MOVICHA
End User License Agreement

IMPORTANT – PLEASE READ CAREFULLY: This End User License Agreement (“Agreement” or “EULA”) constitutes a valid and binding agreement between MOVICHA, INC (“MOVICHA”) and you (either an individual or a single entity) for the use of the MOVICHA Application and Services, as those terms are defined below. You must enter into this agreement in order to install and use such MOVICHA Application.

NO 911 OR EMERGENCY SERVICE: You acknowledge and understand that MOVICHA does NOT currently allow you to access any 911 or similar emergency services (no traditional 911, E911, or similar access to emergency services). You should always have an alternative means of accessing 911 or similar emergency services. Please inform others who use your MOVICHA that they must access these emergency numbers through a traditional landline or mobile phone. MOVICHA is not intended to replace your primary phone service, such as traditional landline or mobile phone.

This Agreement sets forth the rights and obligations of the parties associated with your use of the MOVICHA product. You understand that you are entering into a legally binding agreement and representing and warranting that you are at least 18 years of age or possess legal parental or guardian consent, either by (1) clicking on the "I Accept" button below and/or (2) downloading or using the MOVICHA product. You agree to accept notices sent electronically, including but not limited to, email messages sent to the current email address of your account and notices posted on the Website.

BY INSTALLING AND USING THE MOVICHA APPLICATION, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU MAY NOT INSTALL OR USE THE MOVICHA APPLICATION.

THE MOVICHA APPLICATION AND SERVICES ARE NOT INTENDED FOR USE BY OR AVAILABILITY TO PERSONS UNDER THE AGE LIMIT OF ANY JURISDICTION WHICH RESTRICTS THE USE OF INTERNT-BASED APPLICATIONS AND SERVICES ACCORDING TO AGE. IF YOU RESIDE IN SUCH A JURISDICTION AND ARE UNDER THAT JURISDICTION’S AGE LIMIT FOR USING INTERNET-BASED APPLICATIONS OR SERVICES, YOU MAY NOT DOWNLOAD, INSTALL OR USE THE MOVICHA APPLICATION.

THE MOVICHA APPLICATION AND SERVICES ARE NOT INTENDED FOR USE BY OR AVAILABILITY TO PERSONS UNDER THE AGE LIMIT OF ANY JURISDICTION WHICH RESTRICTS THE USE OF INTERNT-BASED APPLICATIONS AND SERVICES ACCORDING TO AGE. IF YOU RESIDE IN SUCH A JURISDICTION AND ARE UNDER THAT JURISDICTION’S AGE LIMIT FOR USING INTERNET-BASED APPLICATIONS OR SERVICES, YOU MAY NOT DOWNLOAD, INSTALL OR USE THE MOVICHA APPLICATION.

YOU ARE NOT ALLOWED TO USE THE MOVICHA APPLICATION IN TERRITORIES WHERE OFFERING OR USING SUCH SERVICES IS FORBIDDEN BY LAW. BY AGREEING TO THE EULA, YOU WILL EXPLICITYLY STATE THAT YOU HAVE VERIFIED IN YOUR OWN TERRITORY IF THE OFFERING AND USE OF SUCH APPLICATION IS ALLOWED.

YOU ARE NOT ALLOWED TO USE THE MOVICHA APPLICATION IN ANY COUNTRY THAT UNITED STATES HAVE PLACED SANCTIONS. BY DOWNLOADING, INSTALLING AND USING MOVICHA APPLICATION, YOU ARE EXPLICITLY STATING AND CERTIFYING THAT YOU ARE NOT A NATIONAL OF CUBA, IRAN, LIBYA, NORTH KOREA, SUDAN, SYRIA, OR ANY COUNTRY TO WHICH UNITED STATES EMBARGOES GOODS.

BY ACCEPTING THIS AGREEMENT YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT THE MOVICHA APPLICATION AND THE SERVICES DO NOT AND ARE NOT INTENDED TO SUPPORT OR CARRY EMERGENCY CALLS TO ANY TYPE OF HOSPITALS, LAW ENFORCEMENT AGENCIES, MEDICAL CARE UNIT OR ANY TYPE OF EMERGENCY SERVICES OF ANY KIND AND THAT MOVICHA, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND NETWORKS SERVICE PROVIDERS ARE NOT LIABLE IN ANY MANNER FOR SUCH CALLS.

