CelltracGTS™
END USER LICENSE AGREEMENT
http://GeoTelematic.com/CelltracGTS/EULA.html

1.1. Please carefully read this End User License Agreement (as updated and amended and including all other agreements, terms and conditions incorporated by reference, this "EULA"). This EULA is a legal agreement between you and Geotelematic® Solutions, Inc., a Nevada Corporation ("Geotelematic®"). This EULA is enforceable like any written, negotiated agreement you might sign. You must be at least eighteen (18) years of age to enter into this EULA and you hereby represent that your are at least such age. This EULA applies to the use of Geotelematic®'s CelltracGTS™ application and related software, whether pre-installed or downloaded to your smart phone or other device (the "Software"). By using the Software, you accept all the terms and conditions of this EULA. Actual use of the Software, pressing the "Agree" button, or downloading any updates, upgrades or supplements are all considered use of the Software. If you do not agree to the terms of this EULA, do not use the Software and do not press the "Agree" button.

1.2. This EULA may be updated and amended by Geotelematic®, without your consent, at any time and without notice. The current version of the updated and amended EULA can be found at http://GeoTelematic.com/CelltracGTS/EULA.html. If there is any conflict between the terms contained in this version of the EULA and the terms contained at http://GeoTelematic.com/CelltracGTS/EULA.html, then the terms contained at http://GeoTelematic.com/CelltracGTS/EULA.html shall supersede and replace the terms contained in this version of the EULA. You understand and agree that if you use the Software after the date on which the terms of this EULA have been changed, your use will constitute acceptance of the updated terms or additional terms.

1.3. The Software may contain advertisements provided by AdMob. When an AdMob ad is clicked, you will typically be directed to a third party's web page and certain information may be passed to such web page, including, but not limited to, your email address and phone number. For more information regarding AdMob's privacy policy, please visit http://www.admob.com/home/privacy.

1.4. To the fullest extent permitted by law, your use of the Software constitutes acceptance that Geotelematic®, on behalf of itself and its service providers, affiliates, employees, directors, officers, agents and suppliers, hereby expressly limits liability for any claims, damages, losses, costs and expenses incurred by you, however caused and even if such damages were reasonably foreseeable, to a total, maximum aggregate value not to exceed the amount of fees you pay to Geotelematic®. Further information concerning the limitations of liability for use of the Software and the services it provides are set forth below.

1.5. You agree to use the Software responsibly and not interact with it while driving. Please to not use any device or application that will distract you or take your attention away from driving.

2.  Description of Service and Limitations. The Software is the official mobile GPS tracking application for the OpenGTS® platforms, available from GeoTelematic®. More information on the Software is available at the following link: http://GeoTelematic.com/CelltracGTS. The functionality of the Software may become limited or temporarily unavailable without notice from time to time for any number of reasons, including lack of access to the global positioning satellite system. The Software relies on this satellite-based service which requires a clear line of sight between a mobile GPS device and satellites. Software functionality is inherently subject to transmission and reception limitations.

3.  Use of the Software. You understand and agree that it is your responsibility to familiarize yourself with the operation of the Software, including reading instructions, operating manuals and/or other materials (if any) available from time to time at http://GeoTelematic.com/CelltracGTS (collectively, "Instructions"). You agree that you will use the Software only in accordance with such Instructions. GeoTelematic® is constantly working to offer additional services to its subscribers. Accordingly, you acknowledge and agree that the form and nature of the Software may change from time to time without notice to you.

4.1. The Software and any services transacted through it are licensed, not sold, to you for use only under the terms of this EULA. GeoTelematic® reserves all rights not expressly granted to you under this EULA. The Software is to be used on devices that operate with Google's operating system ("Android"). The aforementioned devices are referred to in this EULA as "Devices". The Google Play Terms of Service are referred to in this EULA as "Usage Rules".

4.2. GeoTelematic® grants a limited, non-exclusive, non-sublicensable and non-transferable license to you to use the Software on any Devices that you own or control and as permitted by the Usage Rules. This license does not allow you to use the Software on any Devices that you do not own or control, and you may not distribute or make the Software available over a network where it could be used by multiple Devices at the same time. You may not rent, lease, lend, sell, redistribute or sublicense the Software. You may not copy (except as expressly permitted by this EULA and the Usage Rules), decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works based on the Software, any updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open sourced components included in or with the Software). Any attempt to do so is a violation of the rights of Geotelematic® and its licensors. If you breach this restriction, you may be subject to prosecution and damages. The terms of the license will govern any upgrades provided by GeoTelematic® that replace and/or supplement the original Software, unless such upgrade is accompanied by a separate license, in which case the terms of that license will govern. You agree that you will not attempt to circumvent or defeat the security or Instructions contained in or for the Software and/or use the Software in violation of any law or third party rights.

