BETA TEST END USER LICENSE AND CONFIDENTIALITY AGREEMENT This Beta Test End User License and Confidentiality Agreement (“Agreement”) is an agreement between you, an individual, (“Beta Tester” or “you”) and Mindfuse, Inc. (“Mindfuse”), the developer and publisher of the massively multiplayer online role playing game presently known as Gatheryn (the “Game”). Mindfuse has established a beta test program that, among other things, allow a limited number of people to test the features, capabilities and performance of one (1) or more pre-release version(s) of the Game (“Beta Program”) and provide feedback and comments to Mindfuse. Available to you upon acceptance of this Agreement are the Beta Materials (defined below) and related software components, which may include printed materials, "online" or electronic documentation, and any other materials provided by or on behalf of Mindfuse to you. Please also note that your use of the Beta Materials and participation in the Beta Program, including, without limitation, use of the Mindfuse website located at http://www.mindfusegames.com, is also subject to Mindfuse’s privacy policy, which is available at http://www.mindfusegames.com/____ (“Privacy Policy”). IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, THEN CLICK, “REJECT”. BY EXPLICITLY CLICKING “ACCEPT” OR BY DOWNLOADING, ACCESSING, OR OTHERWISE USING THE BETA MATERIALS, YOU ARE ACCEPTING THE TERMS OF THIS AGREEMENT AND ACKNOWLEDGING AND AGREEING TO BE BOUND BY THE FOLLOWING TERMS:  By clicking the “ACCEPT” button below, you agree as follows: You promise that you are eighteen years of age or older, and are not a principal or employee of a developer, manufacturer or publisher of video or computer games (other than Mindfuse), and are entering into this Agreement on a completely voluntary basis with no expectation of consideration, remuneration or any form of compensation whatsoever other than what is expressly provided for in this Agreement (IF YOU ARE UNDER 18 YEARS OF AGE, YOU MAY NOT PARTICIPATE IN THE BETA PROGRAM); You acknowledge that Mindfuse may, in its discretion and at any time before or during the Beta Program, accept or reject your application for the Beta Program (or terminate your participation therein), and if you are accepted, the Agreement below is a binding contract between you and Mindfuse; You acknowledge that Mindfuse may, in its discretion, charge a fee for the Beta Materials and/or participation in the Beta Program, and your continued participation in the Beta Program is contingent on your payment of such fee(s); You acknowledge that as part of the Beta Program, Mindfuse may, in its discretion, test the backend commerce functions that are related to the Game and, as part of such testing, may request your credit card information; if you chose not to provide such credit card information, your access to the Beta Materials may be limited. Mindfuse may, in its discretion, reschedule the start date or end date of the Beta Program at any time; You agree that Mindfuse may, from time to time, contact you by email with news about the Game and/or the Beta Program; and You agree to all of the terms of this Agreement set forth below. 1. DEFINITIONS. (a) "Beta Materials" means the beta version of the Game software, in object form only (excluding any Open Source Software provided with such software), any related software components, any Documentation provided by or on behalf of Mindfuse to Beta Tester, and any other materials provided by or on behalf of Mindfuse to Beta Tester, all of which Beta Tester is granted a limited use license pursuant to this Agreement. (b) "Documentation" means the printed or online or electronic written reference material furnished to Beta Tester in connection with the Beta Materials, including, without limitation, instructions, beta testing guidelines, and end user guides. (c) “Feedback” has the meaning set forth in Section 2(b). (d) "Intellectual Property Rights" means all intellectual property rights, including, without limitation, patent, copyright, trademark, mask-work and trade secret rights. (e) "Open Source Software" means various open source software components provided with the Beta Materials that are licensed to you under the terms of the applicable license agreements included with such open source software components or other materials for the Beta Materials. (f) "Updates" means a modification, error correction, bug fix, improvement, enhancement, new release, or other update to or for the Beta Materials. 