Friendster, Inc.

iCafe CyberCafe Software End User Li cense Agreement THIS END-USER LICENSE AGREEMENT (THE AGREEMENT ) IS A LEGAL AGREEME NT BETWEEN YOU ( LICENSEE or YOU ) AND FRIENDSTER, INC., A DELAWARE CORPORATION ( FRIE NDSTER ). YOU MUST READ AND AGREE TO THE TERMS OF THIS AGREEMENT BEFORE YOU CAN U SE THE FRIENDSTER iCAFE CYBERCAFE SOFTWARE (THE SOFTWARE ). BY CLICKING ON THE ACCE PT BUTTON AT THE BOTTOM OF THIS AGREEMENT OR USING THE SOFTWARE, YOU ARE AGREEING TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. YOU HEREBY WAIVE AN Y RIGHTS OR REQUIREMENTS UNDER ANY LAWS OR REGULATIONS IN ANY JURISDICTION WHICH REQUIRE AN ORIGINAL OR MANUAL (NON-ELECTRONIC) SIGNATURE OR DELIVERY OR RETENTI ON OF NON-ELECTRONIC RECORDS, TO THE EXTENT PERMITTED UNDER APPLICABLE MANDATORY LAW.IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT, THEN Y OU SHOULD EXIT THE SIGN-IN PROCESS, CLOSE THIS PROGRAM AND NOT USE THE SOFTWARE. IF YOU REJECT THIS AGREEMENT AFTER HAVING PAID ANY FEES TO THE PROVIDER OF ACC ESS TO THE SOFTWARE (THE MERCHANT ), YOU MAY HAVE FORFEITED YOUR RIGHT TO RECEIVE A REFUND OF ANY FEES PAID TO SUCH MERCHANT. FRIENDSTER IS NOT RESPONSIBLE FOR TH E REFUND OF ANY SUCH FEES PAID BY YOU TO ANY MERCHANT. 1. Terms of Use. a. Use for Friendster Members Only. You must be a registered member of Friendster (a Member ) prior to using the Software. You may become a Member either on the Friendster website by clicking here: http://www.friendster.com or by following the instructions included in th e log-on process included in the Software. After becoming a Member, you mu st log in to your Friendster Member account prior to each use of the Softwa re. IF YOU ARE NOT A MEMBER, YOU MAY NOT USE THE SOFTWARE. b. Friendster Terms of Service. In addition to this Agreement, the terms and conditions of the Friendster Terms of Service (the Friendster Terms ) currentl y or in the future posted at http://www.Friendster.com apply to your use of the Software. You can find the current version of the Friendster Terms here: http://www.friendster.com/info/tos.php. Any and all use of the Softwa re by you will be considered use of the Service (as defined in the Friendst er Terms), and all conditions and limitations on your use of the Service in the Friendster Terms will apply to your use of the Software. ANY VIOLATION OF THE FRIENDSTER TERMS IN CONNECTION WITH YOUR USE OF THE SOFTWARE, INCLU DING BUT NOT LIMITED TO THE POSTING OF PROHIBITED CONTENT, WILL CONSTITUTE A VIOLATION OF THIS AGREEMENT. c. Amendment to Agreement. We may amend th is Agreement or change the terms under which you may use the Software by po sting a revised version on our website, located at [http://www.Friendster.c om] or including a revised version in the Software. The revised version wi ll be effective at the time we post it, and any use of the Software by you after any such amendment is posted will constitute your agreement to t hat amendment. No Merchant is authorized to make any amendment to this Agr eement unless such amendment is in writing and signed by a duly authorized r epresentative of Friendster. 2. License. a. Copyright Law. The Soft ware is protected by copyright laws and international copyright treaties, a s well as other intellectual property laws and treaties. The Software is l icensed (not sold) to you, and its use is subject to the terms of this Agre ement. b. Definition of Software and Documentation. The Software means the sin gle object code version of the software program that is loaded on the termi nal or other computer, access to which has been provided to you by the Merch ant (the Authorized Terminal ), and all upgrades, enhancements or improvements to such software program subsequently provided to the Merchant or installe d on the Authorized Terminal by Friendster or its authorized agents, distri butors, or resellers. Documentation means the related documentation generall y provided by Friendster with the Software, which may be provided in hard c opy or electronically. c. License Grant. Subject to the other ter ms in this Agreement, Friendster hereby grants to Licensee a limited, non-e xclusive, non-transferrable license to use the Software solely on the Autho rized Terminal for Licensee s personal purposes. All rights not specifically and expressly granted in this Agreement are reserved by Friendster. Licensee mu st license a separate copy of the Software and agree to the terms of a separate