4.3. You acknowledge and agree that GeoTelematic® own(s) all intellectual property rights, title, and interest in or, if applicable, licenses to, the Software, including, but not limited to, all trademarks, copyrights, data, and content but excluding any accessed third-party libraries and content. All title and intellectual property rights in the Software may be protected by applicable copyright or other intellectual property laws and treaties. Your use of the Software is solely controlled by this EULA. Your use is subject to the Usage Rules and any terms and conditions imposed upon by the terms of your agreement with your smart phone manufacturer or service provider.

5.  Software Changes and Updates. You agree that GeoTelematic® may make changes to the Software and associated services in order to comply with applicable laws, to maintain or improve the Software and/or the services or for other business reasons, without notice to you and without liability for any changes in your ability to use the Software, including compatibility issues, as a result of such changes. These updates may take the form of bug fixes, enhanced functions, new software modules and completely new versions. This License does not grant any rights to obtaining future upgrades, updates or supplements of the Software. If upgrades, updates or supplements of the Software are obtained, however, the use of such upgrades or updates is governed by this EULA including any amendments that may accompany such upgrades and may be subject to additional payments and conditions.

6.1. You agree that GeoTelematic® may collect and use technical data and related information, including but not limited to technical information about your Device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to you (if any) related to the Software. GeoTelematic® may use this information, as long as it is in a form that does not personally identify you, to improve its products or to provide services or technologies to you.

6.2. You agree that you are solely responsible for (and that GeoTelematic® has no responsibility to you or to any third party for) any content that you create, transmit or display while using the Software and/or any associated services and for the consequences of your actions by doing so. You acknowledge and agree that by submitting, posting or displaying any content through the use of the Software or associated services, you give GeoTelematic® a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any content which you submit, post or display on or through the Software and/or any associated service. Furthermore, you agree that this EULA includes a right for GeoTelematic® to make such content available to other companies, organizations or individuals as required for the provision of service, including any social connectivity sites designated by you. GeoTelematic® may also disclose such personal data as may be in the possession of GeoTelematic® to third party service providers and/or competent legal authority in order to assist in the effectuation of a rescue or law enforcement. In order to provide the Service, GeoTelematic® may be required to transmit or distribute your content over various public networks and in various media. GeoTelematic® may also be required to make changes to your content if so required by the technical requirements of connecting networks, devices, services or media.

6.3. If, as part of your use of the Software and/or an associated service, you download a piece of software, or purchase goods, which are provided by a third party, then your use of these other services, software or goods may be subject to separate terms between you and the third-party provider. This third-party content may be protected by intellectual property rights which are owned by the third party. Any reference or links to any third-party content does not constitute its endorsement, sponsorship or recommendation by GeoTelematic® or its licensors. Third-party product and service information are the sole responsibility of each individual third-party vendor. It is possible that you may find some third-party content offensive, indecent or objectionable, and that, in this respect, you are at your own risk. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties are those of the respective authors and not of GeoTelematic®. GeoTelematic® neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, information or statement by anyone other than authorized GeoTelematic® employees acting in their official capacities. You understand and acknowledge that GeoTelematic® is not responsible for and does not monitor third-party content for accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect. GeoTelematic® does not warrant or endorse and does not assume and will not have any liability or responsibility to you or any other person for any third-party services, web sites, or for any other materials, products, or services of third parties. Third party materials and links to other web sites are provided solely as a convenience to you.

6.4. Third party services containing proprietary content, information and material may be protected by applicable intellectual property and other laws, including, but not limited to, copyright. You agree to use such proprietary content, information or material only in the manner and for the uses permitted by such third party services. No portion of any third party content may be reproduced in any form or by any means. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on third party services, in any manner, and you shall not exploit such services in any unauthorized way whatsoever, including but not limited to, by trespass or burdening network capacity. You further agree not to use third party services in any manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other party, and that Geotelematic® is not in any way responsible for any such use by you, nor for any harassing, threatening, defamatory, offensive or illegal messages or transmissions that you may receive as a result of using any of the third party services.