BY ACCEPTING THIS AGREEMENT YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT THE MOVICHA APPLICATION AND THE SERVICES DO NOT GUARANTEE SECURITY AND QUALITY OF SERVICE WHILE CONNECTING TO OTHER SIP AND/OR NON-SIP NETWORKS.

EQUIPMENT

The MOVICHA product is designed for use only with the equipment and accessories specified in the website. MOVICHA assumes no responsibility under this Agreement for obtaining or providing such equipment. You are also responsible for obtaining such equipment and ensuring a proper environment and proper utilities for the mobile devices and/or computers on which the software will operate. Any transaction for such equipment and/or IM network is entirely between you and the third party equipment provider, not MOVICHA.

LICENSE GRANT

Subject to the terms of this Agreement, MOVICHA hereby grants you a limited, non-exclusive, personal, non-sublicensable, non-assignable license to download, install and use the MOVICHA Application, including any documentation from the MOVICHA’s Web Site, updates and upgrades provided to you (collectively, the “MOVICHA Application”) onto a mobile device and/or computer for your sole use to install, interact with and utilize the MOVICHA Application, including the content and features contained therein. The MOVICHA Application may only be used in connection with the Services.

You are not allowed to redistribute the Application, and following shall apply (i) do not modify the Application; (ii) do not remove any proprietary notices from the Application; (iii) notify MOVICHA in writing via email to promotion@movicha.net of your intentions to promote or distribute the MOVICHA Application; (iv) clearly indicate that the Application originates from MOVICHA and if published on a Web Site, include a link to www.movicha.com and a link to the download location of the Application; (v) constantly monitor www.MOVICHA.com in order to ensure that you are distributing the latest stable version; and (vi) do not distribute the Application for any (commercial) gain, including but not limited to including the Application in any commercial Application bundle.

LICENSE RESTRICTIONS

Notwithstanding anything to the contrary, you may not: (i) remove any proprietary notices from the Services, MOVICHA Application or any copy thereof; (ii) cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling or disassembling or hacking of the MOVICHA Application and the Services; (iii) sell, assign, rent, lease, act as a service bureau, or grant rights in the MOVICHA Application or Services, including, without limitation, through sublicense, to any other entity without the prior written consent of MOVICHA, with the exception of the right to redistribute the Application in accordance with the terms as mentioned in section LICENSE GRANT (b) above; (iv) export or re-export the MOVICHA Application in violation of any applicable export laws; (v) use the MOVICHA Application or Services for any commercial purpose (other than as an end user who is a member of a commercial entity) or the benefit of any third party or charge any person for the use of the MOVICHA Application; or (vi) use the MOVICHA Application or Services in any way that would violate any applicable law, regulation or ordinance; (vii) collect any information or communication about the users of the MOVICHA Application or Services by monitoring, interdicting or intercepting any process of the MOVICHA Application; or (viii) use any type of virus, worm, Application lock, packet-sniffer, Trojan-horse routing, or any other codes or instructions that are designed to be used to provide a means of secret or unauthorized access or that are designed to distort, delete, damage or disassemble the MOVICHA Application or the Services; and (iv) not use the Services to modify, delete or damage any information contained on the computers of any users connected to the Services. Further by using MOVICHA you agree to the following: (i) Use the Product only through the interfaces and protocols provided by or authorized by MOVICHA; (ii) Not transmit information over the Website that infringes the rights of others or is harmful, abusive, racially or ethnically offensive, vulgar, obscene, sexually explicit, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, libelous, threatening, or in a reasonable person's view, objectionable; (iii) Not use the Product to transmit or send unsolicited bulk communications, including e-mail or instant messages or authorize, enable, or encourage others to do the same unsolicited bulk communications; (iv) Not use the Product in a way that prevents or inhibits another user from enjoying the Product; (v) Not obtain the communications protocol for accessing the Product; (vi) Not remove, obscure or alter any notices or indications of any intellectual property rights, including trade marks, copyrights, or patents, or any electronic notices; (vii) Not interfere with, or attempt to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the Product servers. Furthermore, you may not use the MOVICHA Application or Services to develop, generate, transmit or store information that: (A) infringes any third party’s intellectual property or other proprietary right; (B) is defamatory, harmful, abusive, obscene or hateful; (C) in any way obstructs or otherwise interferes with the normal performance of another person’s use of the MOVICHA Application or Services, (D) performs any unsolicited commercial communication not permitted by applicable law; (E) is harassment or a violation of privacy or threatens other people or groups of people; and (F) impersonates any other person, or steals or assumes any person’s identity (whether a real identity or online nickname or alias). You are solely responsible for your own instant messages (IM), voice and video chat including without limitation text, files, video, audio, images, photos, and any other content or material and the consequences of sending/sharing them.