agreement in order to use the Software on a different computer or term inal. Licensee is not permitted to make any copies of the Software for any purpose. Licensee may copy the Documentation as reasonably necessary in c onnection with Licensee s authorized use of the Software. d. License Restrictions. Except to the extent the following prohibitions may be prohibited by local law, Licensee may not permit any person to: (i) modify, adapt , decompile, disassemble, or reverse engineer, or otherwise attempt to derive so urce code, underlying ideas, algorithms, structure, or organization of the Soft ware, in whole or in part, or ; (ii) create derivative works (as defined in the United States Copyright Act, 17 USC 101) based on the Software, in whole or in part; (iii) allow any third party to use or have access to the Software or Documentation; (iv) make the Software available over the Internet or simila r networking technology; (v) use, evaluate or view the Software or Documentation for the purpose of designing, modifying, or otherwise creating any software program, or any portion thereof, which performs functions similar t o the functions performed by the Software; or (vi) sublicense the Software or Documentation to any third party. (vi) redistrib ute the Software (vii) rent, lease, transfer, encumber, or otherwise transfer rights to the Softw are (viii) alter or remove any copyright, proprietary notices, or labels from the So ftware, or add any proprietary notice to the Software e. Ownership. Licensee acknowledges and agrees that: (i) the underl ying structure, sequence, organization and source code of the Software are valuable trade secrets of Friendster and/or its licensors; ( ii) the Software and Documentation, including any copy or partial copy made by Licensee, are the property of Friendster or its licensors, an d not Licensee; and (iii) Licensee will use the Software and Documenta tion only under the terms and conditions herein. (iv) Friendster retains ex clusive right, title and interest (including all intellectual property rights) i n the Software, copies thereof, and all error corrections, bug-fixes, patches, u pdates, derivative works, improvements, modifications thereto (v) Nothing in this Agreement is intended to transfer any of the right, title and interest (including all intellectual property rights) of Friendster to you or any third p arty. If you are ever inadvertently or erroneous held or deemed to be the owner of any such rights, you agree to assign and hereby irrevocably assign to Friends ter all such rights as of the effective date of this Agreement, and agree to exe cute all documents to implement and confirm the letter and intent of the foregoi ng. f. Assignment of License. Licensee may not assign any of its rights under this Agreement to any other party. 3. Term and Termination. This Agr eement takes effect upon your first use of the Software and shall continue unti l terminated as set forth below. Upon any violation of any of the provisions o f this Agreement, Licensee s rights to use the Software shall automatically termi nate and Licensee shall be obligated to destroy all copies of any Documentation in Licensee s possession. In addition, you agree that in the event you breach an y of the covenants contained in paragraphs 2 of this Agreement, such a breach wi ll result in irreparable and continuing damage to Friendster in an amount which is not readily ascertainable and for which there will be no adequate remedy at l aw. In the event of any breach of such covenants, Friendster shall be entitled t o seek injunctive relief and such other and further relief, including damages, a s may be provided by law.Licensee may terminate this Agreement at any time by ce asing use of the Software and destroying any copies of any Documentation in Lice nsee s possession. 4. Warranties and Limitations. a. No Warranties or Other O bligations. TO THE FULL EXTENT ALLOWED BY LAW, FRIENDSTER DISCLAIMS ANY AN D ALL WARRANTIES IN CONNECTION WITH THE SOFTWARE AND ANY COMPONENTS THERETO , EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, STATUTORY OR OTHERW ISE, OR ARISING FROM THE COURSE OF DEALING BETWEEN THE PARTIES OR USAGE OF

