GLOBE7 SOFT PHONE TELEPHONE SERVICES USER AGREEMENT

This Globe7 telephone services user agreement is by and between Axill Europe Limited., (established under the laws of England and Wales ) on behalf of itself and its affiliates (collectively the 'Company' or Axill or Globe7 group) and the user of the services offered herein ('You'). You agree to the following terms and conditions:

AXILL EUROPE LTD OFFERS TO PROVIDE THE GLOBE7 PHONE SERVICES TO YOU WITH THE FOLLOWING TERMS AND CONDITIONS AS SET OUT IN THIS AGREEMENT.

ONCE YOU ACCEPT THIS AGREEMENT, BELOW, AND BY USING OR PERMITTING THE USE OF THE GLOBE7 PHONE SERVICE, YOU AGREE THAT YOU AND ANY USERS OF YOUR ACCOUNT AND ASSOCIATED PHONE NUMBERS SHALL BE BOUND BY THE TERMS AND CONDITIONS AS SET OUT IN THIS AGREEMENT without any further signatures, compliances or formalities to be completed.

Axill Europe Ltd retains the right to modify or alter or amend this agreement at any time by posting the said modification or alteration or amendment at its website of http://usb.globe7.com/ and such modification, alteration or amendment shall come into effect after fifteen calendar days after the date of such posting or after the lapse of any notice period as specified by law if any applicable, whichever is later and in no event exceeding sixty days will have superseding effect of all the prior agreements upon the modified/altered/ amended Agreement's effective date.

1. About the GLOBE7 TELEPHONE SERVICE

Globe7 Telephone Service (hereafter referred as the 'Service') enables you to make voice calls over the public Internet to regular and mobile phones as well as other Globe7 Telephone Service users using your Personal Computer, your own broadband Internet connection and the software provided by the Company for the purpose and network.

Exceptions and Limitations

The Service does not provide for:

Primary or any type of traditional telephone service;

Any emergency telephone services like the service to police, fire, rescue or ambulance or 911 services;

Access to calls or services that attract charges/fee for such calls or services such as 900 numbers;

Use of the Service with other dial-out applications or appliances such as facsimile machines, alarm systems and medical alert systems;

Assistance to the telephone directory;

Service for non-personal or commercial use;

Access to the Service in all jurisdictions or locations; or

Error-free, continuous and/or uninterrupted service.

You hereby agree that You understand and acknowledge that the Service is provided to You with all or any of the limitations listed above and or otherwise restricted by the nature of service being provided; that You shall maintain access to primary phone system that will provide You with access to any telephone service necessary but not provided by the Service covered by this Agreement; and that You shall ensure that your acceptance of this agreement and use of the Service offered herein is not prohibited or limited by applicable law or regulation of the jurisdiction in which Service will be used.

CONTENT: The Company has entered into agreements with various companies/ organizations like AP, ANI, REUTERS etc., for providing news, views, reports on events of any kind and other information for GLOBE7 PHONE users. Your use thereof is solely at your discretion. You hereby agree that the Company shall not be held liable and/or identifiable for any loss or damage or consequential loss or consequential damage whether financial, mental or physical or otherwise caused to you or to your device due to the use thereof.

2. Term of this Agreement

The term of this Agreement (the 'Term') shall be for thirty days from the date Axill Europe Ltd. receives electronic notice of your acceptance of this agreement or from the date of the renewal of the account as the case may be twelve noon GMT on the first day shall be the time for termination of this Agreement. This Agreement shall automatically continue to renew for a period of thirty days at the end of each prior Term unless terminated prior to the expiration of the Term in accordance with this Agreement.

3. Terms of Service

Globe7 services are provided for bonafide users. People who download from other jurisdictions or states have to check and ensure with the local government laws regarding the VoIP service usage. Globe7 services are intended only for residential use and not for business purposes. Delivery of Globe7 services may be delayed for 24 to 48 hours for further credential confirmation. Globe7 has every right to suspend your services with or without cause and void the charges for your transactions. For all online transactions, Credit Card Fraud is a felony. For that, we will prosecute to the utmost extent of the law in any state. Whenever Globe7 is enhanced with new features, it will be automatically updated to your Globe7 client.

