END USER LICENSE AGREEMENT

FOR SYSTEMS LEVEL RESOURCES VDRIVE SOFTWARE CUSTOMERS

Systems Level Resources, LLC. Licenses this VDrive software to you subject to the terms contained in this end user license agreement ("EULA"). BY CLICKING THE “I AGREE” BUTTON BELOW, YOU AFFIRM THAT YOU HAVE READ AND AGREED TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT. This Software License Agreement describes the terms and conditions upon which Systems Level Resources, LLC (“Licensor”) agrees to license the VDrive Software that you (“License”) have chosen to install (the “Software”). If you do not agree to the terms and conditions of this Agreement, click “I DO NOT AGREE” and DO NOT INSTALL, COPY OR USE THE SOFTWARE.

NOTICE TO CUSTOMER

If you do not agree to the terms of this EULA, do not install or use this software. This EULA is a contract between you (either an individual or an entity) and Systems Level Resources, LLC ("SysLR"), which governs your use of this Systems Level Resources VDrive that accompanies this EULA, related software components, and any associated media, printed materials, and online or electronic documentation (collectively, the "Software").

LICENSE

The Software is licensed, not sold. Subject to the terms and limitations of this EULA, Systems Level Resources, LLC. hereby grants you a nonexclusive, nontransferable license, without rights to sublicense, to install and use one copy of the Software on the number of computer processing units for which Licensee has paid the License Fee, along with any related documentation.

LICENSE LIMITATIONS

Except as otherwise provided herein, Licensee shall not, in whole or in part, modify or create derivative works of the Software. Except to the extent expressly permitted by applicable law, and to the extent that SysLR is not permitted by that applicable law to exclude or limit the following rights, you may not decompile, disassemble, reverse engineer, or otherwise attempt to derive source code from the Software, in whole or in part. You may not disclose the results of any benchmark test of the Software to any third party without SysLR's prior written approval. Any use, reproduction or redistribution of the Software not in accordance with the terms of this Agreement is expressly prohibited. Licensee may make one (1) copy of the Software for bona fide back-up purposes only.

CONFIDENTIALITY

Licensee acknowledges that the Software and related materials are highly confidential, proprietary to, and copyrighted assets of, Licensor for which trade secret protection also exists. As such, any and all patent, copyright, trademark, trade secret or any other intellectual or proprietary rights protection whatsoever relating to the software (in any past, current or future form or release whatsoever) shall be, at all times, the sole and exclusive property of Licensor. Licensee agrees that neither Licensee, its agents nor its employees shall in any manner use, make available, divulge or communicate any information with respect to the Software including information which might enable copying all or any portion of either the Software or the development of a similar computer program or system or any associated workbooks, manuals or other documentation whatsoever. Licensee shall not reverse engineer, decompile, disassemble or otherwise modify the Software in any manner whatsoever. Licensee agrees to take all appropriate action to protect Licensor’s confidential and proprietary rights in the Software, including all modifications, documentation and related written materials, which shall remain exclusively the property of Licensor. Licensee agrees not to give, loan, sell or in any other way transfer or otherwise provide possession or use of the Software to anyone not included in this Agreement. Licensor shall have the right to cite the Licensee in an experience citation in subsequent marketing.

PROPRIETARY RIGHTS RESERVED BY SYSTEMS LEVEL RESOURCES

Systems Level Resources, LLC. retains all right, title, and interest in and to the Software and in all related copyrights, trade secrets, patents, logos, trademarks, designs, and any other intellectual and industrial property and proprietary rights, including registrations, applications, renewals, and extensions of such rights. You may not remove any titles, trademarks or trade names, copyright notices, legends, or other proprietary markings on the Software. You are not granted any rights to any trademarks or service marks of SysLR. SysLR retains all rights not expressly granted to you. Licensee further acknowledges and agrees that certain images and components of the Software are provided under license from Microsoft Corporation and subject to the terms and conditions of such license.