TRADE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNES S FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, AND NON-INFRINGEMENT, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. YOU ASSUME THE ENTIRE RISK AS TO SELECTING THE SOFTWARE FOR YOUR USE AND AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE. FRIENDSTER DOES NOT ASSUME RESPONSIBILITY FOR THE ACCURACY OR COMPLETENESS OF ANY INFORMATION, TEXT, GRAPHICS, LINKS OR OTHER ITEMS CONTAINED WITHIN THE SOFTW ARE. THESE DISCLAIMERS OF WARRANTY CONSTITUTE AN ESSENTIAL PART OF THIS AGR EEMENT. FRIENDSTER SHALL NOT BE LIABLE UNDER THIS AGREEMENT ANY ALLEGED DE FECT OR MALFUNCTION IN THE SOFTWARE, WHETHER CAUSED BY FRIENDSTER OR CAUSED BY THE MERCHANT S, LICENSEE S OR ANY THIRD PERSON S USE OF THE SOFTWARE, OR ANY MISUSE, NEGLECT, IMPROPER INSTALLATION OR TESTING, UNAUTHORIZED ATTEMP TS TO MODIFY THE SOFTWARE, OR ANY OTHER CAUSE. b. Limitation of Liability. TO THE FULL EXTENT ALLOWED BY LAW, FRIENDSTER SHALL NOT BE LIABLE TO LICENSEE, WHETHER BASED IN CONTRACT, TORT (INCL UDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, FOR INCIDENTAL, CONSEQUENTIAL , INDIRECT, SPECIAL OR PUNITIVE DAMAGES OF ANY KIND, OR FOR LOSS OF DATA, C OMPUTER FAILURE OR MALFUNCTION, WORK STOPPAGE, LOSS OF REVENUE OR PROFITS, LOSS OF BUSINESS, OR ANY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SOFTWA RE, THE MERCHANT S OR LICENSEE S USE THEREOF OR THIS AGREEMENT, EVEN IF FRIENDSTER HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. THE MAXIMUM LIABILITY, IF ANY , WHETHER ARISING UNDER STATUTE, CONTRACT, STRICT LIABILITY, OR BASED UPON A CLA IM OF NEGLIGENCE OR SOME OTHER TORT CLAIM, OF FRIENDSTER AND ITS LICENSORS TO L ICENSEE FOR DAMAGES SHALL NOT EXCEED ANY FEES PAID BY LICENSEE DIRECTLY TO FRIEN DSTER FOR USE OF THE SOFTWARE LICENSED HEREUNDER. THESE DISCLAIMERS OF LIABILIT Y WILL NOT BE AFFECTED IF ANY REMEDY PROVIDED HEREIN FAILS OF ITS ESSENTIAL PURP OSE. c. Importance of Disclaimers and Limitations. You understand and agree that the disclaimer of warranties and limitations of liability set forth above are fundamental elements of the basis of the agreement between Friend ster and you and that Friendster would not be able to provide the Software on an economic basis without such limitations. d. Laws Specific to Your Jurisdiction. The exclusion of warranties and limitations of liabili ty contained in this Agreement shall apply to you regardless of the domestic law or conflict of law rules of the jurisdiction where you are located becaus e you understand that Friendster would not have contracted with you without such exclusions. 5. Indemnification. You agree to indemnify, hold harmless and defend Friendster from and against any loss, damage, claim, or lawsuit, in cluding reasonable attorney's fees and costs, that in any way relate to or aris e or result from your use of the Software. 6. General. a. Entire A greement. This Agreement, together with the Friendster Terms, represents t he complete agreement concerning the matters covered. In the event of any conflict between the terms of this Agreement and the Friendster Terms, the terms of this Agreement shall govern. This Agreement may be amended only a s set forth in Section 1 above. b. Severability. If any provision of this Agreement is held to be unenforceable by a court of competent juris diction, such provision shall be modified only to the extent necessary to m ake it enforceable, and the remaining terms of this Agreement will remain i n full force and effect. c. Governing Law and Venue. This Agreement is governed by the laws of the State of California, U.S.A. as such laws ar e applied to agreements entered into and to be performed entirely within Ca lifornia between California residents, and by the laws of the United States . The United Nations Convention on Contracts for the International Sale of Goods (1980) is hereby excluded in its entirety from application to this Agreement. The Superior Court of Santa Clara County and/or the United States District Court for the Northern District of California shall have ex clusive jurisdiction and venue over all controversies in connection herewit h. (are we using California law?) Additional Provisions:

Third Party Software License. Third Party Software is licensed to you in accord ance with a separate license agreement(s). Friendster will not have responsibili ty with respect to any Third Party Software, and you will look solely to the lic ensor(s) of the Third Party Software for any remedy. Friendster claims no right in the Third Party Software, and the same is owned exclusively by the licensor(s ) of the Third Party Software. FRIENDSTER PROVIDES NO WARRANTY, EXPRESS OR IMPLI ED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FIT NESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, WITH RESPECT TO ANY THIRD PARTY SOFTWARE. No Waiver. A waiver by Friendster of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition o r any subsequent breach. The provisions of this Agreement which require or conte mplate performance after the expiration or termination of this Agreement will be enforceable notwithstanding said expiration or termination.