The MOVICHA Application and Services contain proprietary, confidential and trade secret information owned by MOVICHA, and you agree to take reasonable steps at all times to protect and maintain the confidentiality of such information.

The MOVICHA Application and Services may be incorporated into, and may incorporate, technology, Application and Services owned and controlled by third parties. MOVICHA emphasizes that it will only incorporate such third party Application for the purpose of (i) adding new or additional functionality or (ii) improving the technical performance of the MOVICHA Application and Services. Any other third party Application which could be distributed together with MOVICHA will be subject to you explicitly accepting a license agreement with this third party. Use of such third party Application or services is subject to the terms and conditions of the applicable third party license agreements, and you agree to look solely to the applicable third party and not to MOVICHA to enforce any of your rights.

All modifications or enhancements to the MOVICHA Application and Services remain the sole property of MOVICHA. You understand that MOVICHA, in its sole discretion, may modify or discontinue or suspend your right to access any of its Services or use any of the MOVICHA Application at any time, and may at any time suspend or terminate any license hereunder and disable any MOVICHA Application you may already have accessed or installed without prior notice. MOVICHA reserves the right to add additional features or functions to the MOVICHA Application. You acknowledge and agree that MOVICHA has no obligation to make available to you any subsequent versions of its Applications.

Paid Services: This Agreement applies to downloading, installing and using the MOVICHA Software. The use of any additional paid services which may be offered by MOVICHA or its affiliates, is subject to this EULA.

PRIVACY

MOVICHA is committed to respecting your privacy and the confidentiality of your personal data. MOVICHA does not collect any communication contents such as calls or Instant Messages unless requested by law enforcement agencies. To get more details on the Privacy Policy, please visit MOVICHA’s Web Site www.MOVICHA.com.

INDEMNITY

You agree to indemnify, hold harmless and defend MOVICHA, its officers, directors, employees, agents and network service providers at your expense, against any and all third-party claims, actions, proceedings, and suits and all related liabilities, damages, settlements, penalties, fines, costs and expenses (including, without limitation, reasonable attorneys’ fees and other dispute resolution expenses) incurred by MOVICHA arising out of or relating to your (a) violation or breach of any term of this Agreement or any policy or guidelines referenced herein, (b) intentional or negligent violation of any applicable laws, (c) violation of any rights of any third party, or (d) use or misuse of the MOVICHA Application and/or Services.

INTELLECTUAL PROPERTY RIGHTS

The MOVICHA Application and Services contain proprietary and confidential information of MOVICHA, including copyrights, trade secrets and trademarks contained therein, which are protected by copyright laws, trademark laws as well as other (intellectual property) laws. Title to and ownership of the MOVICHA Application, including without limitation all intellectual property rights therein and thereto, are and shall remain the exclusive property of MOVICHA and its suppliers, and except for the limited license to use the MOVICHA Application granted to you, MOVICHA reserves all right, title and interest in and to the MOVICHA Application. You shall not take any action to jeopardize, limit or interfere with MOVICHA’s intellectual property rights and/or ownership of and rights with respect to the MOVICHA Application and Services. You are not permitted to remove from or change in MOVICHA Application any designation or sign concerning or including copyrights, trademarks, trade names or other intellectual property rights, including any indications concerning the confidential nature and secrecy of the MOVICHA Application. You acknowledge that any unauthorized copying or unauthorized use of the MOVICHA Application, Services or intellectual property rights is a violation of this Agreement and copyright, trademark and/or other (intellectual property) laws and is strictly prohibited.

