification on our front screen. If policy changes are substantial, we will notify each of our members individually through e-mails.

If you'd like to comment on or have questions about our privacy policy, or if you have a concern or policy violation you wish to report, email us at privacy@netscape.ca. Please direct all other inquiries, requests and any complaints about this privacy policy and the Company's personal information handling practices and policies in writing to our designated Director of Privacy, AOL Canada Inc., 55 St. Clair Avenue West, Suite 700, Toronto, Ontario M4V 2Y7 or by fax to: (416) 960 6560 or via e-mail: privacy@netscape.ca.

IF YOU DO NOT AGREE TO THIS AGREEMENT OR TO THESE TERMS OF SERVICE, PLEASE CONTACT OUR CUSTOMER SUPPORT LINE AT 1-866-NETSCAPE (638-7227) TO CANCEL YOUR ACCOUNT.