Microsoft Office Home Use Program Terms and Conditions Last Updated: 10/23/2008 Thank you for shopping

at this Microsoft Corporation ( Microsoft ) web site ( Site ). Your activities and acquisitions at the Site are governed by: (a) the Microsoft Terms of Use (which terms are incorporated herein by this refe rence), (b) the Microsoft and Digital River Privacy Statements, (c) the Microsoft Home Use Program ( MSHUP ) Terms & Conditions which are set forth b elow, and (d) the conditions, notices and consents that are provided or obtained in connec tion with the Site (collectively, Agreement ). As used in the Agreement "you are an individual acting on your own behalf, or you are an agent of a person that has aut horized you to act on that person s behalf. By using the Site or by placing an order through it, you agree as follows: 1. Privacy, Security and Your Obligation For Use of Your Email, Employer Name an d Program Code. Our Privacy Policy is a part of this Agreement and its terms are incorporated by this reference. Please read it now (by clicking on "Privacy Policy"). The polic y explains how certain information about you may be used. You acknowledge and ag ree that Microsoft may exchange, use and store information about you and your ord ers in accordance with our Privacy Policy. You also consent to Microsoft s disclosu re to your employer of information pertaining to your purchases under MSHUP (as is necessary and appropriate to facilitate your employer s compliance with the MSH UP program requirements and any employment-benefit, tax or reporting obligation that you or they may have in connection with your purchases under MSHUP). Please consult the Common Questions on the Site for information about security u sed at the Site. If an order is placed through the Site in your name with your email address (the email address through which access to this Site was obtained) and MSHUP program code, we will assume that you have placed the order. Subject to applicable law, you agree that we may make that assumption and that you will be obligated for t hat order. So please protect and guard access to your computer, email address, M SHUP communications sent to that email address, program code, and credit card nu mber (if any). 2. Information About Microsoft Licenses & License Refunds. Microsoft software is licensed, not sold. All ownership, title and intellectual p roperty rights in and to the software (if any), accompanying your order, includi ng any associated media and any documentation or printed materials are owned by Microsoft or its suppliers. ALL ORDERS ARE SUBJECT TO YOUR CONSENT TO ANY APPLICA BLE LICENSE THAT IS DELIVERED WITH OR INCLUDED IN THE ITEM. If you do not agree to the license terms once you see them, do not accept them or download the softw are. Depending on the laws where you live, you may not be eligible for a refund. If you purchase the software, then that conduct will constitute your agreement.. 3. DISCLAIMER OF TAX LIABILITY REGARDING ITEMS YOU ACQUIRE. You acknowledge that your participation in MSHUP may have tax implications for y ou. You may wish to consult your tax advisor before you submit your order. Micro soft assumes no responsibility for compliance with any employment-benefit, tax or reporting obligation that you may have in connection with your purchases under MSHUP. 4. NOTICE OF ABILITY TO OBTAIN COPY OF LIMITED WARRANTIES. For items that come with a Limited Warranty, you may obtain a free copy of the L