4. Talk time

If you are buying talk time, please note that the international rates will vary without notice. Please check up the rates as posted on our website prior to any usage.

One minute rounding is applicable to all international minutes.

Package per month may vary. Please check up the current packages available on the web site.

5. Free Minutes/Free Cards/Free Streaming

The Company also provides You the free calling cards worth the amount You are eligible by participating in partner promotion.

Whenever you are entitled to get free talk time, pop up/pop under/text/banner ads will be displayed via your Globe7 client.

You are entitled to view free to air TV channels delivered via Internet. This is a matter of Regulation in many jurisdictions and you must ensure that you have appropriate television license or any such permission to view it in the jurisdiction or country you use this service. Using the Globe7 transmission on the web, the streaming media is not provided by Globe7 but is an independent product designed to enable users of personal computers and other electronic devices to access media content over the internet. You accept that when you agree to use the site, you agree to respect the rights of the content owners or else you should refrain from entering the site or immediately leave the site. While all links to external sites are opened in the window of Globe7, we are not responsible in any manner for content provided by external sites or providers.

6. Account Termination; Account Suspension

Once the account is terminated, the information whatsoever on the account becomes inaccessible and unrecoverable for your use. Account fees and charges, if any accrued prior to the termination, which may include Pass Through Fees accrued prior to the termination of the account but billed after the account is terminated, shall survive the account termination. A terminated account cannot be reversed or revisited.

7. Termination by Company

Your account may be terminated by the Company for any or all of the following reasons:

You are in no way allowed to use Globe7 Packages and Free Minutes for any other hardware VoIP devices or any other soft clients. The breach of the agreement in this regard would result in the termination of your services;

If the account records maintained by the Company do not show any outgoing calls for a Term of 25 days;

If the laws at the time obligate the Company to take such action; or if we get Fraudulent transactions recorded from your account

If you have breached any of the terms contained in this Agreement and consequent to which, the Company issues a notice to your account contact, and that You have failed to take steps necessary to cure the breach within a reasonable time; and/or

On the expiry of the Term, without cause, by providing to your account contact a written or email notification prior to the expiry of the then-current Term.

8. Suspension of Account

Your access to the account will be suspended if the Company believes or has reason to believe at its sole discretion that you have breached one or more conditions of this Agreement and the Company has provided an opportunity to cure the breach within a reasonable time before termination as provided in 5(c) above.

9. Termination

You may terminate your account at any time by intimating the GLOBE7 TELEPHONE SERVICE Account Manager. In case, you have a reason to feel that the Company is in breach of this Agreement, you shall serve a notice upon the Company in writing detailing out the events at support@globe7.com and afford the Company with an opportunity in a reasonable time to cure the breach.
The Software is meant only for globe7 USB phone, which is to be used in a single computer only. Wherever and whenever you are noticed using this software in any device other than Globe7 USB Phone, the company reserve its right to suspend the account.

10. Service Outages

You understand that the success of this Service is dependant upon the networks including but not limited to Internet, electrical utility networks, software and the hardware, which are not under the control of the Company. Therefore, the Company shall not be held responsible or liable for any lack of Service quality or availability attributable in whole or in part to failures or delays of the above-mentioned resources, which are not under the control of the Company. You also understand and consequently agree that the Service may be unavailable during the routine maintenances, upgrades and emergency events. You therefore agree that the Company shall not be held liable for the non-availability of the service or consequences arising there from.

11. Phone Numbers - Title and Portability

You acknowledge that the telephone numbers provided to you whether in United States of America or elsewhere to use with your account are the property of the Company and the Company retains all the proprietary rights thereto and therefore they are not be used with any other service, application or device without the express and written consent of the Company. Company retains the right to cancel, change, replace or reassign the use of any number at any time at its discretion.

