Dr. Shane’s Sleep Easily^® Method

NOTICE: PLEASE READ THE FOLLOWING LICENSE AGREEMENT BEFORE PROCEEDING.

BY CLICKING “I AGREE TO THE TERMS OF THE END USE LICENSE AGREEMENT” AND ORDERING SLEEP EASILY, YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THIS LICENSE, DO NOT PROCEED TO ORDER SLEEP EASILY.

END USER LICENSE AGREEMENT This End User License Agreement ("Agreement") is a legal agreement between you and Sleep Easily, Inc. ("Licensor," "we," "us," or "our") for the Sleep Easily® Product ("Product") and any and all associated documentation ("Documentation"). Licensor provides the Product to you or the company you represent ("you," or "your") solely subject to the terms and conditions of this Agreement. If you are an entity, the individual entering into this Agreement on behalf of you hereby represents that he/she is an employee or agent of such company and has authority to enter into this Agreement on the company's behalf. NOTICE: PLEASE READ THE FOLLOWING LICENSE AGREEMENT BEFORE PROCEEDING. BY CLICKING I AGREE AND ORDERING SLEEP EASILY, YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THIS LICENSE, DO NOT PROCEED TO ORDER SLEEP EASILY. License Grant The Product is licensed to you, not sold. Subject to the terms and conditions of this Agreement, we hereby grant you a limited, transferable, nonexclusive, nonsublicensable license to use the Product on any single personal computer and any single MP3 player, provided the Product is in use on only one personal computer or one MP3 player at any time. The Product is "in use" when it is loaded into temporary memory (RAM) or installed into the permanent memory of a computer-for example, a hard disk, CD-ROM or other storage device such as an MP3 player. Archival or Backup Copies You may create one copy the Product for back up and archival purposes, provided that the original and such copy are kept in your possession and that your installation and use of the Product does not exceed that allowed in the "License Grant" section above. You are not permitted to transfer any back up copies to third parties. Restrictions; Reservation of Rights Licensor reserves all rights not expressly granted to you in this Agreement. Unless applicable law grants you additional rights despite this limitation, you will refrain from, and prevent others from, using the Product or Documentation in any manner or for any purpose not expressly authorized by this EULA, including without limitation: (i) Copying the Product or the Documentation except to make archival or backup copies as provided above, (ii) Placing the Product onto a server so that it is accessible via a public network such as the Internet; (iii) Sublicensing, renting, leasing or lending any portion of the Product or Documentation to third parties (iv) creating derivative works of the Product or the Documentation as defined under United States copyright law 17 U.S.C. §101 and, to the extent applicable, international copyright law) (v) using the Product to provide a service bureau, time share or other services to third parties; (vi) hosting any portion of the Product on equipment not owned and controlled by you; o (vii) using any portion of the Product in a manner that doesn't comply with applicable law, regulations, or governmental orders including, without limitation, all applicable privacy laws. At our request, you will provide assurances that you are using the Product in accordance with the terms of this Agreement. Ownership Sleep Easily Inc. remains the owner of all right, title and interest and all intellectual property rights in the Product, the Documentation and the trademarks SLEEP EASILY® and DR. SHANE'S® ("Trademarks") The Product, Documentation and Trademarks are protected by the copyright and trademark laws of the United States and by international treaties. Limited Warranty We warrant that for a period of ninety (90) days after delivery of this copy of the Product to you, the media on which this copy of the Product is provided to you will be free from defects in materials and workmanship under normal use, and Limited Remedy Our entire liability and your exclusive remedy for breach of the foregoing warranty shall be, at our option, to either: (i) refund the price you paid, or (ii) repair or replace the Product or media that does not meet the foregoing warranty if it is returned to us with a copy of your receipt. Disclaimer of Warranties TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE FOREGOING LIMITED WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES OR CONDITIONS, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTY OF