SUBSCRIPTION AGREEMENT

SUBSCRIPTION TO THIS SOFTWARE IS SUBJECT TO THE TERMS SET FORTH BELOW, INCLUDING BUT NOT LIMITED TO FEES, TERM OF AGREEMENT, SOFTWARE LICENSE TERMS, TERMS OF USE, CUSTOMER REPRESENTATIONS AND WARRANTY STATEMENT.

1. DEFINITIONS

a. "Software" means My Scale Net, Inc.'s MyScaleNet.com Software with the current functionality provided by My Scale Net, Inc. It also includes any accompanying instructions, documentation, technical data, images, and other related materials.

b. "Use" means storing, loading, installing, executing, or displaying the Software on a single device, and use of the Software by way of My Scale Net, Inc.'s server.

c. "Product" means the downloadable/accessible Software product and its documentation as built at the time of the download.

d. "License" means the Software license grant and general license terms set forth herein.

e. "Terms of Use" means any and all prohibitions and restrictions on Use, including any activities engaged in by way of My Scale Net, Inc.'s server.

f. "Term of Agreement" means the period from the date a subscription is purchased to the date of termination by either the user or My Scale Net, Inc.

g. "Subscriber" (sometimes referred to as "you") means the individual or entity who purchases the subscription under this Agreement.

h. "Customer" means Subscriber and any entity or individual who uses the Software through Subscriber's subscription.

i. "This Agreement" means this entire Software Subscription and License Agreement.

j. "Reissue" means a product similar to the original Product downloaded, but updated to include those features and fixes that are included in the current release.

k. "Upgrade" means a new release of the Product that includes a substantial new facility or capability.

2. SUBSCRIPTION TERMS
a. As part of this subscription, Subscriber receives a License as described below. My Scale Net, Inc. will provide updates to the Software, such as correction of "bugs" and certain limited improvements to existing functionality of the Software as My Scale Net, Inc. may choose to provide. The subscription does not automatically include the right to receive any Upgrades, Reissues or new product releases by My Scale Net, Inc. My Scale Net, Inc. will in its own discretion determine whether and on what terms any Upgrade, Reissue or new product release will be made available to existing Subscribers.

b. The subscription entitles Customer to receive limited support as posted at www.My Scale Net.com at the time this Agreement becomes effective.

c. My Scale Net, Inc. charges a monthly fee of $150.00 or an annual fee of $1800.00 for the Subscription. If you purchase this subscription, you are authorizing My Scale Net, Inc. to immediately bill your credit card or ACH your checking account for the first monthly or annual fee and to bill your credit card or debit your checking account each month or year thereafter in approximately 30 day or 365 day intervals. If for any reason any of our charges for these fees are rejected or refused by your credit card issuer, this Agreement and your subscription and license to Use the Software will automatically terminate without notice. It is your sole responsibility to ensure that payment is made and to notify My Scale Net, Inc. (via support@Myscalenet.com) of any different billing instructions if you cancel or wish to change the credit card for our billing purposes.

d. My Scale Net, Inc. will discontinue billing your credit card for any months (or years) after the month (or year) in which termination occurred. We will not pro-rate or refund any fees paid for the month (or year) in which termination occurred.

e. My Scale Net, Inc. may terminate the subscription and Software License immediately without prior notice for failure to comply with any terms of this Agreement, including Software License terms or Terms of Use. Immediately upon termination, Customer will no longer have any right to Use the Software.

f. Subscriber may not assign or transfer this Agreement. Any such attempted assignment or transfer will be null and void. My Scale Net, Inc. may terminate this Agreement in the event of any such attempted assignment or transfer.

g. By accepting this Agreement and purchasing this Subscription, Subscriber represents and warrants that, if a natural person, Subscriber is at least 18 years of age and/or is otherwise legally able to enter into a binding contract.

h. Cancellation may be effected by following the procedures posted on our Web Site (www.MyScaleNet.com) at the time you wish to cancel.

3. LICENSE GRANT AND TERMS

a. During the Term of Agreement, subject to continuing payment of monthly fees as set forth herein and to compliance with Terms of Use and the Software License, Subscriber will have a license that entitles a single user to download and Use the Software. If Subscriber allows another individual to download or Use the Software, Subscriber will be liable for compliance with this Agreement, and for any violations by that user of the Terms of Use or Software License.

b. The Software is owned, patented and copyrighted by My Scale Net, Inc. or by third party suppliers. The Software License confers no title or ownership and is not a sale of any rights in the Software. Customer is granted only the right to Use the Software without right of sublicense.

c. Customer must retain all patent, copyright notices and other proprietary legends in or on the original Software. Customer may not remove from the Software, or alter, any of the My Scale Net, Inc. trademarks, trade names, logos, patent or copyright notices or markings, or add any other notices or markings to the Software. Customer may not copy the Software onto any public or distributed network.