12. User Requirement and Restrictions

In addition to restrictions and limitations as provided elsewhere in this Agreement, the following requirements and restrictions are conditions of your use of the Service, the Company Account Manager and Company Network.

You warrant and represent that:

You have the legal capacity to enter this Agreement, either you are over eighteen years of age or have attained the age necessary to enter and perform your obligations under this agreement, including your agreement to view mature contents on the service or broadcasts and that non-fulfillment or violation of any of these requirements and restrictions mentioned in this section shall become grounds for immediate suspension or termination of account.

13. Minutes Calculation

The call duration shall be calculated from the time the call is connected through the time the call is disconnected. Each call duration shall be calculated in whole minutes with fractions of the minutes be rounded off to the next full one minute increment. Company reserves the right to modify call destinations upon posting on its website, http://www.globe7.com/.

14. Customer Service and Support

For questions and concerns about the Service, You may please contact support@globe7.com

15. Disclaimers of Warranties; Limitation of Liability

Axill Europe Ltd and its affiliates disclaim all express and implied warranties in regard to this computer program or usage of the service in any manner. Under no circumstances shall Axill Europe Ltd or its affiliates be liable for any damages arising out of the use or distribution of this computer program. All liabilities to the extent permitted by law are excluded. You assume all risk of using Globe7 and distribution in any form whatsoever.

COMPANY PROVIDES SERVICES AS IS. YOU HEREBY EXPRESSLY AGREE THAT USE OF THE COMPANY'S SERVICE IS AT YOUR OWN RISK.

Uninterrupted or error free Services are neither warranted nor represented either by the Company or its agents, or its affiliates or third-party vendors or the likes; warranties are also not extended to the results that may be obtained from the use of the Services or as to the accuracy, reliability or content of any information service or merchandise contained in or provided through the Services. Other than any express warranties contained herein, the Company hereby disclaims the warranties of merchantability and fitness for a particular purpose and all other warranties. The Company and You hereby agree that the terms of this Agreement shall not be altered due to custom or usage or due to the parties' course of dealing or course of performance under this Agreement or operation of waiver or implication.

You understand and agree that the Company, its affiliates, agents and vendors shall not be held liable for any indirect, incidental, special, punitive, exemplary or consequential damages, including but not limited to damages for loss of profits, business interruption, loss of programs or information, and the like, that arise out of the use or inability to use the Services; out of the mistakes, omissions, interruptions, deletion of records or files, errors, defects, delays in operation, or transmission; or for any failure of performance; regardless of whether the Company has been advised of such damages or their possibility, or whether the above events are limited to acts of God, communication failure, theft, destruction, or unauthorized access to the Company's records, programs, or the Services, whether in contract, tort or otherwise.

You understand and expressly agree that the Company's total liability and your sole remedy for any non-accessibility to the Services or other downtime is limited to a refund of fees paid, if any, during the Term. Under any circumstances, shall the Company's liability, including all fees, attorney fees, and costs, do not exceed the total aggregate amount, if any, paid by You to the Company under this Agreement.

16. Intellectual Property Rights

Apart from the rights expressly granted herein in relation to the use of the Services, this Agreement does not transfer any intellectual property, such as Patents, Copyrights, Trademarks etc., or other property or proprietary rights to you. You hereby acknowledge that all rights, titles, and interest in any Services, including their constituent parts that are provided to You are the property of the Company, its agents, affiliates and vendors. The Services and their constituent parts are just meant for your use in connection with the Services provided to You as mentioned in this Agreement.

17. Hardware, Equipment and Software

You hereby agree that you are responsible for and must provide all computers, software, hardware, and other services necessary to access Company servers by way of the Company-provided phone application software including adequate Internet connectivity

necessary for You to access the Services fully and that the Company makes no representations, warranties or assurances that your equipment or services You have selected to use in conjunction with the Services will be compatible with the Services.

18. Indemnification

You agree that You shall defend, indemnify, save and hold the Company harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorney's fees, asserted against Company, its agents, servants, officers and employees, that may arise or result from any provision of the Services to You or performed or agreed to be performed on your behalf or any product or service sold by You, your agents, employees or assigns through the use of the Services or in event of any contemplated or actual breach.