SUPPORT AND SUBSCRIPTION SERVICES

The License Fee hereunder includes fourteen(14) days of pre-paid technical support (consisting of responding to reasonable questions and inquiries by phone, email and/or Licensor’s website during Licensor’s normal business hours) (the “Initial Maintenance Period”), subject to such terms and conditions as Licensor may adopt from time to time. During the Initial Maintenance Period, Licensor agrees to: (a) provide as needed email and/or online support, new releases, bug fixes, and updates subject to the terms and conditions of this Agreement; and (b) use its reasonable efforts to correct any reproducible failure of the Software that is attributable to Licensor and discovered by the Licensee during the course of normal operations (the “Software Failure”). Within a reasonable time, Licensor shall, in its sole and absolute discretion, select a course of action to correct the Software Failure, including, without limitation, providing: (a) patches or fixes to the Software via courier; or (b) support via modem, including without limitation, downloadable patches via direct link, e-mail or from Licensor’s web site for the Software. Maintenance, technical support and other select services for periods after the Initial Maintenance Period may be purchased by Licensee from Licensor at prescribed rates, subject to Licensor’s resource availability and further written agreement between the parties. Service calls which result from Licensee abuse or misuse, improper operation, fire, loss of power, accident, or other cause beyond the normal use of the Software or otherwise beyond Licensor’s control, will be billed at Licensor’s then-current hourly rates. Additionally, service calls, which result from failure to properly follow the prescribed procedures or for information readily available in the Software documentation, will be billed at Licensor’s then-current hourly rate.

TERMINATION

Systems Level Resources, LLC. may terminate this EULA if you fail to comply with any term of this EULA. In the event of termination, you must destroy all copies of the Software. Licensee shall either return to Licensor all copies of the Software, or certify in writing to Licensor that all copies or portions of such Software and Documentation have been destroyed. The following sections shall survive termination of this Agreement: Confidentiality, PROPRIETARY RIGHTS RESERVED BY SYSTEMS LEVEL RESOURCES, TERMINATION, Disclaimer of Warranties, LIMITATION OF LIABILITY.

DISCLAIMER OF WARRANTIES

THE SOFTWARE AND ANY DOCUMENTATION ARE PROVIDED TO LICENSEE "AS IS" WITHOUT WARRANTY OF ANY KIND. LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE. LICENSOR DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING (BUT NOT LIMITED TO) ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, INFORMATIONAL CONTENT, ACCURACY, OR SYSTEM INTEGRATION, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. THERE IS NO WARRANTY AGAINST INTERFERENCE WITH LICENSEE'S ENJOYMENT OR AGAINST INFRINGEMENT RELATED TO THE SOFTWARE. Licensor assumes no responsibility for the operating environment for the Software. Except as expressly set forth in this Agreement, Licensee shall be solely responsible for the entire installation, supervision, training, management, support, maintenance, and control of the Software, including all responsibility for installation and for maintenance of hardware and proper machine configuration.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL SYSTEMS LEVEL RESOURCES, LLC. BE LIABLE FOR ANY LOST PROFITS OR BUSINESS OPPORTUNITIES, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES UNDER ANY THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, PRODUCT LIABILITY, OR OTHERWISE. No action relating to this Agreement or the Software may be instituted by any party more than one (1) year after the event giving rise to such action. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE PRECEDING LIMITATION MAY NOT APPLY TO YOU.

SYSTEM LEVEL RESOURCES, LLC.'S LIABILITY UNDER THIS EULA WILL NOT, IN ANY EVENT, EXCEED US $5.00.

AUDIT RIGHTS

Licensor, at its own expense, shall have the right at any time during the term of this Agreement, and upon termination of this Agreement, to request documentation from the Licensee for the purpose of verifying whether Licensee’s use of the Software has been in compliance with the terms and conditions of this Agreement. An authorized officer of the Licensee shall certify in writing that such documents are a true and accurate record of Licensee’s use of the Software.

EXPORT CONTROL

Licensee shall not export or re-export the Software in violation of any law, regulation, order or other governmental requirement (including, without limitation, the U.S. Export Administration Act, regulations of the U.S. Department of Commerce and other export controls). Licensee shall, at its own expense, comply with all applicable laws, ordinances, regulations, rules and other requirements of all applicable governmental authorities in connection with this Agreement

GENERAL

This EULA is governed by the laws of the State of Texas and the United States of America, without regard to conflict of law principles. The United Nations Convention for the International Sale of Goods shall not apply. This EULA is the entire agreement between us and supersedes the terms of any purchase orders and any other communications or advertising with respect to the Software. If any provision of this EULA is held invalid, the remainder of this EULA shall continue in full force and effect. This EULA may be modified only by written agreement signed by authorized representatives of you and Systems Level Resources, LLC.