6.5. The Software and any third party services and materials that may be accessed from, displayed on or linked to or from the Devices are not available in all languages or in all countries or locations. Geotelematic® makes no representation that the Software or third party services and materials are appropriate or available for use in any particular location. To the extent you choose to access the Software or such third party services or materials, you do so on your own initiative and are responsible for compliance with any applicable laws, including but not limited to applicable local laws. Geotelematic® and its licensors reserve the right to change, suspend, remove, or disable access to the Software at any time without notice. In no event will Geotelematic® be liable for the removal of or disabling of access to the Software. Geotelematic® may also impose limits on the use of or access to the Software without notice or liability.

6.6. Location data provided by the Software is for basic tracking purposes only and is not intended to be relied upon in situations where precise location information is needed or where erroneous, inaccurate or incomplete location data may lead to death, personal injury, property or environmental damage.

7.  Term and Termination. The license granted by this EULA commences upon your use of the Software, or upon your downloading of any associated Software updates, and is effective until terminated by you or GeoTelematic®. If you want to terminate, you may do so by ceasing to utilize the Software. You agree that GeoTelematic® may terminate this EULA and the provision of associated services through the Software to you at any time without notice or liability to you. Reasons for GeoTelematic® termination may include, without limitation, your breach of this EULA, any act which clearly shows you do not intend to, or are unable to, comply with the EULA, or the request or requirement of a governmental regulatory body and/or applicable law. In the event of termination, you must cease using the Software. All provisions relating to confidentiality, indemnity, proprietary rights, disclaimers of warranty, and limitations of liability shall survive the termination of this Agreement. All other rights and obligations of the parties shall cease upon termination including, but not limited to, all licenses granted hereunder. If terminated by GeoTelematic®, GeoTelematic® may (but shall not be required to) place a notice on your account or send an email message to your last email address known to GeoTelematic®. GeoTelematic® will have no liability if you do not receive GeoTelematic®'s notification.

8.  Commercial Items / US Government Restricted Rights. This Software and documentation have been developed entirely with private funds. The use of the Software and related documentation by any entity of the Unites States Government is restricted by the terms of this EULA. The Software and related documentation are "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as specified under 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users only as Commercial Items and with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished rights are reserved under the copyright laws of the United States.

9.  Export Restrictions. The Software may be subject to export controls or restrictions by the United States or other countries or territories. You agree to comply with all applicable U.S. and international export laws and regulations, including restrictions on destinations, end users, and end use. You agree not to export or re-export the Software to any country in violation of the export control laws of the United States of America. The Software may not be exported or re-exported into any U.S. embargoed countries or to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person's List or Entity List. By using the Software, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use these products for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of nuclear, missiles, or chemical or biological weapons.

10.  INDEMNITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS GEOTELEMATIC® AND ITS AFFILIATES, LICENSORS AND SUPPLIERS AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS FROM AND AGAINST ANY AND ALL CLAIMS, ACTIONS, SUITS OR PROCEEDINGS, AS WELL AS ANY AND ALL LOSSES, LIABILITIES, DAMAGES, COSTS AND EXPENSES (INCLUDING ATTORNEYS' FEES AND COURT COSTS) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SOFTWARE.

11.  Copyrights, Intellectual Property, Patents and Documentation. The Software is copyrighted by GeoTelematic® and all rights are reserved (© GeoTelematic® - all rights reserved). "GeoTelematic®", "OpenGTS®" and related trademarks, names and logos are the property of GeoTelematic® and are registered trademarks and/or used in the U.S. and countries around the world. The Software is protected by copyright, international treaties, and various patents. The Software and related documentation, including the Instructions, is provided "AS IS" and "AS AVAILABLE" and without condition, endorsement, representation or warranty of any kind by GeoTelematic®. GeoTelematic® assumes no responsibility for any typographical, technical, or other inaccuracies, errors, or omissions in such documentation.