Without limiting to what has been mentioned in the foregoing paragraphs, You agree to defend, indemnify and hold the Company harmless against liabilities arising out of any injury to person or property caused by any products sold or otherwise distributed in connection with the Services provided to You; any material supplied by You infringing or allegedly infringing on the property or proprietary rights of a third party; copyright infringement; and any defective product which You sold or distributed by means of the Services.

19. Title and Ownership

Except to the rights, which are expressly granted in this License Agreement, You hereby understand and agree that there is no right transferred to you either in respect of the title to the Software or documentation or interest in the Software or the Documentation or any copyright to the software, or patent or trade secret or other intellectual property or proprietary rights in the Software or Documentation. The Company retains the sole and exclusive rights to the part or entire Software or Documentation and/or the copies thereof and You are obligated to assign all rights, title or interest in and to any modifications You effect to the Software or Documentation, whether or not such modifications are expressly permitted by the Company. The Software or the Documentation or the information contained in the Software is the property of the Company and You therefore hereby agree that You do not engage in unauthorized use or disclosure, which would harm the interests of the Company. Upon learning any unauthorized possession or use of or access to the Software and/or Documentation, You shall notify the Company immediately and shall furnish details of such an event and will assist the Company in preventing any recurrence thereof. You will also cooperate fully in any litigation or other proceedings undertaken by the Company to protect its rights thereto. Use of the whole or a part of the Software may attract the license or other fees to any third party, which You hereby agree to undertake the responsibility for and make payment of such incidental fees to the third party and that You shall not hold the Company responsible for the same.

20. Miscellaneous

Governing Law; jurisdiction; forum

All the terms of this Agreement, whether expressly provided herein or implied shall be governed by and construed in accordance with the laws of England without regard to its conflicts of laws or its principles. You agree, in the event of any claim or suit is brought in relation to the provision of the Services by the Company to You, to submit to the jurisdiction of the United Kingdom, and agree that the arbitration at London under English law as the appropriate forum for dispute resolution. Commercial men from the industry will be appointed as Arbitrator by the LCIA under its Rules.

21. You understand and agree that You and your account users shall:

Notify all potential and actual users including everyone at the location in which the services will be accessed that certain phone functionality, including emergency phone services, is not provided by the Services;

Not permit the tampering or disruption or cause the degradation or unauthorized intrusion of the Service, Company website, Company network or Company Account Manager or software including any type of manual or automated invasion of the same

Not infringe on the rights of the Company's intellectual property or proprietary information or the intellectual property or proprietary information of others through the use of the Services. All rights and titles to the intellectual property and proprietary information made available in connection with the Service are the sole property and remain the property of the Company and its third party providers;

Not use or allow to be used any auto dialers or other automated applications or devices to access the Service or use them in conjunction with the Service;

Not use the Service with extensive call forwarding continuous connectivity, fax blasting or broadcasting or telemarketing or any other type of use inconsistent with personal, non-commercial use of the Service. Determination of a violation of this restriction is in the sole judgment of Company and shall be grounds in and of itself for account suspension or termination without prior notice;

Not compile or attempt to compile, allow a list of users, user information, account or call activity;

Not send unsolicited commercial or bulk communications by way of the Service, spam, send junk mail; and

Not decompile or reverse engineer or otherwise make attempts to discover the source code for any materials provided in connection with the service (this prohibition is in addition to the terms of the End User License Agreement appended to this Agreement).

22. A person who is not a party to this Agreement has no right to enforce any term of this Agreement. The failure of either Party to enforce or to exercise any term of this Agreement does not constitute a waiver of such term and will in no way affect that Party's right later to enforce or to exercise it.

23. This Agreement constitutes the whole and only Agreement and understanding between the parties relating to its subject matter and supersedes and extinguishes any prior drafts, previous agreement, undertakings, representations, warranties an arrangements of any nature whatsoever, whether or not in writing, between the parties in connection with the subject matter of this Agreement. No variation to this agreement shall be of any effect unless it is agreed in writing on behalf of each party.

