MIND CONTROL SOFTWARE, LLC.

LICENSE AND NON-DISCLOSURE AGREEMENT

FOR BUILD SOFTWARE STILL IN PRODUCTION
NOTICE TO LICENSEE: This License is a legal agreement concerning the review and
use of the Build Software for a limited purpose between you as "Licensee" and Mi
nd Control Software, LLC, (hereinafter "MCS") the owner of the Build Software.
Review, operation, employment, implementation or use of the Build Software indic
ates your complete and unconditional acceptance of the terms and conditions set
forth in this Agreement. The License Granted hereunder becomes effective immed
iately.
1. GRANT OF LICENSE TO REVIEW BUILD SOFTWARE.
The game Software for the game informally referred to as "this build" that you h
ave received from MCS, and are reviewing, installing, downloading, accessing, or
using in connection with this Agreement, including any updates, modifications,
revisions, copies, and documentation (collectively referred to as the "Build Sof
tware"). The Build Software is Non-Public and Highly Secret, has not been relea
sed to the general public and is still in production. Consequently, all feature
s, components and ideas associated with the Build Software are considered highly
confidential and the "trade secrets" of MCS. MCS maintains exclusive right, ti
tle and interest in and to all of the Build Software and reserves all rights the
rein not expressly granted in this Agreement to Licensee. MCS GRANTS TO USER F
OR THE LIMITED PURPOSE OF REVIEWING THE BUILD SOFTWARE, AND RUNNING THE GAME IN
ORDER TO PROVIDE COMMENT, FEEDBACK, CRITIQUE, AND SUGGESTIONS FOR IMPROVEMENT TO
MCS ON A HIGHLY CONFIDENTIAL BASIS, A NON-TRANSFERABLE, NON-EXCLUSIVE, LICENSE
TO REVIEW, INSTALL, RUN AND USE THE BUILD SOFTWARE PURSUANT TO THE TERMS AND CON
DITIONS SET FORTH IN THIS AGREEMENT. THIS IS A NON-COMMERCIAL LICENSE FOR REVIE
W ONLY AND LICENSEE SHALL NOT DISTRIBUTE THE BUILD SOFTWARE.
2. LICENSE RESTRICTIONS.
Licensee may only use the Build Software (1) in a machine-readable object-code f
orm, (2) for Licensees personal use, and (3) on a single computer. Licensee may n
ot make any back-up copies of the Build Software except in order to provide MCS
with feedback and comment about the functionality of the Build Software. Licens
ee shall not discuss the Build Software with any third party. Licensee shall no
t publish its opinion(s), review(s), and/or any information whatsoever with to t
hird parties. Licensee shall not transfer any backup copy to any third party.
Licensee may not decompile, reverse-assemble, reverse-engineer or, in any manne
r, alter or modify the Build Software except for the express purpose of providin
g feedback and comment to MCS on the functionality of the Build Software. Licens
ee shall not make the Build Software available to any third party and shall take
appropriate and reasonable steps to protect the Build Software from theft or di
sclosure. Licensee shall not integrate the Build Software with any other softw
are. If any violation of this provision is discovered by MCS, this license may
be automatically revoked and terminated immediately. The unauthorized copying of
the Build Software or printed documentation, in whole or in part, and the acqui
sition and use of unauthorized copies may be both criminal and civil offenses fo
r which MCS may take legal action.
3. TERM OF LICENSE.
The license granted herein is effective until terminated by MCS. MCS may termin
ate this Agreement and the license granted hereunder at any time and for any rea
son or no reason at all. Licensee may terminate this Agreement by providing wri
tten notice to MCS of such termination, and by returning to MCS all information
and documentation concerning the Build Software together with all copies of the
Build Software provided to Licensee from MCS, and by proving the destruction of
all installed Build Software copies by sufficient evidence. Licensee agrees, up
on such termination or at the request of MCS, to destroy all Build Software copi
es in its possession.
4. INTELLECTUAL PROPERTY RIGHTS.
The Build Software, any and all concepts, ideas and designs articulated by MCS i
n connection with the Build Software, and any backup copies are the intellectual
property of and are owned by MCS. The design features, concepts, structure, or
ganization, and code of the Build Software are the valuable trade secrets and co
nfidential information of MCS. The Build Software is protected by copyright law
s, including without limitation, United States Copyright law, international trea
ty provisions and applicable laws in the country in which it is being used. Thi
s Agreement does not grant Licensee any rights in the Build Software or any of t
he documentation related thereto. All rights not expressly granted herein are re
served by MCS.
5. NON-DISCLOSURE AND NON-USE OF BUILD SOFTWARE.
Licensee shall not use, in whole or in part, for its own benefit any of MCSs Trad
e Secrets or Confidential Information, without the prior written consent of MCS.
Licensee shall not disclose the contents of any discussions which it has with M
CS concerning the Build Software or any concept set forth therein, to any third
party without the prior written consent of MCS. Licensee acknowledges that MCSs
Confidential Information and/or Trade Secrets in the Build Software are of speci
al, unique and intellectual proprietary nature, which gives it a peculiar value,
the loss of which cannot be reasonably or adequately compensated for in damages
in an action at law, and that any breach of the obligations under this Agreemen
t will cause MCS irreparable injury and damage. In the event that Licensee breac
hes any of the provisions contained in this Agreement, MCS shall be entitled to
immediate injunctive and other equitable relief, in addition to, any other right
s and remedies available to it.
6. GENERAL PROVISIONS
A. This Agreement contains the entire agreement between the parties here
to with respect to the subject matter hereof. Each party hereto acknowledges tha
t he or it has not relied on any representations or promises except as set forth
herein. This Agreement shall not be modified, supplemented, or amended except by
a subsequent written document executed by the parties hereto.
B. This Agreement shall be binding upon and inure to the benefit of the
parties hereto and their respective employers, agents, heirs, executors, adminis
trators, insurers, successors, and assigns.
C. This Agreement shall be governed by and construed under and pursuant
to the laws of the State of California, and all federal actions shall be heard i
n the Ninth Circuit Court in the Northern District of California. If any lawsuit
, litigation, or action at law or in equity is brought in any court or other for
um by any party hereto to interpret or enforce any of the provisions of this Agr
eement, the litigation shall be brought in the County of Marin, the prevailing p
arty therein shall be entitled to recover in addition to all other relief the re
asonable amount of attorneys fees incurred thereby in such litigation which amoun
t may be fixed by the court or other trier of fact in the same action or in a se
parate action brought for that purpose.
D. Each of the persons who signs this Agreement warrants and represents
that he/she is competent and authorized to sign and enter into this Agreement on
behalf of the party for whom she purports to sign.
BY CLICKING THE BOX BELOW - LICENSEE ACCEPTS THIS LICENSE AND ALL TERMS AND COND
ITIONS SET FORTH HEREIN.