imited Warranty by contacting contact MSHUP customer assistance. 5. EXCLUSIVE REMEDY; DAMAGE EXCLUSIONS & LIMITATIONS Regarding Microsoft Software . Unless a Microsoft license or other Microsoft contract provides for different reme dies, damages or limits, your exclusive remedy against Microsoft for any breach o f warranty or contract under this Agreement including without limitation, the Pr ivacy Policy, is limited to repair, replacement or refund with respect to the it em in question, at Microsoft's option and subject to applicable law. EXCEPT FOR DAMAGES THAT ARE REQUIRED BY LAW TO BE PAID, YOU WILL ONLY BE ENTITLED TO THE DI RECT DAMAGES THAT YOU ACTUALLY INCUR IN REASONABLE RELIANCE, UP TO THE AMOUNT OF A REFUND OF THE PRICE (PLUS SALES TAX) THAT YOU PAID FOR THE ITEM. YOU WILL NOT BE ENTITLED TO ANY INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES, INCLUDING BUT NO T LIMITED TO DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, F OR BUSINESS INTERRUPTION, FOR PERSONAL INJURY, FOR LOSS OF PRIVACY FOR FAILURE T O MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE OR NEGLIGENT MISREPRESENTATION, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEV ER, EVEN IN THE EVENT OF THE FAULT OF MICROSOFT (OR ANY SUPPLIER), OF TORT (INCLU DING NEGLIGENCE), STRICT OR PRODUCT LIABILITY, BREACH OF CONTRACT OR BREACH OF W ARRANTY, AND EVEN IF MICROSOFT OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILI TY OF SUCH DAMAGES. THESE LIMITATIONS AND EXCLUSIONS REGARDING DAMAGES WILL APPL Y EVEN IF ANY REMEDY FAILS. 6. License to Use the Site. We hereby grant you the right to view and use the Site solely for the purpose of shopping in accordance with the Agreement. You may download and print copies of these MSHUP Terms & Conditions, the microsoft.com Terms of Use, and of screens from this Site for the purpose of retaining records of your transactions at the Site. Subject to applicable law, Microsoft reserves the right to suspend or deny, in its sole discretion, your access to all or any portion of the Site with or w ithout notice. If you are not currently an employee of a Microsoft volume license customer participating in the Microsoft Home Use Program and have not received e ligibility notification directly from that employer, you have no right to view o r use this site. 7. Your Representations & Warranties. You represent and warrant for the benefit of Microsoft that: (a) you are at least 18 years of age; (b) you possess the legal right and ability to enter into this Agreement and mak e the credit card charge (or other Microsoft-approved payment arrangement) on you r own behalf or on behalf of any person for whom you are acting as agent and tha t you are authorized to access this Site using the email address provided, and M SHUP communications and program code sent to that email address ; (c) you are currently an employee of a Microsoft volume license customer particip ating in the MSHUP and have received eligibility notification directly from that employer; (d) you are a licensed user of a copy of each MSHUP eligible desktop application for which you are placing an order, and each such copy is currently enrolled in Software Assurance coverage, (e) you are licensing MSHUP software solely for your own use in accordance with the licensing terms provided with the MSHUP software, and (f) all information that you submit to us is true, accurate and current. 8. Washington Law and Washington (King County) Forum. Licenses for Microsoft software are generally governed by the laws of the State o f Washington U.S.A.; this Agreement is also governed by that law. Your consent t o this Agreement will include your consent to such law and the jurisdiction of a nd venue in the courts in King County Washington, U.S.A. in all disputes arising out of or relating to a license or this Agreement. Sometimes a license or appli cable law might specify another governing law or jurisdiction, in which case tha

t law and jurisdiction will apply as applicable. Use of the Site is not authoriz ed in any jurisdiction that does not give effect to all provisions of this Agree ment. Microsoft's performance of this Agreement (including the Privacy Policy) is subject to existing laws and legal process, and you agree that Microsoft may com ply with law enforcement or regulatory requests or requirements notwithstanding any contrary term of this Agreement. 9. Electronic Communications; Notices. Shopping at the Site is conducted electronically and you agree that we can commu nicate with you electronically. For example, we may send you email asking about your experience with Microsoft, email notices and other disclosures about your or ders. However, since email delivery is not infallible, you also agree to contact Microsoft for order information such as order status or shipping delays. You agr ee to keep all records relating to your order, including, where possible, printi ng a copy of your order confirmation page. To the extent allowed by law, you agr ee that the above replaces and satisfies any law that provides for different met hods or timing for your receipt of notices relating to your transaction. Microso ft also reserves the right to deliver notices and disclosures by other means such as postal mail, and to receive notices in writing when that method is specified elsewhere in this Agreement. 10. Submission of Comments; Ideas and Other Information. Any comments or information that you provide to Microsoft, for example feedback o r ideas in response to a customer survey regarding the Site, suggestions, ideas, concepts, or other information (collectively, the Submissions ), shall be deemed, and shall remain, the property of Microsoft. None of the Submissions shall be sub ject to any obligation of confidence on the part of Microsoft, and Microsoft shall not be liable for any use or disclosure (including publication in any medium) o f any Submissions. Without limitation of the foregoing, Microsoft shall exclusive ly own all now known or hereafter existing rights to the Submissions of every ki nd and nature and shall be entitled to unrestricted use of the Submissions for a ny purpose, commercial or otherwise, without compensation to the provider of the Submissions. 11. Order Availability and Cancellation. All items ordered from Microsoft are subject to availability. We reserve the righ t to reject any and all orders. Microsoft also reserves the right to limit the qu antity of any items that may be obtained by you through this Site. You may cancel all or any part of your order before you submit the order. 12. Payment; Credit for Refunds & Pricing. Except as otherwise provided, only valid credit cards acceptable to Microsoft may be used for orders placed under MSHUP, and all refunds will be credited to the same card, or otherwise credited to you through alternative Microsoft -approved p ayment arrangements. By submitting your order for processing, you authorize us t o charge your order (including taxes, shipping, handling and any amounts describ ed on the Site before order submission) to your card, or alternatively to charge you through other Microsoft -approved payment arrangements. Your order may be su spended or cancelled automatically if your card cannot be verified, is invalid, or is not otherwise acceptable, or if your order otherwise does not comply with Microsoft s program requirements. You agree to update your card information to kee p it current at all times and that we may submit charges for processing even if your card has expired. You must resolve any problem before proceeding with your order. All prices and availability of products are subject to change without notice. Ta xes may be adjusted from the amount shown on the billing screens. Several factor s may cause this, such as variances between processor programs and changes in ta x rates.