d. Customer may not modify, reverse engineer, disassemble, decompile or otherwise attempt to access or determine the source code of the Software, copy, reproduce or distribute the Software in any way in whole or in part or create any derivative work based on the Software. Any use of these materials on any other website or networked computer environment for any purpose is prohibited. The Software is copyrighted and any unauthorized use of it is prohibited. If Customer breaches breach any of these terms, the License to Use the Software automatically terminates and Customer must immediately destroy any downloaded or printed materials.

e. Customer may not export or re-export this software or any copy or adaptation in violation of any applicable laws or regulations.

f. Customer agrees that Software contains proprietary information including trade secrets, knowhow and confidential information that is the exclusive property of My Scale Net, Inc. During the period this Agreement is in effect and at all times after its termination, Customer and its employees and agents shall maintain the confidentiality of this information and not sell, license, publish, display, distribute, disclose or otherwise make available this information to any third party nor use such proprietary information concerning the Software, including any flow charts, logic diagrams, user manuals and screens, to persons not an employee of Customer without the prior written consent of My Scale Net, Inc.

4. DISCLAIMERS AND LIMITATIONS

a. To the extent allowed by law, this software and the access to our server are provided to you "as is" without warranties or conditions of any kind, whether oral or written, express or implied, My Scale Net, Inc. Specifically disclaims any implied warranties or conditions of merchantability, satisfactory quality, non-infringement, title, accuracy of informational content, and fitness for a particular purpose, the entire risk as to the results and performance of the software is assumed by you. No oral or written information or advice given by My Scale Net, Inc or My Scale Net, Inc authorized representatives shall create a warranty. My Scale Net, Inc. Does not represent that its server will be available at all times or will be functioning properly when you or others wish to access the functionality of the software. Our server may be unavailable at times for maintenance or for a variety of other reasons. We are not liable to you for any periods of unavailability and you will not be entitled to any refunds for those periods when the server is not available or is not functioning properly. Some jurisdictions do not allow exclusions of implied warranties or conditions, so the above exclusion may not apply to you to the extent prohibited by applicable laws.

b. Except to the extent prohibited by law, in no event will My Scale Net, Inc. Or its subsidiaries, affiliates, directors, officers, employees, agents, contractors or suppliers be liable for direct, indirect, special, incidental, consequential, punitive, or other damages (including lost profit, lost data, or downtime costs), arising out of the use, inability to use, or the results of use of the software, whether based in warranty, contract, tort or other legal theory, and whether or not My Scale Net, Inc. Was advised of the possibility of such damages. My scale net, Inc.'s and its suppliers' entire liability and your exclusive remedy shall be, at My Scale Net, Inc.'s option from time to time exercised subject to applicable law, (a) return of the price paid (if any) for the product, or (b) repair or replacement of the product.

c. Note, except to the extent allowed by local law, these warranty terms do not exclude, restrict or modify, and are in addition to, the mandatory statutory rights applicable to the license of the software to you; provided, however, that the convention on contracts for the international sale of goods is specifically disclaimed and shall not govern or apply to the software provided in connection with this warranty statement.

d. My Scale Net, Inc. Does not promise that the software will function on or be compatible with your device. My Scale Net, Inc does not promise or warrant that your device will be compatible with the functionality available through our server. It is customer's sole responsibility to ensure that customer's device and internet access are compatible with the software and the server functionality.

5. TERMS OF USE

a. As a condition of Use of the Software, Customer may not Use the Software for any purpose that is unlawful or prohibited by these Terms of Use. We reserve the right to suspend or terminate this Subscription if the Software is used for an unauthorized purpose.

b. Customer agrees not to use the Software or the Subscription to interfere with or disrupt servers or networks connected to the Software.

6. GENERAL PROVISIONS

a. This Agreement and any disputes arising hereunder shall be governed by the laws of the State of Idaho, without regard to conflicts of laws principles. Customer hereby expressly consents to the jurisdiction and venue in Twin Falls, Idaho over any disputes arising from or related in any manner to this Agreement. The parties hereby expressly exclude the application of the U.N. Convention on Contracts for the International Sale of Goods to the Agreement.

b. If any term or provision herein is determined to be illegal or unenforceable, the validity or enforceability of the remainder of the terms or provisions herein will remain in full force and effect. Failure or delay in enforcing any right or provision of this Agreement shall not be deemed a waiver of such right or provision with respect to any subsequent breach. Provisions herein which by their nature extend beyond the termination of any license of Software will remain in effect until fulfilled.

c. This Agreement is the final, complete and exclusive agreement between the parties relating to the subject matter hereof, and supersedes any previous communications, representations or agreements between the parties, whether oral or written, regarding transactions hereunder. Customer's additional or different terms and conditions will not apply. This Agreement may not be changed except by an amendment signed by an authorized representative of each party.

