ACCEPTANCE: ---------------- CUSTOMER WILL INDICATE ITS ACCEPTANCE OF THIS AGREEMENT AND ALL OF ITS TERMS AND CONDITIONS BY DOING ONE OR MORE OF THE FOLLOWING OR ALLOWING OR AUTHORIZING A THIRD PARTY TO DO IT FOR CUSTOMER: - CLICKING "I AGREE" OR A SIMILAR AFFIRMATION, AS APPLICABLE, THAT APPEARS PRIOR TO OR DURING INSTALLATION OF THE PROGRAM; OR USING THE VANTREE PRODUCT. - IF CUSTOMER DOES NOT AGREE TO BE LEGALLY BOUND BY THIS AGREEMENT (IN ITS ENTIRETY AND WITHOUT CHANGE TO OR ADDITION TO ITS TERMS AND CONDITIONS), THEN CUSTOMER DOES NOT HAVE A LICENCE TO USE THE VANTREE PRODUCT. Grant of Licence and Rights. In consideration of the mutual covenants, and subject to the provisions contained in the Agreement, We hereby grant to You a revocable, non-exclusive licence to use the Vantree Product (including its implementation and configuration) and Documentation solely for Customer’s and its approved Affiliates’ internal business operations as provided under the Usage Agreement. Permitted uses and restrictions of the Vantree Product also apply to Documentation. Restrictions. Without limiting the generality of the foregoing, You will use the Vantree Product only for purposes set forth herein, and, further, You expressly agree that You DO NOT have rights to: own title, or transfer title to the Vantree Product to another party; - distribute, or sublicense or otherwise provide copies or any rights in relation to the Vantree Product to any third party; - pledge, hypothecate, alienate or otherwise encumber the Vantree Product to any third party; - use the Vantree Product to rent, lease or otherwise provide location-enabled telecommunication or information services to Your customers, including, without limitation, data processing, - ------- hosting, outsourcing, service bureau or online application services (ASP) offerings; or - modify, enhance, reverse-engineer, decompile, disassemble or create substantially derived forms of the Vantree Product. Enforcement of Restrictions. Vantree will have the right to inspect and enforce the restrictions and covenants contained in this Agreement at Your sole expense, and You hereby agree to promptly notify Us of any known violations of such restrictions. Vantree Obligations. Upon execution of this Agreement, We will: - permit You to download a copy of the version of the Vantree Product purchased under the Usage Agreement for Your use under this Agreement;