13. Limitation on License Purchases and Transfers; Term of MSHUP Licenses. Microsoft software is licensed through MSHUP solely for the use of qualifying emp loyees of Microsoft volume licensing customers participating in the Microsoft Home Use Program. For purposes of MSHUP, a qualifying employee is a licensed user of a copy of a MSHUP eligible desktop application currently enrolled in Software A ssurance coverage. A qualifying employee may order only one MSHUP license per so ftware title. MSHUP licenses are non-transferable. You acknowledge that your right to use Microsoft software under an MSHUP license will expire upon the earlier of (a) termination of your employment with the volume licensing customer through wh ich you gained access to MSHUP, or (b) the expiration or termination of Software Assurance coverage for the corresp onding copy of the MSHUP eligible desktop application that you use at work. 14. Geographical & Export Restrictions. All items obtained under MSHUP, and any accompanying documentation and/or techni cal information, is subject to applicable export control laws and regulations of the United States Government. You agree not to export or re-export software, di rectly or indirectly, to any country not permitted by United States export restr ictions (see any applicable license for more details). 15. Changes to MSHUP Terms & Conditions. This Site is like a store: every time a customer enters a store the customer is bound by the rules in effect on the date of the customer's visit. Similarly, at this Site, you are bound by the version of this Agreement that is in effect on t he date of your visit or order. The terms of this Agreement may change from time to time so please review it. 16. Miscellaneous; Entire Agreement. If any part of this Agreement is determined to be invalid or unenforceable, then the invalid or unenforceable provision will be deemed superseded by a valid, en forceable provision that most closely matches the intent of the original provisi on, and the remainder of the Agreement shall continue in effect. The Agreement ( including any related consents or agreements that you provide during your visit to the Site) together with any license or agreement with Microsoft delivered in c onnection with any item acquired via the Site, constitutes the entire agreement between you and Microsoft with respect to the Site and that item, and supersedes all other (prior or contemporaneous) communications and proposals, whether elect ronic, oral or written, between you and Microsoft regarding the Site and/or any o rder you place through it. 17. Customers Outside the U.S.A. In the case where the law of any of the jurisdictions cited below applies to you r MSHUP purchases, the following country-specific provisions will replace or sup plement the equivalent provisions above: Canada Replace Terms and Conditions, subsection 7, with the following: You represent and warrant for the benefit of Microsoft that: (a) you are the age of majority in the province or territory in which you reside ; (b) you possess the legal right and ability to enter into this Agreement and mak e the credit card charge (or other Microsoft -approved payment arrangement) on yo ur own behalf or on behalf of any person for whom you are acting as agent and th at you are authorized to access this Site using the email address provided, and MSHUP communications and program code sent to that email address ; (c) you are currently an employee of a Microsoft volume license customer particip ating in the MSHUP and have received eligibility notification directly from that employer;

(d) you are a licensed user of a copy of each MSHUP eligible desktop application for which you are placing an order, and each such copy is currently enrolled in Software Assurance coverage, (e) you are licensing MSHUP software solely for your own use in accordance with the licensing terms provided with the MSHUP software, and (f) all information that you submit to us is true, accurate and current. Supplement Terms and Conditions, subsection 16, with the following new paragraph : It is the express wish of the parties that this Agreement and all related docume nts be drawn up in English. C est la volont exprsse des parties que la prsente conven tion ainsi que les documents qui s y rattachent soient rdigs en anglais. 2009 Microsoft Corporation. All rights reserved. Terms and Conditions. - See mor e at: https://www.microsofthup.com/hupus/checkout.aspx?culture=en-US#sthash.xfpz fKqM.dpuf