2. LICENSE GRANT, USE AND OWNERSHIP (a) Limited License. Subject to the terms and conditions of this Agreement, Mindfuse grants to Beta Tester a limited non-exclusive, non-transferable, revocable license (without the right to sublicense) to use the Beta Materials in accordance with this Agreement solely to test and evaluate the features, capabilities and performance of one (1) or more pre-release versions of the Game. (b) Evaluation Feedback. The purpose of this limited license is for the testing and evaluation of the Beta Materials. In furtherance of this purpose, Beta Tester shall provide, and agrees to provide to Mindfuse (or Mindfuse’s designated representative) from time to time as reasonably requested by Mindfuse, feedback, comments and/or suggestions regarding the Beta Materials, including, without limitation, feedback, comments and/or suggestions concerning the functionality and performance of the Beta Materials and Beta Tester’s experiences using the Beta Materials, as well as identifying potential errors and/or improvements in connection with the Beta Materials, and any ideas, expressions and/or know-how (collectively “Feedback”). Feedback and any other information provided by or on behalf of Beta Tester to Mindfuse may be used by Mindfuse in any manner that Mindfuse determines at its discretion without limitation or condition, such uses to include, without limitation, to improve or enhance Mindfuse’s products and, accordingly, shall be subject to the provision of Section 2(d), provided that any personally identifiable information will be used in accordance with Mindfuse’s Privacy Policy . Mindfuse shall have the right to use, reproduce, disclose, sublicense, distribute, modify, and otherwise exploit such Feedback and any other information provided by or on behalf of Beta Tester without restriction in any and all media whether now known or hereafter devised. (c) Beta Tester Restrictions. Beta Tester shall not copy or use the Beta Materials except as expressly permitted in the grant of license set forth in Section 2(a) of this Agreement. Notwithstanding the aforementioned Beta Tester may make one (1) copy of the Beta Materials solely for archival or backup purposes in order to test and evaluate the Beta Materials pursuant to this Agreement, provided that all titles and trademarks, copyright, and restricted rights notices are reproduced on such copy and provided further that such copy will be permanently removed and/or deleted upon the earlier of (i) Mindfuse’s request or (ii) the expiration or termination of this Agreement, or (iii) the initial commercial release of the Game. Beta Tester will not, and will not permit any third party to, sublicense, transfer, network, transmit, distribute, rent, copy, modify, create derivative works of, translate, reverse engineer, decompile, disassemble any portion of the Beta Materials or permit the use of the Beta Materials by any third party, or use the Beta Materials for any purpose other than as expressly provided in this Agreement, including, without limitation, Beta Tester’s product development or any other commercial purpose. The Beta Materials and all performance data and test results (collectively "Performance Data") relating to the Beta Materials are the Confidential Information of Mindfuse, and will be treated in accordance with the terms of Section 4 of this Agreement. Accordingly, Beta Tester shall not publish or disclose in any manner (e.g., to any third party or otherwise) any Performance Data relating to the Beta Materials. (d) Ownership. Mindfuse and/or an of its affiliate or related entities, business units or licensors shall own and retain all right, title and interest in and to all of the results and proceeds of this Agreement (including, without limitation, any and all Feedback), the Intellectual Property Rights in the Beta Materials, and any derivative works thereof. Beta Tester does not acquire and will not acquire any other rights, express or implied, in the Beta Materials. In the event that the results and proceeds are not so owned or controlled by Mindfuse (for whatever reason), you hereby agree to immediately assign all such results and proceeds to Mindfuse and, until that time that such assignment can occur or if for whatever reason such results and proceeds are not assignable, you hereby grant to Mindfuse a perpetual royalty-free, transferable, assignable and irrevocable worldwide license to use, reproduce, disclose, sublicense, distribute, modify, and otherwise exploit such results and proceeds without restriction in any and all media whether now known or hereafter devised. ALL RIGHTS NOT EXPRESSLY GRANTED HEREUNDER ARE RESERVED BY MINDFUSE. (e) Support Services. Mindfuse, at its sole discretion, will provide limited customer and technical support services (“Support Services”) for the Beta Materials. Specifics regarding the Support Services will be posted at http://www.mindfusegames.com. In the event Mindfuse, in its sole discretion, supplies any Update to Beta Tester, such Update shall be deemed Beta Materials hereunder and shall be subject to the terms and conditions of this Agreement. (f) Open Source Software. The terms and conditions of this Agreement shall not apply to any Open Source Software accompanying the Beta Materials. Any such Open Source Software is provided under the terms of the open source license agreement or copyright notice accompanying such Open Source Software or in the open source licenses file accompanying the Beta Materials. (g) Server Downtime and Maintenance. The server(s) upon which the Game is hosted may go off-line from time to time (for any reason or no reason, such as, among other things, scheduled server maintenance, unscheduled server maintenance, technical issues, internet interruption or otherwise). Mindfuse may post on its website the times at or about when the Game server(s) will go off-line due to scheduled server maintenance. Mindfuse may additionally send out some form of a broadcast message within the Game as to anticipated downtime for scheduled server maintenance or notifications regarding unanticipated downtime. 