License Agreement

This License provides the terms and conditions under which NetLibrary, Inc. ("we" or "us") grants to you the right to use our trade names, trademarks, service names, service marks and logos (the "Marks") in connection with our products and services. By accepting this License, you agree to the following.

We grant to you the non-exclusive, royalty-free, non-transferable, revocable license to display and use the Marks within your web site and in promotional materials as described in the NetLibrary eBook Tool Kit (the "Tool Kit") solely in connection with NetLibrary's eBooks and NetLibrary products and services. You may only use the Marks for these authorized purposes.

After you have accepted this License, you may exhibit and display the Marks as described in the Tool Kit provided that your use must conform to the provisions of the Tool Kit and the Trademark Guidelines included in the Tool Kit. You will not edit, alter, or modify any of the Marks (including the size, color, quality or style of the Marks). You understand that we may change, eliminate or discontinue your use of the Marks at any time in our sole discretion.

You will not, directly or indirectly, take any other action that might adversely affect the distinctive quality of our Marks, our public image or the widespread acceptance associated with our Marks and our products and services. We will have the right to review and approve the manner in which the Marks are displayed on your website. You will include with your display of the Marks, all credits and copyright and trademark notices as set forth in the Tool Kit and the Trademark Guidelines.

We are the sole owner of the Marks including all copyrights, trademarks, trade names, service marks and other proprietary rights. All uses of our Marks will inure solely to our benefit. Nothing in this License gives you any right, title or interest in the ownership of the Marks. You disclaim any right, title or interest in or to the Marks and will not dispute the validity or ownership of the Marks. Should you develop or acquire any rights in the Marks as a result of this License, you transfer those rights to us.

We may terminate this License granted here at any time, for any reason by providing you with written notice. You may terminate this License at any time for any reason by providing us with written notice. Upon termination of your rights under this License, you will immediately discontinue all uses of the Marks and you shall not use an imitation, likeness or variation of any Mark or part of a Mark. The term of this License will begin when you have clicked on the "accept" button below and continue for a term of one year. This License shall automatically renew for successive one-year terms unless terminated.

You will have no obligation to enforce, monitor or police the use of the Marks by any third party. We will have the exclusive right to enforce our rights in the Marks and any enforcement shall be conduct at our sole discretion.

We may modify any of the terms and conditions contained in this License, at any time and in our sole discretion by posting a change notice or a new License on the web site of the Tool Kit. If any change is unacceptable to you, your only recourse is to terminate this License. Your continued participation in the program following our posting of a change notice or new License on the Site will constitute binding acceptance of the changes.

You may not assign the rights and licenses granted herein without our prior written consent. This License and the Tool Kit contain the entire agreement between us and you relating to the subject matter hereof. Nothing in this License will create any partnership, joint venture, franchise, representation or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your website or otherwise, that reasonably would contradict anything in this License. If any provision of this License is held invalid, unenforceable or illegal for any reason, that provision will be deemed to apply only to the maximum extent permitted by law, and the remainder of this License will remain valid and enforceable in accordance with its terms. The validity and effect of this License shall be governed by the laws of the State of Colorado, without regard to its conflicts of law rules. The provisions in this paragraph and relating to our ownership of the Marks will survive the termination of this License.