12.  DISCLAIMER OF WARRANTY ON SOFTWARE. BY USING THE SOFTWARE, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SOFTWARE IS AT YOUR SOLE RISK. THE SOFTWARE AND ANY RELATED DOCUMENTATION ARE PROVIDED 'AS IS' AND WITHOUT WARRANTY OF ANY KIND INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES REGARDING THE CONDITION, DESIGN, SPECIFICATIONS, WORKMANSHIP, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE, OR ANY WARRANTIES THAT THE SOFTWARE IS FREE FROM LATENT DEFECTS OR DEFICIENCIES, OR THAT THE SOFTWARE AND RELATED DOCUMENTATION IS FREE FROM INFRINGEMENT OF ANY PATENT, TRADEMARK, COPYRIGHT OR PROPRIETARY RIGHT OF ANY THIRD PARTY AND SUCH WARRANTIES ARE HEREBY EXPRESSLY DISCLAIMED, TO THE GREATEST EXTENT ALLOWED BY APPLICABLE LAW. GEOTELEMATIC® DOES NOT WARRANT THAT THE FEATURES CONTAINED IN THE SOFTWARE WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ANY DEFECTS IN THE SOFTWARE WILL BE CORRECTED. THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE SOFTWARE IS ASSUMED BY YOU. FURTHERMORE, GEOTELEMATIC® DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SOFTWARE OR RELATED DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, CURRENTNESS, OR OTHERWISE. GEOTELEMATIC® MAKES NO WARRANTIES RESPECTING ANY HARM THAT MAY BE CAUSED BY TRANSMISSION OF A COMPUTER VIRUS, HACKING BY A THIRD PARTY, WORM, TIME BOMB, LOGIC BOMB, OR OTHER SUCH COMPUTER PROGRAM. THE SOFTWARE IS NOT INTENDED FOR USE IN THE OPERATION OF NUCLEAR FACILITIES, LIFE SUPPORT SYSTEMS, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL SYSTEMS, OR ANY OTHER ACTIVITIES IN WHICH THE FAILURE OF THE APPLICATION COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY GEOTELEMATIC® OR GEOTELEMATIC®'S AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. SHOULD THE SOFTWARE PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN WARRANTIES SO SOME OF THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU.

13.  LIMITATION OF LIABILITY. TO THE GREATEST EXTENT PERMITTED BY LAW, REGARDLESS OF CAUSE, NEITHER GEOTELEMATIC®, NOR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS, SHALL BE LIABLE TO YOU FOR (A) ANY PERSONAL INJURY OR DEATH; (B) LOSS OF OR DAMAGE TO REAL OR PERSONAL PROPERTY; (C) LOSS OF, OR DAMAGE TO, RECORDS OR DATA; (D) ANY DAMAGES CLAIMED BY YOU BASED ON ANY THIRD PARTY CLAIM; OR (E) ANY INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THE USE, MISUSE OR INABILITY TO USE THE SOFTWARE OR RELATED DOCUMENTATION, BREACH OR DEFAULT INCLUDING THOSE ARISING FROM INFRINGEMENT OR ALLEGED INFRINGEMENT OF ANY PATENT TRADEMARK, COPYRIGHT OR OTHER INTELLECTUAL PROPERTY RIGHT BY GEOTELEMATIC®, EVEN IF GEOTELEMATIC® OR GEOTELEMATIC®'S AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL GEOTELEMATIC®'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT, INCLUDING NEGLIGENCE, OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU TO GEOTELEMATIC®. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW LIMITATION OF LIABILITY IN CERTAIN CIRCUMSTANCE OR FOR CERTAIN DAMAGE TYPES SUCH AS PERSONAL INJURY, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO CERTAIN PORTIONS OF THIS LIMITATION MAY NOT APPLY TO YOU.

14.  Application Updates. Upon startup the Software will automatically attempt to contact GeoTelematic® servers to check for software updates and notify you of any new versions which may be available. Also, if an error is encountered during the running of the Software, information on the cause of the error may be reported to GeoTelematic® servers to help diagnose and repair any issues. Personal information is neither transmitted to nor stored on GeoTelematic® servers during this process, and no such information will be disclosed to any third party.

15.  Governing Law. This EULA will be governed and construed in all respects by the laws of the State of California without regard to its conflict of laws and provisions. You and GeoTelematic® agree to submit to the exclusive jurisdiction of the courts located within the County of Placer, State of California, to resolve any legal matter arising from this EULA.

16.  General. This EULA constitutes the entire agreement between the parties with respect to the subject matter hereof. Any headings are provided for convenience only. You may not assign this EULA or any of your rights or obligations hereunder, but GeoTelematic® may assign this EULA and any of its rights and obligations hereunder and this EULA shall inure to the benefit of and is binding on GeoTelematic®'s respective successors and permitted assigns. The failure of GeoTelematic® to exercise or enforce any right under this EULA shall not constitute a waiver of such right. All rights and remedies granted to GeoTelematic® are cumulative and not alternate. If any provision of this EULA is found invalid or unenforceable, such invalidity or unenforceability shall not affect the remaining terms and conditions of this EULA, and the parties shall substitute a valid provision that most nearly approximates the intent and economic effect of the invalid or unenforceable one.