3. TERM AND TERMINATION. Beta Tester’s rights with respect to the Beta Materials will terminate upon the earlier of (a) the initial commercial release of the Game; or (b) automatic expiration of the Beta Materials; or (c) a breach by the Beta Tester of any of the provisions of this Agreement. Mindfuse may terminate this Agreement with or without notice at any time for any reason or no reason. Upon any expiration or termination of this Agreement, the rights and licenses granted to Beta Tester under this Agreement shall immediately terminate, and Beta Tester shall immediately cease using, and will return to Mindfuse and/or destroy, the Beta Materials, and all other items in Beta Tester’s care, custody, control and/or possession that belong to Mindfuse, including, without limitation, the immediate destruction of any back-up or archive copy of the Beta Materials. The rights and obligations of the parties set forth in Sections 2(b) 2(c), 2(d), 2(f), 3, 4, 5, 6, 7 and 8 shall survive termination or expiration of this Agreement for any reason. 4. CONFIDENTIALITY. "Confidential Information" shall mean all trade secrets, techniques, processes, algorithms, software programs, hardware, schematics, and software source documents relating to the Beta Materials, and other information provided by Mindfuse, whether disclosed orally, in writing, or by examination or inspection, other than information which Beta Tester can demonstrate (i) was already known to Beta Tester, other than under an obligation of confidentiality, at the time of disclosure; (ii) was generally available in the public domain at the time of disclosure to Beta Tester; (iii) became generally available in the public domain after disclosure other than through any act or omission of Beta Tester; (iv) was subsequently lawfully disclosed to Beta Tester by a third party without any obligation of confidentiality; or (v) was independently developed by Beta Tester without use of or reference to any information or materials disclosed by Mindfuse. Confidential Information shall include without limitation the Beta Materials, Performance Data, Feedback and any Updates. Beta Tester shall not disclose to any third party or use any Confidential Information for any purpose other than as expressly authorized in this Agreement. In no event shall Beta Tester use the Beta Materials or any Confidential Information to develop, manufacture, market, sell, or distribute any product or service or disclose any Confidential Information to any third party. Without limiting the foregoing, Beta Tester shall use at least the same degree of care that it uses to prevent the disclosure of its own confidential information of like importance, but in no event less than reasonable care, to prevent the disclosure of Confidential Information. Confidential Information includes, without limitation, all such information disclosed to Beta Tester prior to the effective date of this Agreement. Beta Tester acknowledges and agrees that the Confidential Information constitutes valuable trade secrets of Mindfuse. 5. WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY. YOU UNDERSTAND THAT THE BETA MATERIALS ARE A PRE-RELEASE SOFTWARE WHICH IS PROVIDED FOR TESTING AND EVALUATION PURPOSES ONLY AND THAT THE BETA MATERIALS MAY CONTAIN ERRORS, BUGS AND OTHER PROBLEMS THAT CAN CAUSE SYSTEM FAILURE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE BETA MATERIALS ARE PROVIDED "AS IS". MINDFUSE MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER WITH RESPECT TO BETA MATERIALS WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, MINDFUSE MAKES NO REPRESENTATION OR WARRANTY THAT THE USE OF THE BETA MATERIALS WILL BE UNINTERRUPTED OR ERROR FREE. CONSEQUENTLY, IN NO EVENT SHALL MINDFUSE BE LIABLE FOR ANY LOSS OR DAMAGES (WHETHER DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, INDICENTIAL, PUNATIVE OR ANY OTHER KIND WHATSOEVER, INCLUDING WITHOUT LIMITATION, ATTORNEY’S FEES) ARISING FROM ANY USE OF THE BETA MATERIALS OR ARISING BY REASON OF THE FACT THAT THE BETA MATERIALS ARE DEFECTIVE OR NON-CONFORMING AND OR ARISING FROM THIS AGREEMENT AND OR ANY BREACH THEREOF. IF YOU ARE SUBJECT TO A JURISDICTION IN WHICH ANY OF THE ABOVE DISCLAIMERS OR LIMITATION OF LIABILITIES IS NOT VALID, YOU AGREE TO BE BOUND BY THE SAME TO THE MAXIMUM EXTENT PERMITTED BY SUCH LAW OR REGULATION. TO THE EXTENT THAT THE LIMITATION OF LIABILITY SET FORTH IN THIS SECTION 5 IS PROHIBITED OR FAILS OF ITS ESSENTIAL PURPOSE, MINDFUSE’S TOTAL LIABILITY ARISING FROM THIS AGREEMENT AND SOLE OBLIGATION WITH RESPECT TO DAMAGES SHALL NOT EXCEED ONE HUNDRED U.S. DOLLARS (US$100.00). 