U.S. GOVERNMENT RESTRICTED RIGHTS

The Software is commercial within the meaning of the applicable civilian and military Federal acquisition regulations and any supplement thereto. If the user of the Software is an agency, department, employee, or other entity of the United States Government, the use, duplication, reproduction, release, modification, disclosure, or transfer of the Software, including technical data or manuals, is restricted by the terms, conditions and covenants contained in this Agreement. In accordance with Federal Acquisition Regulation 12.212 for civilian agencies and Defense Federal Acquisition Regulation Supplement 227.7202 for military agencies, the use of the Software is further restricted by this Agreement.

PAYMENT

You agree to pay all fees and other charges, including applicable taxes, for the MOVICHA and any services offered by MOVICHA.

a) Price. iMOVICHA application is currently priced at US$ 1.00 including taxes.

b) Payment Methods. MOVICHA shall only accept PayPal® payments for Product and may require additional verifications or information before accepting any order. MOVICHA does not accept debit cards or check cards that require use of a personal identification number as a method of payment.

c) Non-Payment. Should your designated credit card fail to process or accept MOVICHA charges, MOVICHA may, at its sole discretion, terminate this Agreement for non-payment.

d) Price Changes. You acknowledge and agree that MOVICHA has the right to change its prices for the MOVICHA product at any time.

SUBSCRIPTION

In MOVICHA application SUBSCRIPTION is a key part in using the iMovicha Service. User is allowed to create an account which will be valid for 12 months from the time of subscription (account creation). User needs to renew subscription at the end of 12 months to continue to use iMovicha Service.

As part of subscription, user is provided an option to download a laptop Client (Windows XP/Vista or Macintosh) along with the purchase of the iMovicha Mobile Client. User is allowed to access iMovicha service from any of the purchased mobile Client and the selected laptop Client. Subscription for these clients will expire in 12 months from the date of purchase of the mobile client as well.

UPDATES

In MOVICHA’s sole discretion it shall provide you MOVICHA product updates, provided you have paid all applicable fees. Your use of any updates shall be subject to the same terms applicable to the MOVICHA product as set forth under this Agreement. You agree that such updates shall be installed as required by the terms of the applicable guidelines available at the MOVICHA Website.

TERM AND TERMINATION

This Agreement will be effective as of the date you accept this Agreement, thereby expressly agreeing to the terms and conditions set forth herein, and will remain effective until terminated by either party as set forth below.

You may terminate this Agreement at any time, under the conditions provided herein. MOVICHA may terminate this Agreement at any time, with or without cause, by providing notice to you and/or preventing your access to the MOVICHA Application and/or Services.

Upon termination of this Agreement for any reason (i) all licenses and rights to use the MOVICHA Application and the Services shall terminate; (ii) you will cease any and all use of the MOVICHA Application and Services; and (iii) you will remove the MOVICHA Application from all hard drives, networks, and other storage media and destroy all originals and copies of the MOVICHA Application in your possession or under your control. MOVICHA also may permanently or temporarily terminate, suspend, or otherwise refuse to permit your use of the Application and/or Website without notice or liability, if in MOVICHA’s sole determination, you violate any of the Agreement terms.

All provisions which must survive in order to give effect to their meaning shall survive any expiration or termination of this Agreement, including without limitation, all of your representations, warranties and indemnification obligations.

YOUR REPRESENTATIONS AND WARRANTIES

You represent and warrant that (i) you possess the legal right and ability to enter into this Agreement and to comply with its terms, (ii) you will use the MOVICHA Application and Services for lawful purposes only and in accordance with this Agreement and all applicable laws, regulations and policies, (iii) you will not attempt to decompile, reverse engineer or hack the MOVICHA Application or to defeat or overcome any encryption and/or other technical protection methods implemented by MOVICHA with respect to the MOVICHA Application and/or data transmitted, processed or stored by MOVICHA or other users of the MOVICHA Application, (iv) you will not take any steps to interfere with or in any manner compromise any of MOVICHA’s security measures, any other individual’s or entity’s computer and/or otherwise sharing Services, (v) you will always provide and maintain true, accurate, current and complete information as requested by MOVICHA, (vi) you will use the MOVICHA Application feature and functionality such as microphone and speaker control appropriately to your hearing needs (vii) you will only use the MOVICHA Application and Services on a computer on which such use is authorized by the computer’s owner, and (viii) you will not use any automatic or manual device or process to interfere or attempt to interfere with the proper working of the MOVICHA Application or Services, except to remove the MOVICHA Application from a computer of which you are an owner or authorized user in a manner permitted by this Agreement. You may not violate or attempt to violate the security of the MOVICHA Application or Services. MOVICHA reserves the right to investigate occurrences which may involve such violation, and may involve, and cooperate with, law enforcement authorities in prosecuting users who have participated in such violations.