SOFTWARE LICENSE AGREEMENT

Article 1 - My Scale Net, Inc. software license agreement: by purchasing or using any my scale net software, you agree to, and fully accept the terms and conditions stated below in a legally binding manner. If you are obtaining the software as defined below on behalf of a company, you represent that you are duly authorized to represent the company and accept the terms and conditions of the agreement on behalf of the company. A binding contract is then formed between my scale net and the company in accordance with the terms of this agreement. You personally agree not to commit or encourage any violation of our agreement with the company. If the company you represent, or you, do not fully agree to all terms and conditions of this agreement, do not purchase, download or install the software.

Article 2 - Proprietary rights and conditions: all right, title and interest including, but not limited to, copyright and other intellectual property rights in and to the software are owned by my scale net. Such rights are protected by united states copyright laws, other applicable copyright laws, and international treaty provisions. My Scale Net, Inc. retains all rights not expressly granted herein. Ecommerce-carts software or any portion thereof, can not be redistributed or resold. The software, including any modified versions, cannot be resold or offered as a service. This license does not grant any reseller privileges. The copyright of the original code remains with My Scale Net, Inc.. My Scale Net, Inc. reserves the right to refuse permission to use this software product to any individual or company for any reason, and may do so without notice.

Article 3 - Licenses: software licenses are only valid when registered to a domain/url. Each copy of the software must have it's own separate license and be registered with My Scale Net, Inc..

Article 4 - Disclaimer of warranties: to the extent allowed by local law, this software is provided to you "as is" without warranties or conditions of any kind, whether oral or written, express or implied. My Scale Net, Inc. specifically disclaims any implied warranties or conditions of merchantability, satisfactory quality, non-infringement and fitness for a particular purpose.

Article 5 - Limitation of liability: except to the extent prohibited by local law, in no event will My Scale Net, Inc., or it’s employees or officers be liable for direct, special, incidental, consequential or other damages (including lost profit, lost data, or downtime costs), arising out of the use, inability to use, or the results of use of the software, whether based in warranty, contract, tort or other legal theory, and whether or not advised of the possibility of such damages. Your use of the software is entirely at your own risk. Should the software prove defective, you assume the entire cost of all service, repair or correction.

Article 6 - Return policy: downloaded software cannot be returned for a refund. Should you experience a problem with any software purchased, my scale net offers support services to assist with all technical issues. This is the industry standard. Opened or downloaded software cannot be returned for a refund. Software is too easily copied.

Article 7 - Upgrades you must make every attempt to safeguard your data during installation or upgrades. My Scale Net, Inc. does not assume responsibility for loss of data. Hard drives and all other data should be backed up at regular intervals. All data should always be backed up before any installation or upgrade is implemented. My Scale Net, Inc. is not responsible for any loss of data. Installation Terms and Conditions

Article 8 - My Scale Net, Inc. installation terms and conditions: when you choose to have My Scale Net perform any installation or services, you accept the terms and conditions stated below in a legally binding manner.

Article 9 - My Scale Net software installations: My Scale Net, Inc. will install our software to your local PC via CD or USB driver. Our engineers will test the installation and the software. Installation includes basic configuration only. After we determine that the installation was successful and the software functioning properly, technical support is provided at regular support service rates. There are no refunds on any software or services provided by My Scale Net.

Article 10 - Hard drive and or data loss: while My Scale Net, Inc. will make every effort to safeguard data during installation, upgrade and support service, we do not assume responsibility for loss of data. Hard disks and all data should be backed up on a regular basis and should always be backed up before my scale net is called or emailed for service, installation or upgrade. We are not responsible for any loss of data. General disclaimer

Article 11 - General disclaimer: My Scale Net, Inc. neither assumes nor accepts any liability for any loss, damage, misuse, malfunction etc. of your hardware or data or anything else that you, or the company that you represent, own regardless of cause or reason for any such misfortune. My Scale Net, Inc. will not be liable for loss profits, loss of business or other consequential, special, indirect or punitive damages, even if advised of the possibility of such damages, or for any claim by any third party. These policies, terms and conditions may be subject to change without notice.

Article 12 - Attorney's fees: You, or the company that you represent, as set forth in Article 1 above, agrees to pay reasonable attorney fees and any other reasonable fees required to enforce all terms and conditions of this contract. In addition, you, or the company that you represent, as set forth in Article 1 above, agrees to reimburse my scale net any amounts made on behalf of collecting on delinquent payment or required to enforce the terms of this contract.

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