SOFTWARE LICENSE AGREEMENT Activision is committed to bringing you the best possible computer games. In pursuit of this goal, we created the Dark Reign Construction Kit so you can develop additional game missions and related material, for your personal use and for you to share with fellow gamers free of charge. This is a powerful new technology and we are excited about making it available to you. New technology, however, brings new challenges--and new responsibilities. Some people may try to use the Construction Kit to create new game missions and material only for commercial sale. This hurts the entire gaming community, the developers of Dark Reign, and Activision. In light of this situation, we are forced to take steps to protect our mutual interests and insure that a small group of people do not take advantage of the Construction Kit at our expense. The license agreement below is designed to insure that the Construction Kit is utilized exclusively for personal use, without charge to others. IMPORTANT - READ CAREFULLY: DARK REIGN: THE FUTURE OF WAR (THE "PROGRAM") CONTAINS A MISSION CONSTRUCTION KIT ("CONSTRUCTION KIT") THAT ALLOWS YOU TO CREATE CUSTOMIZED NEW GAME MISSIONS AND OTHER RELATED GAME MATERIALS FOR PERSONAL USE IN CONNECTION WITH THE PROGRAM ("NEW GAME MATERIALS"). THE USE OF THE CONSTRUCTION KIT IS SUBJECT TO THE SOFTWARE LICENSE TERMS SET FORTH BELOW. BY CLICKING ON THE "ACCEPT" BUTTON, YOU ARE CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT WITH ACTIVISION, INC. ("ACTIVISION"). IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, CLICK ON THE "DO NOT ACCEPT" BUTTON AND RETURN TO THE GAME. LIMITED USE LICENSE. Activision grants you the non-exclusive, non-transferable, limited right to use the Construction Kit for the purpose of creating New Game Materials solely and exclusively for personal use. For purposes of this Agreement, "New Game Materials" represent computer data that modifies, substitutes for or adds new materials to the materials currently contained in the Product, thus modifying or replacing one or more existing game missions and other constituent elements provided in the Product. You shall not create New Game Materials, or tools that have no substantial purpose other than to contribute to the creation of New Game Materials, except as expressly permitted pursuant to this Agreement. All rights not specifically granted under this Agreement are reserved by Activision. The Construction Kit is licensed, not sold. Your license and the use of the Construction Kit confers no title or ownership in the Construction Kit or the New Game Materials created using the Construction Kit and should not be construed as a sale of any rights in the Construction Kit or such New Game Materials. OWNERSHIP All title, ownership rights and intellectual property rights in and to the Construction Kit and the New Game Materials created by you using the Construction Kit are owned by Activision or its licensors and are protected by the copyright laws of the United States, international copyright treaties and conventions and other laws. In the event that you should, by operation of law, be deemed to retain any rights in any New Game Materials created by you, you, by using the Construction Kit, hereby irrevocably assign, without any further consideration and regardless of any use by Activision of such New Game Materials, all of your rights and interest, if any, in and to such New Game Materials to Activision. You also hereby grant Activision an irrevocable, perpetual, exclusive, fully paid and royalty-free license to exercise any rights, including moral rights, to any and all aspects of the New Game Materials. You agree that Activision shall have the full and complete right to package, publish, print, copy, promote, market, distribute, transfer and display the New Game Materials created by you and prepare derivative works based upon such New Game Materials, and any derivative works thereof, anywhere throughout the world. LICENSE CONDITIONS * You agree that as a condition to Activision's consent to allow you to use the Construction Kit, you will not use or allow third parties to use the Construction Kit and the New Game Materials created by you for commercial purposes, including but not limited to selling, renting, leasing, licensing, distributing, or otherwise transferring the ownership of such New Game Materials, whether on a stand alone basis or packaged in combination with the New Game Materials created by others, through any and all distribution channels, including, without limitation, retail sales and on-line electronic distribution. You agree not to solicit, initiate or encourage any proposal or offer from any person or entity to create any New Game Materials for commercial distribution. You agree to promptly inform Activision in writing of any instances of your receipt of any such proposal or offer. * If you decide to make available the use of the New Game Materials created by you to your friends, family, co-workers and other fellow gamers, you agree to do so solely without charge. * You shall create New Game Materials only if such New Game Materials can be used exclusively in combination with the retail version of the Product. The New Game Materials may not be designed to be used as a stand-alone product. * New Game Materials shall not contain modifications to any COM, EXE or DLL files or to any other executable Product files. * New Game Materials must not contain any illegal, obscene or defamatory materials, materials that infringe rights of privacy and publicity of third parties or (without appropriate irrevocable licenses granted specifically for that purpose) any trademarks, copyright-protected works or other properties of third parties. * You will not use the Construction Kit to reverse engineer, extract source code, modify, decompile or disassemble the Program, in whole or in part. TERMINATION Without prejudice to any other rights of Activision, this Agreement will terminate automatically if you fail to comply with its terms and conditions. In such event, you must immediately discontinue the use of the Construction Kit and any New Game Materials created using the Construction Kit. INJUNCTION Because Activision would be irreparably damaged if the terms of this Agreement were not specifically enforced, you agree that Activision shall be entitled, without bond, other security or proof of damages, to appropriate equitable remedies with respect to breaches of this Agreement, in addition to such other remedies as Activision may otherwise have under applicable laws. INDEMNITY You agree to indemnify, defend and hold Activision, its partners, affiliates, contractors, officers, directors, employees and agents harmless from all damages, losses and expenses arising directly or indirectly from your acts and omissions to act in using the Construction Kit pursuant to the terms of this Agreement. MISCELLANEOUS This Agreement represents the complete agreement concerning this license between the parties and supersedes all prior.