If MOVICHA has reasonable grounds to suspect that your representations and warranties are inaccurate or breached, MOVICHA may terminate this license, deny any or all use of the MOVICHA Application and/or Services, and pursue any appropriate legal remedies.

WARRANTY DISCLAIMER

THE MOVICHA APPLICATION AND SERVICES ARE PROVIDED “AS IS” AND THERE ARE NO WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY MOVICHA, EITHER EXPRESSED, IMPLIED, OR STATUTORY, WITH RESPECT TO THE MOVICHA APPLICATION OR SERVICES, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. MOVICHA FURTHER DOES NOT REPRESENT OR WARRANT THAT THE MOVICHA APPLICATION OR ANY SERVICES WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE, ERROR-FREE, OR WILL OPERATE WITHOUT PACKET LOSS, NOR DOES MOVICHA WARRANT ANY CONNECTION TO OR TRANSMISSION FROM THE INTERNET, OR ANY QUALITY OF CALLS MADE THROUGH THE MOVICHA APPLICATION OR THE SERVICES.

YOU ACKNOWLEDGE THAT THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE MOVICHA APPLICATION AND SERVICES REMAINS WITH YOU TO THE MAXIMUM EXTENT PERMITTED BY LAW.

YOU ACKNOWLEDGE THAT MOVICHA DOES NOT CONTROL OR HAVE KNOWLEDGE OF ANY OF THE AVAILABLE CONTENT SHARED THROUGH THE SERVICES. ALL CONTENT WHETHER PUBLICLY POSTED OR PRIVATELY TRANSMITTED IS THE ENTIRE RESPONSIBILITY OF THE PERSON FROM WHOM SUCH CONTENT ORIGINATED. MOVICHA DOES NOT GUARANTEE THE ACCURACY, INTEGRITY, QUALITY OR LEGALITY OF SUCH CONTENT. YOU MAY BE EXPOSED TO CONTENT THAT IS OFFENSIVE, INDECENT OR OBJECTIONABLE. UNDER ANY CIRCUMSTANCES, MOVICHA WILL NOT BE LIABLE IN ANY WAY FOR THE NATURE OF ANY CONTENT, FOR ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF ANY CONTENT TRANSMITTED VIA THE SERVICES.

AS SOME JURISDICTIONS DO NOT ALLOW SOME OF THE EXCLUSIONS SET FORTH IN THIS SECTION, SOME OF THESE EXCLUSIONS MAY NOT APPLY FOR YOU.

LIMITATION OF LIABILITY

IN NO EVENT SHALL MOVICHA, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR NETWORK SERVICE PROVIDERS BE LIABLE WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY OR STRICT LIABILITY OR OTHER THEORY), FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOSS OF DATA, SERVICE INTERRUPTION, COMPUTER FAILURE OR PECUNIARY LOSS) ARISING OUT OF THE USE OR INABILITY TO USE THE MOVICHA APPLICATION OR THE SERVICES, EVEN IF MOVICHA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOUR ONLY RIGHT WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE MOVICHA APPLICATION AND/OR SERVICES IS TO UNINSTALL AND CEASE USE OF SUCH MOVICHA APPLICATION AND SERVICES.

AS SOME JURISDICTIONS DO NOT ALLOW SOME OF THE EXCLUSIONS SET FORTH IN THIS SECTION, SOME OF THESE EXCLUSIONS MAY NOT APPLY FOR YOU.

ELECTRONIC SIGNATURES

You acknowledge and agree that by clicking on the button labeled “DOWNLOAD”, “ACCEPT” or any check boxes next to such labels or such similar links as may be designated by MOVICHA to download the MOVICHA Application to accept the terms and conditions of this Agreement, you are entering into a legally binding contract. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by this Agreement.

