BestToolbars SOURCE CODE AND OBJECT CODE LICENSE AGREEMENT.

This is a Source Code And Object Code License Agreement ("Agreement") between SOFTOMATE ("SOFTOMATE"), principal place of business at 104 6th Street, Unit B
Lynden, Washington 98264, USA and Licensee.

RECITALS:
SOFTOMATE has developed proprietary source code. Licensee wishes to license such proprietary source code solely for Licensee's internal use. In addition, Licensee wishes to license such proprietary object code to distribute solely in conjunction with its software application. The parties desire to set forth the terms and conditions under which Licensee shall license such proprietary source code from SOFTOMATE.

AGREEMENT
1.0 DEFINITIONS
1.1 "Confidential Information" shall mean any information disclosed by SOFTOMATE to Licensee that is in written, graphic, machine readable or other tangible form and is marked "Confidential," "Proprietary" or in some other manner to indicate its confidential nature. Confidential Information may also include oral information disclosed by SOFTOMATE to Licensee pursuant to this Agreement, provided that such information is designated as confidential at the time of disclosure and is reduced to writing by SOFTOMATE within a reasonable time (not to exceed thirty (30) days) after its oral disclosure, and such writing is marked in a manner to indicate its confidential nature and delivered to the Licensee. Notwithstanding any failure to so identify it, however, the Documentation and all Software Source Code, including without limitation ideas, concepts, know-how, techniques, and other information disclosed by the Source Code shall be Confidential Information of SOFTOMATE.

1.2 "Documentation" shall mean the documentation and supporting materials relating to the Software Source Code specified in Exhibit A.

1.3 "Object Code" shall mean the computer executable embodiment of software computer code, which is derived from the Source Code by a process generally known as "compilation" or any other process that translates the Source Code or some intermediate code derived from the Source Code into a form that can be executed by a computer.

1.4 "Proprietary Rights" shall mean all rights held by a party in its software (including without limitation Source Code and Object Code) and its Confidential Information, including, but not limited to, patents, copyrights, authors' rights, trademarks, tradenames, know-how and trade secrets, irrespective of whether such rights arise under U.S. or international intellectual property, unfair competition or trade secret laws.

1.5 "Software" shall mean the object code and source code of the software specified on Exhibit A.

1.6 "Software Source Code" shall mean the Source Code of the Software.

1.7 "Source Code" shall mean the human readable embodiment of software computer code, which must be translated by a process generally known as "compilation" into Object Code before such software can be executed by a computer.

2.0 LICENSE GRANT

2.1 Source Code. SOFTOMATE hereby grants to Licensee, under SOFTOMATE's Proprietary Rights in the Software, a limited, non-exclusive, non-transferable, revocable, internal use license to reproduce, modify, or otherwise use the Software Source Code for Licensee's own internal use within Licensee's enterprise and solely for the purpose of developing and testing the Software or Licensee's modifications of the Software.

2.2 Object Code. SOFTOMATE grants to Licensee a limited, non-exclusive, non-transferable, revocable license to include the Software, in Object Code form only, with Licensee's software application and externally distribute the Software solely in conjunction with such software application.

3.0 LICENSE RESTRICTIONS

3.1 Licensee may not use the Software in any manner not permitted by Sections 2.1 and 2.2 except with SOFTOMATE's prior written consent. Licensee may only use the Software Source Code at the location(s) designated above.

3.2 Licensee shall ensure that anyone who uses the Software does so only in compliance with the terms of this Agreement.

3.3 Licensee shall ensure that when distributing the Software in object code form licensee must include a complete copy of Explorer toolbar object code license with your distribution (http://www.besttoolbars.net/license.html).

4.0 REPRESENTATIONS AND WARRANTIES

4.1 THE SOFTWARE IS PROVIDED "AS IS" WITH ALL FAULTS. SOFTOMATE HEREBY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, WITH RESPECT TO THE SOFTWARE INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SOFTOMATE DOES NOT WARRANT THAT THE USE OR OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE. LICENSEE IS SOLELY RESPONSIBLE FOR DETERMINING THE APPROPRIATENESS OF USING THE SOFTWARE. LICENSEE ASSUMES ALL RISKS ASSOCIATED WITH USE OF THE SOFTWARE, INCLUDING, BUT NOT LIMITED TO, THE RISKS OF PROGRAM ERRORS, DAMAGE TO OR LOSS OF DATA, PROGRAMS OR EQUIPMENT AND UNAVAILABILITY OR INTERRUPTION OF OPERATIONS.

5.0 LIMITATION OF LIABILITY AND INDEMNIFICATION

5.1 SOFTOMATE AND ITS AFFILIATES SHALL NOT BE LIABLE FOR ANY LOST REVENUE, LOST PROFITS, LOST SAVINGS OR ANY DIRECT, CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES UNDER THIS AGREEMENT EVEN IF ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. SOFTOMATE SHALL NOT BE LIABLE FOR THE LOSS OF, OR DAMAGE TO, LICENSEE'S RECORDS OR DATA OR ANY DAMAGES CLAIMED BY LICENSEE BASED ON A THIRD PARTY CLAIM.

5.2 Licensee shall, at its expense, defend, indemnify and hold SOFTOMATE and its affiliates harmless from and against any and all claims arising out of or in connection with Licensee's use of the Software.

6.0 TERM AND TERMINATION

6.1This Agreement and Licensee's license rights granted under it remain in effect until terminated for cause by either party. If this Agreement is terminated, then the Licensee's rights under the license set forth in Section 2.1 shall immediately terminate.

7 GENERAL

7.1 Non-exclusivity. Each party may enter into similar agreements with other parties.

7.2 No Additional IP Rights. Except as expressly stated herein, this Agreement does not grant Licensee any rights in any SOFTOMATE patents, copyrights, trademarks, trade names, or service marks.

EXHIBIT A

DESCRIPTION OF SOFTWARE

The Software is IEToolbar version 2.12 in both source code and object code forms including any derivative works thereof.

Reports shall be sent by mail, electronic mail, or facsimile to:

Softomate Co.
BestToolbars Team.
Tel. +1-877-2438735
Fax. +1-801-4578820
104 6th Street, Unit B
Lynden, Washington 98264
USA