6. INDEMNITY. You agree to indemnify, defend and hold Mindfuse, its partners, affiliates, contractors, officers, directors, employees, subsidiaries, licensees, agents, successors and assigns harmless from and against any and all damages, costs, losses and expenses including reasonable attorney fees and court costs relating to or arising directly or indirectly from any suit, claim, demand or settlement based upon your alleged breach or breach of this Agreement. 7. INJUNCTIVE RELIEF. Beta Tester acknowledges and agrees that a breach of this Agreement (including, without limitation, any part of this Agreement) by Beta Tester may result in immediate and irreparable harm to Mindfuse. Beta Tester also acknowledges and agrees that there may be no adequate remedy at law as a result of a breach and therefore Mindfuse shall be entitled, without having to post bond, to appropriate equitable remedies including, without limitation, preliminary and permanent injunctive relief, in addition to any and all other remedies which Mindfuse may have under applicable laws. Mindfuse shall have the right to seek a protective order in the event that it reasonably believes that Beta Tester may disclose or release any Confidential Information notwithstanding the terms of Section 4. 8. OTHER PROVISIONS (a) Governing Law and Venue. This Agreement, and all disputes arising out of or related thereto, shall be governed by and construed and enforced in accordance with the laws and judicial decisions of the State of California excluding conflict of law rules and principles. Both parties submit to personal jurisdiction in California and further agree that any cause of action relating to this Agreement shall be brought in the County of San Francisco, State of California (if under State law) or the Northern District of California (if under federal law) and such courts shall have exclusive jurisdiction to determine the validity, construction and performance of this Agreement and the legal relations between the parties hereto. Beta Tester hereby waives any claim that such venue is improper or inconvenient. (b) Attorney’s Fees. The prevailing party in any action shall be entitled to recover from the non-prevailing party the party’s reasonable costs and expenses which shall include attorney’s fees and witness costs. (c) Assignment. Beta Tester shall not assign this Agreement or any rights or obligations hereunder, directly or indirectly, by operation of law, merger, acquisition of stock or assets, or otherwise.  (d) Export Regulations. The Beta Materials may not be re-exported, downloaded or otherwise exported into (or to a national or resident of) any country to which the U.S. has embargoed goods, or to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Denial Orders. Beta Tester represents and warrants that you are not located in, under the control of, or a national or resident of any such country or on any such list. (e) No Support. Except for certain limited customer and technical support that Mindfuse may, at its discretion, chose to provide pursuant to Section 2(e), Mindfuse does not and will not provide any support for the Beta Materials. Without limiting the aforementioned, Mindfuse may provide an e-mail address and/or a passworded board for Beta Tester to send any questions and/or comments regarding the Beta Materials. Mindfuse does not, however, make any representations or warranties as to the accuracy of any statements or advice provided in response to Beta Tester’s e-mail(s) and/or board postings. (f) Test Environment. Beta Tester acknowledges that (i) the Beta Program is a test environment, (ii) Game characters and/or character data will be frequently wiped or modified at Mindfuse’s sole discretion, and (iii) notwithstanding any fee that Beta Tester may be charged for participation in the Beta Program or other consideration provided or expended by Beta Tester in connection with the Beta Program, any Game characters and/or character data created during the Beta Program likely will not be exported into the Game (and thus will not appear in the Game) once the Beta Program ends and/or the Game is commercially released. (g) Severability. If any provision of this Agreement shall be held invalid or unenforceable, in whole or in part, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the validity and enforceability of all other provisions of this Agreement shall not be affected thereby. (h) Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto relating to the subject matter hereof and supersedes all prior oral and written and all contemporaneous oral negotiations, commitments and understandings of the parties. Except as otherwise described herein, this Agreement may only by changed or amended by a writing signed by both parties hereto.