24. Each of the provisions of this Agreement is severable. If any provision is or becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction, the legality, validity or enforceability in that jurisdiction of the remaining provisions of this Agreement shall not in any way be affected or impaired by it.

The User shall be deemed to have entered into the agreement with the company upon clicking the acceptance button.

22. 1 GB Free Space and File Sharing:

GLOBE7 PHONE has the feature of sharing the digital files of any kind or format by You with all or any of your buddies. While allowing You to share the digital files of any kind with your buddies on GLOBE7 PHONE, the Company reserves the right to delete any or all such file(s), if found to be containing objectionable matter or content with or without notice to You. You hereby agree that You shall not hold the Company liable for any loss or consequential loss arising out of such deletion and also for any loss of the shared or stored digital files. You may note that the Company does not assure You of any back-up assistance in respect of the files shared or stored in your GLOBE7 PHONE account.

You shall not either upload or download or share any digital files containing any copyright infringing material. You further agree that You shall absolve the Company from any infringement action, whether direct or otherwise, which may arise out of storing or sharing the digital files or matters infringing any third party's copyright.

GLOBE7 SOFT PHONE APPLICATION SOFTWARE - END USER LICENSE AGREEMENT

IMPORTANT: THIS AGREEMENT HAS TO BE READ CAREFULLY BY THOSE WHOEVER INTENDS TO INSTALL, COPY OR OTHERWISE USE THE SOFTWARE AND AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE AGREEMENT. THOSE WHOEVER DO NOT AGREE TO THE TERMS OF THIS LICENSE AGREEMENT, SHOULD NOT INSTALL, COPY OR OTHERWISE USE THIS SOFTWARE.

This is a legal license Agreement between You (the user of the software) and Axill Europe Limited Incorporated under the laws of England and Wales (hereinafter collectively referred to as the Company), which grants You certain rights to access and use the software, which is provided for free by the Company directly or indirectly through any of its agents or downloaded from the websites of the Company, together with any permitted copies of, and any permitted modifications, enhancements, or corrections to such software (collectively, the 'Software') and any electronic manuals and on-line help function for the Software, as the Company may update from time to time ('Documentation'). YOU HEREBY AGREE, EITHER ON YOUR OWN BEHALF AND/OR ON BEHALF OF ANY ORGANISATION, OF WHICH YOU ARE AN AUTHORISED REPRESENTATIVE OR AN EMPLOYEE OR AN AGENT OR A USER IN ANY CAPACITY WHATSOEVER FOR WHICH YOU ARE USING THE SOFTWARE, THAT YOU AND YOUR ORGANISATION WILL USE THE SOFTWARE ONLY IN ACCORDANCE WITH THE FOLLOWING TERMS AND CONDITIONS:

1. GRANT OF LICENSE

The Company hereby offers you a limited personal, non-exclusive, non-transferable license to access and use the Software and to access and use the Documentation and You accept the same. The grant of license is for the use of the Software or access to the Software in its object form only whether the Company provides you in its both object and source code or otherwise. You may use the Software on a single computer identifiable controlled by You. Except in the case, where the Company permits You on a separate authorization and payment of license fees, You should not use the software concurrently on two or more computers or on a local-area network or on a wide area network or other networks or for any commercial purpose. You may make one copy of the Software and the Documentation for backup purposes, so long as You do not omit or alter any copyright, trademark or other proprietary notices. This grant of license to use the Software is valid till this Agreement is terminated as provided herein. You are at a liberty to terminate this Agreement by destroying the Software, the Documentation and any backups thereof in your possession. Upon violation of any of the terms and conditions of this License Agreement, this license will stand terminated automatically without any further notice. You acknowledge that this License does not entitle you any support or maintenance or upgrade from the Company.