PURSUANT TO ANY APPLICABLE STATUTES, REGULATIONS, RULES, ORDINANCES OR OTHER LAWS, YOU HEREBY AGREE TO THE USE OF ELECTRONIC COMMUNICATION IN ORDER TO ENTER INTO CONTRACTS, PLACE ORDERS AND OTHER RECORDS AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED THROUGH THE MOVICHA APPLICATION OR SERVICES. FURTHER, YOU HEREBY WAIVE ANY RIGHTS OR REQUIREMENTS UNDER ANY STATUTES, REGULATIONS, RULES, ORDINANCES OR OTHER LAWS IN ANY JURISDICTION WHICH REQUIRE AN ORIGINAL SIGNATURE OR DELIVERY OR RETENTION OF NON-ELECTRONIC RECORDS, TO THE EXTENT PERMITTED UNDER APPLICABLE LAW.

GENERAL

This EULA shall be governed by the internal laws of the State of Texas, without giving effect to principles of conflict of laws. You hearby consent to the exclusive jurisdiction and venue of the state courts sitting in Dallas County, Texas or the federal courts in Texas to resolve into this EULA. By accepting this EULA, you are also accepting the additional terms and conditions, if any, set forth therein.

MOVICHA reserves all rights not expressly granted herein. MOVICHA may modify this Agreement at any time by posting the revised Agreement on its Web Site located at www.movicha.com. Your continued use of the MOVICHA Application and/or Services shall constitute your acceptance of such revised Agreement. You may not assign this Agreement or any rights hereunder. Nothing in this Agreement shall constitute a partnership or joint venture between you and MOVICHA. Should any term or provision hereof be deemed invalid, void or unenforceable either in its entirety or in a particular application, the remainder of this Agreement shall nonetheless remain in effect. The failure or delay of MOVICHA to exercise any of its rights under this EULA or upon any breach of this EULA shall not be deemed a waiver of those rights or of the breach. The terms set forth in this Agreement and any related service agreements constitute the final, complete and exclusive agreement with respect to the MOVICHA Application and Services and may not be contradicted, explained or supplemented by evidence of any prior agreement, any contemporaneous oral agreement or any consistent additional terms. MOVICHA may at its sole discretion assign this Agreement to another corporation or company during change of control without giving prior notice.

Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas and the federal U.S. laws applicable therein, excluding its choice of law provisions, and you and MOVICHA agree to submit to the personal and exclusive jurisdiction of the courts located in Dallas, Texas. The parties specifically exclude from application to this Agreement the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act.

Severability. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and remain enforceable between the parties.

No waiver. Failure of either party to act in the event of a breach of this Agreement by the other shall not be deemed a waiver of such breach or a waiver of future breaches.

Notices. Any notice given under this Agreement shall be in writing and in the English language and shall be emailed, if to MOVICHA, to the address as provided at http://www.movicha.com, or if to You, to the address associated with Your account.

Force Majeure. Neither party shall be liable for failing or delaying performance of its obligations (except for the payment of money) resulting from any condition beyond its reasonable control, including but not limited to, governmental action, acts of terrorism, natural disasters, earthquake, fire, flood or other acts of God, labor conditions, power failures, and Internet disturbances.

The Agreement. This Agreement, the MOVICHA Privacy Policy located at www.movicha.com and other provisions located at any MOVICHA’s website (which are all incorporated herein by reference), constitutes a complete, absolute integration and the entire agreement between the parties hereto relating to the subject matters of this Agreement. This Agreement may be revised from time to time at MOVICHA’s sole discretion by publishing the revised Agreement on the Website. The revised Agreement shall become effective upon such publication or provision. Your acceptance of any revised Agreement is Your continued use of the MOVICHA product. In addition to this Agreement, Your use of IM capabilities is also subject to any agreement you have with your other IM network provider.

YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND THE RIGHTS, OBLIGATIONS, TERMS AND CONDITIONS SET FORTH HEREIN. BY CONTINUING TO INSTALL THE MOVICHA APPLICATION, YOU EXPRESSLY CONSENT TO BE BOUND BY ITS TERMS AND CONDITIONS AND GRANT TO MOVICHA THE RIGHTS SET FORTH HEREIN.

All questions concerning this EULA shall be directed to MOVICHA, Inc., Richardson, TX, USA.

info@movicha.com
August 31, 2009