TITLE, NONINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NO EMPLOYEE, AGENT, DEALER OR DISTRIBUTOR OF OURS IS AUTHORIZED TO MODIFY THIS LIMITED WARRANTY, OR TO MAKE ANY ADDITIONAL WARRANTIES. Limitation of Liability IN NO EVENT WILL WE BE LIABLE TO YOU FOR ANY DAMAGES, INCLUDING ANY PERSONAL INJURIES, LOST PROFITS, LOST SAVINGS, OR OTHER INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES ARISING FROM THE USE OR THE INABILITY TO USE THE PRODUCT (EVEN IF WE OR AN AUTHORIZED DEALER OR DISTRIBUTOR HAS BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES), OR FOR ANY CLAIM BY ANY OTHER PARTY. IF THE LIMITATION OF LIABILITY SET FORTH IN THIS AGREEMENT IS FOR ANY REASON HELD UNENFORCEABLE OR INAPPLICABLE, LICENSOR'S LIABILITY WILL NOT EXCEED THE LICENSE FEES PAID BY YOU FOR THE PRODUCT. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. Term and Termination This Agreement takes effect upon your use of the Product and will continue in force until terminated as provided herein. This Agreement will terminate immediately if you fail to comply with any of its terms. Upon termination of this Agreement for any reason, you agree to cease using the Product and Documentation, delete all files containing the Product from your computer and MP3 player, and destroy all media containing the Product and Documentation and all back up copies in your possession. The sections of this Agreement relating to Restrictions, Disclaimer of Warranties, Limitation of Liability, Confidentiality, Disputes and General Provisions will survive termination of this Agreement. Confidentiality The structure, organization, and code of the Product are the valuable trade secrets, know-how and proprietary and confidential information of Licensor and its suppliers ("Confidential Information"). You will use best efforts to maintain the confidentiality and security of the Confidential Information and prevent the unauthorized disclosure or use of such Confidential Information. You agree to notify Licensor immediately if you discover evidence of a current or threatened misuse or unauthorized use or disclosure of the Product and to cooperate with Licensor in its efforts to resolve such misuse. ANY USE OR DISCLOSURE OF THE CONFIDENTIAL INFORMATION, MAY BE ACTIONABLE AS A VIOLATION OF OUR PROPRIETARY, CONFIDENTIALITY, OR TRADE SECRET RIGHTS. Indemnification You will defend, indemnify, and hold harmless Licensor, its affiliates, directors, employees, and agents harmless from and against any claim, action, proceeding, loss, cost, expense, damages, and liability, including reasonable attorneys' fees, arising from (I) your use or other actions relating to the Product or (II) your breach of any provision of this Agreement. Disputes This license agreement shall be governed by, construed and enforced in accordance with the laws of the State of Colorado, as it is applied to agreements entered into and to be performed entirely within such jurisdiction. To the extent you have in any manner violated or threatened to violate Licensor's and/or its affiliates' intellectual property rights, Licensor and/or its affiliates may seek injunctive or other appropriate relief in any state or federal court in the State of Colorado. You consent to exclusive jurisdiction and venue in the appropriate state or federal court in the State of Colorado in the event of any litigation regarding this Agreement. Assignment You are not permitted to transfer this Agreement or any of the rights granted by it, including assignments or transfers by operation of law, as well as by contract, merger or consolidation. This Agreement is binding upon and inure to the benefit of both of us and our permitted successors. General Provisions This Agreement is the exclusive agreement between you and us concerning the Product and Documentation and may be modified only by a writing signed by you and us. If any part of this Agreement is found invalid, such invalidity will not affect the validity of remaining portions of this Agreement, and the parties will promptly substitute for the invalid provision a provision that most closely approximates the intent and economic effect of the invalid provision. In the event of litigation between you and us concerning the Product or Documentation, the prevailing party in the litigation will be entitled to recover attorney fees and expenses from the other party. The Product licensed hereunder is subject to the export licensing regulations of the United States. You agree that the Product will not be shipped, transferred or exported into any country or used in any manner prohibited by the United States export laws, restrictions or regulations.