LEXISNEXIS® TOOLBAR
END USER LICENSE AGREEMENT

Welcome to the LexisNexis Toolbar (“Software”). By clicking the "I Agree" button, you agree to these software license terms (the "Software License" or “Agreement”) that pertain to your use of the Software to access LexisNexis® Online Services and link to the web. You further understand and agree that you are bound to the terms and conditions set forth in the Subscription Agreement as it relates to your use and access of the LexisNexis Online Services through the Software ("Subscription Agreement"). If you disagree with any of the terms below, LexisNexis does not grant you a license to use the Software; click the "I Disagree" and “Cancel” buttons to exit the installer.

LexisNexis reserves the right to update, change and disable the Software at any time. You can always find the most recent version of this Software License at www.lexisnexis.com/toolbar. LexisNexis may change this Software License by posting a new version without notice to you. Use of the Software after such change constitutes acceptance of such changes.

1. Licensed Uses and Restrictions.

By accepting the terms of this Agreement, you represent to LexisNexis, a division of Reed Elsevier Inc. and its affiliates (collectively, "LexisNexis") that you are at least 18 years old. The Software application and/or computer files installed or utilized by the installer application (collectively, the " Software") are either owned by LexisNexis or a third party and are licensed to you on a worldwide (except as limited below), non-exclusive, non-sublicenseable basis on the terms and conditions set forth herein or as set forth in any end user license agreement provided by a third party. This Software License defines legal use of the Software for all applicable contributions by LexisNexis, and all updates, revisions, substitutions, and any copies of the Software made by or for you. All rights not expressly granted to you are reserved by LexisNexis or their respective owners.

a. YOU MAY install and personally use the Software and any updates provided by LexisNexis in object code form on a personal computer owned or controlled by you and may use the Software for your own noncommercial use or benefit. Your license to the Software under this Software License continues until it is terminated by either party. You may terminate the Software License by discontinuing use of all or any of the Software and by destroying all your copies of the applicable Software. This Software License terminates automatically if you violate any term of this Software License, LexisNexis publicly posts a written notice of termination on LexisNexis' web site, or LexisNexis sends a written notice of termination to you directly.

b. YOU MAY NOT:

(i) decompile, reverse engineer, disassemble, modify, rent, lease, loan, distribute, or create derivative works (as defined by the U.S. Copyright Act) or improvements (as defined by U.S. patent law) from the Software or any portion thereof.

(ii) incorporate the Software into any computer chip or the firmware of a computing device manufactured by or for you.

(iii) use the Software in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with the Subscription Agreement or this Software License.

(iv) use, or export the Software in violation of applicable U.S. laws or regulations;

(v) sell, lease, loan, distribute, transfer or sublicense the Software or access thereto or derive income from the use or provision of the Software, whether for direct commercial or monetary gain or otherwise, without LexisNexis' prior, express, written permission;

2. Ownership and Relationship of Parties.

The Software is protected by copyrights, trademarks, service marks, international treaties and/or other proprietary rights and laws of the U.S. and other countries. You agree to abide by all applicable proprietary rights laws and other laws, as well as any additional copyright notices or restrictions contained in this Software License and in the Subscription Agreement. LexisNexis owns all rights, title, and interest in and to their applicable contributions to the Software. This Software License grants you no right, title, or interest in any intellectual property owned or licensed by LexisNexis, including (but not limited to) the Software and LexisNexis trademarks, and creates no relationship between yourself and LexisNexis other than that of LexisNexis to licensee.

3. Support and Software Updates.

LexisNexis may elect to provide you with customer support and/or software upgrades, enhancements, or modifications for the Software (collectively, "Support"), in its sole discretion, and may terminate such Support at any time without notice to you. LexisNexis may change, suspend or discontinue the Software or any aspect of the Software at any time, including terminating the use of the Software or the availability of any Software feature, database, or content. LexisNexis may also impose limits on certain features or restrict your access to parts or all of the Software without notice or liability.

4.Links

The Software contains links to other World Wide Web sites or resources. Because LexisNexis has no control over such sites and resources, you acknowledge and agree that LexisNexis is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that LexisNexis shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.

