DIGITALGLOBE, INC. DEMONSTRATION END USER LICENSE AGREEMENT DigitalGlobe, Inc. ("DigitalGlobe") for a period of 90 days grants the Demonstrator (the "End User") a limited, non-transferable, non-exclusive license to use the DigitalGlobe® products and authorized third party products, collectively referred to as "Product" or "Products", and a limited right to develop Derived Works as defined below. DigitalGlobe and End User may be referred to hereinafter individually as a "Party" and collectively as "Parties." All rights not expressly granted to End User are retained by DigitalGlobe. In consideration for the rights granted under this End User License Agreement ("License"), End User agrees to be bound to the terms herein and agrees that this License shall govern the rights and obligations of the Parties. In the event that this License is inconsistent with any license included with the Products in electronic form or in any "shrink-wrap" form delivered with the Products, this License shall govern. 1. AUTHORIZED USERS. The demonstration license applies to multiple users solely within the End User's organization at multiple locations. 2. LICENSE GRANTED AND PERMITTED USES. By accepting the terms of this license, the End User is permitted the rights to use the Products internally at its facilities within its country of residence and to: i Make an unlimited number of copies for demonstration purposes. ii Modify the Products or use the Products to create Derived Works to support the demonstration activities. iii Display the Products to users outside of the Authorized User group with the DigitalGlobe logo conspicuously featured and provide appropriate copyright attribution. However, copies of the Products shall not be given to those outside the Authorized User group. 3. ATTRIBUTION. End User agrees that any embodiment of the Products permitted under this License or any Derived Works will contain the following notice: "Includes material © DigitalGlobe, Inc. All rights reserved." 4. PROHIBITED USES. The End User shall not: i Copy or reproduce the Products (even if merged with other materials), other than as consistent with the Permitted Uses. ii Sell, license, transfer or disclose the Products or use them in any manner not expressly authorized by this License. iii Alter or remove any copyright notice or proprietary legend contained in or on the Products or Derived Work. iv Retain any Products beyond the term of the demonstration period or the term of the license. End User must discontinue use of the Products and certify in writing that all copies of the Products have been destroyed or returned to DigitalGlobe. 5. DERIVED WORKS. Derived Works that End User may create containing any data from the Products are subject to this license and End User acknowledges, and will cause its employees and agents to acknowledge, that DigitalGlobe and its licensors will own all rights in any copy, translation, modification, adaptation of such Derived Work. 6. TERMINATION. Without prejudice to any other rights, DigitalGlobe may terminate this License by written notice to the End User if the End User fails to comply with the terms and conditions of this License. Upon termination, End User must discontinue use of the Products and certify in writing that all copies of the Products have been destroyed or returned to DigitalGlobe. 7. LIMITATIONS AND DISCLAIMER OF WARRANTY. DigitalGlobe provides a limited warranty for 30 days that the data delivered will be of the area of interest ordered and the media used to carry the Products will be from physical or material defects. DigitalGlobe's sole liability shall be to replace the media if the media (not the data encoded thereon) is defective and the End User returns the media to DigitalGlobe within 30 days of delivery. WITH THE EXCEPTION OF THE PRECEDING WARRANTY, THE PRODUCTS ARE PROVIDED WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AND ALL WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED. DIGITALGLOBE DOES NOT WARRANT THAT THE PRODUCTS WILL MEET THE END USER'S NEEDS OR EXPECTATIONS, OR THAT OPERATIONS OF THE PRODUCTS WILL BE ERROR FREE OR UNINTERRUPTED. NO INFORMATION PROVIDED BY DIGITALGLOBE OR ITS AGENTS, EMPLOYEES, OR ITS RESELLERS OR DISTRIBUTORS SHALL CREATE A WARRANTY, OR IN ANY WAY INCREASE THE SCOPE OF THIS LIMITED WARRANTY, AND THE END USER IS NOT ENTITLED TO RELY ON ANY SUCH INFORMATION. 8. NO CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL DIGITALGLOBE BE LIABLE FOR ANY CLAIM OR LOSS INCURRED BY THE END USER, INCLUDING WITHOUT LIMITATION, COMPENSATORY, INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR OTHER NONCOMPENSATORY DAMAGES. 9. MISCELLANEOUS. i This License Agreement constitutes the complete and exclusive agreement between DigitalGlobe and the End User relating to its subject matter. This License Agreement supersedes all prior and contemporaneous representations, correspondence, proposals or agreements relating to its subject matter, whether oral or written. This License Agreement may be modified only by a written amendment signed by both DigitalGlobe and the End User. If any provision is determined to be invalid or unenforceable, the remaining provisions of this License Agreement shall continue to be valid and enforceable. Neither this License Agreement nor any of the rights granted by it may be assigned or transferred by the End User without the prior written consent of DigitalGlobe. This restriction on assignments or transfers shall apply to assignments or transfers by operation of law, as well as by contract, merger or consolidation. Any attempted assignment or transfer in derogation of this prohibition is void. ii The End User shall be responsible for obtaining any and all required governmental authorizations, including but not limited to any export or import licenses, and foreign exchange permits. iii This Agreement shall be governed by the laws of the State of Colorado. DigitalGlobe, Inc. Demonstration EULA_4923 Rev. 1.0 06/01/2004