5. Fees and Payments.

LexisNexis reserves the right to charge fees for future use of or access to the Software in LexisNexis' sole discretion. If LexisNexis decides to charge for the Software, such charges will be disclosed to you.

6. Disclaimer of Warranties by LexisNexis.

THE LEXISNEXIS ENTITIES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SOFTWARE, OR THE ACCURACY, TIMELINESS, COMPLETENESS, OR ADEQUACY OF THE SOFTWARE INCLUDING THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. USE OF THE SOFTWARE IS AT YOUR SOLE RISK AND IS PROVIDED “AS IS” WITHOUT ANY WARRANTIES.

IF THE SOFTWARE PROVES DEFECTIVE, YOU (AND NOT THE LEXISNEXIS ENTITIES) ASSUME THE ENTIRE COST OF ALL REPAIR OR INJURY OF ANY KIND, EVEN IF THE LEXISNEXIS ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH A DEFECT OR DAMAGES. SOME JURISDICTIONS DO NOT ALLOW RESTRICTIONS ON IMPLIED WARRANTIES SO SOME OF THESE LIMITATIONS MAY NOT APPLY TO YOU.

7. Limitation of Liability.

THE LEXISNEXIS ENTITIES WILL NOT BE LIABLE TO YOU FOR CLAIMS AND LIABILITIES OF ANY KIND ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF THE SOFTWARE BY YOURSELF OR BY THIRD PARTIES, WHETHER SUCH CLAIMS AND LIABILITIES ARE BASED ON ANY LEGAL OR EQUITABLE THEORY.

THE LEXISNEXIS ENTITIES AND LEXISNEXIS LICENSORS ARE NOT LIABLE TO YOU FOR ANY AND ALL DIRECT, INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO ANY THIRD PARTY SOFTWARE, YOUR USE OR INABILITY TO USE OR ACCESS THE SOFTWARE OR ANY DATA PROVIDED THROUGH THE SOFTWARE, WHETHER SUCH DAMAGE CLAIMS ARE BROUGHT UNDER ANY THEORY OF LAW OR EQUITY. DAMAGES EXCLUDED BY THIS CLAUSE INCLUDE, WITHOUT LIMITATION, THOSE FOR LOSS OF BUSINESS PROFITS, INJURY TO PERSON OR PROPERTY, BUSINESS INTERRUPTION, LOSS OF BUSINESS OR PERSONAL INFORMATION. SOME JURISDICTIONS DO NOT ALLOW LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THIS RESTRICTION MAY NOT APPLY TO YOU.

INFORMATION PROVIDED THROUGH THE SOFTWARE MAY BE DELAYED, INACCURATE, OR CONTAIN ERRORS OR OMISSIONS, AND THE LEXISNEXIS ENTITIES WILL HAVE NO LIABILITY WITH RESPECT THERETO.

8. Indemnification.

You agree to indemnify and hold the LexisNexis Entities harmless from any claim or demand, including reasonable attorneys' fees, made by any third party in connection with or arising out of your use of the Software, your violation of any terms or conditions of this Software License, your violation of applicable laws, or your violation of any rights of another person or entity.

9. Government End Users.

If the Software and related documentation are supplied to or purchased by or on behalf of the United States Government, then the Software is deemed to be "commercial software" as that term is used in the Federal Acquisition Regulation system. Rights of the United States shall not exceed the minimum rights set forth in FAR 52.227-19 for "restricted computer software". All other terms and conditions of this Software License apply.

10. Controlling Law.

This Software License and the relationship between you and LexisNexis is governed by the laws of the State of Ohio without regard to its conflict of law provisions. The United Nations Convention on the International Sale of Goods does not apply to this Software License.

11. No General Waiver; Severability.

The failure of LexisNexis to exercise or enforce any right or provision of this Software License shall not constitute a waiver of such right or provision. If any provision of this Software License is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Software License remain in full force and effect.

12. Complete Agreement.

This Software License constitutes the entire understanding between the parties respecting use of the Software. The terms and conditions as set forth in the Subscription Agreement constitutes the entire understanding between the parties respecting your use of the Online Services and materials accessed through the Online Services. In the event that there is any conflict between this Software License and the Subscription Agreement, the Subscription agreement shall control.

13. Surviving Provisions.

Sections 6, 7, 8, and 12 will survive any termination of this Agreement.