2. LICENSE RESTRICTIONS

You hereby agree that either by yourself or through any person not to do the following:

Copy, alter, modify, tamper or create derivative works based upon the Software or Documentation; Reverse compile, reverse assemble or reverse engineer the Software in whole or in part (except in the case where the Company expressly permits You from doing through a separate Document or a Agreement);

Defeat, disable or circumvent any protection mechanism related to the Software or Documentation, including without limitation any code which necessitates or solicits agreement to a License before use of the Software;

Sell, license, sublicense, lease, rent, distribute, disclose, permit access to or transfer to any third party, either for profit or otherwise, any part or portion of the Software or the Documentation, or in particular, without limiting the generality of the what has been mentioned in the preceding paragraphs, distribute the Software over the Internet, networks, electronic bulletin boards, or websites or allow any party to use or access the Software;

Communicate any review of the Software performance or information about the Software to any third party either by publishing or disseminating or otherwise except by seeking the prior written consent of the Company; or

Use, download or export the Software in violation of any of the laws of the land.

3. TITLE AND OWNERSHIP

Except to the rights, which are expressly granted in this License Agreement, You hereby understand and agree that there is no right transferred to you either in respect of the title to the Software or documentation or interest in the Software or the Documentation or any copyright to the software, or patent or trade secret or other intellectual property or proprietary rights in the Software or Documentation. The Company retains the sole and exclusive rights to the part or entire Software or Documentation and/or the copies thereof and You are obligated to assign all rights, title or interest in and to any modifications You effect to the Software or Documentation, whether or not such modifications are expressly permitted by the Company. The Software or the Documentation or the information contained in the Software are the property of the Company and You are therefore hereby agree that You do not engage in unauthorized use or disclosure, which would harm the interests of the Company. Upon learning any unauthorized possession or use of or access to the Software and/or Documentation, you shall notify the Company immediately and shall furnish details of such an event and you will assist the Company in preventing any recurrence thereof and also you will cooperate fully in any litigation or other proceedings undertaken by the Company to protect its rights thereto. Use of the whole or a part of the Software may attract the license or other fees to the third party, which You hereby agree to undertake the responsibility for payment of such incidental fees to the third party and that you shall not hold the Company responsible for the same.

4. Search Results

Your Globe7 phone comes to You with a unique search engine component, OWLFORCE, which works parallel with the other search engine when the user uses popular search engines available on the net. It will help users' browsing experience. When the user use any web-search engine, OWL FORCE gets automatically activated, without any attempt or interference or involvement of the user, and may open a website which fits best to the word/phrase that is being searched in a separate browser page. Though efforts have been made to give You the best resultant website using the OWLFORCE, it is possible that You may not find that resultant website suitable to the word/phrase that is being searched by You. You therefore hereby accept that You would not claim to be aggrieved by such activation of the OWLFORCE in opening such a website and that You would not claim for any damages, consequential damages, compensation or indemnification from the Company for automatic opening of such a website in a separate browser page.

5. MISCELLANEOUS TERMS

This License Agreement shall be governed by the laws of England in respect of the users of the Software o without regard to the conflicts of the principles of law. You shall therefore irrevocably submit to the respective jurisdiction of the Judiciaries of the land and any action or proceeding arising out of this License Agreement will be heard and determined in such Court. In case of any of the provisions of this License Agreement is held to be unenforceable, this License Agreement shall be construed so as to give the fullest possible effect to its terms consistent with the applicable laws of the land. You hereby agree that in the event that the Company has failed to enforce any of its rights, such a failure shall not preempt it from exercising its rights in the future. This License Agreement in its entirety constitutes the agreement between You and the Company with the subject matter being the Software and/or Documentation, and therefore, may not be modified or assigned except in writing signed by You and the Company. Be advised that the Software and/or the Documentation will send the Company some technical data about the device it is installed on, which shall be used by the Company only in its Research and Development efforts, which in turn help the Company to provide you with the best quality products of the Software.

6. LIMITED SUPPORT

During the tenure of this License Agreement, the Company shall furnish web-enabled or email support for the Software to You on an 'as available' basis.

7. DISCLAIMER OR WARRANTY/LIMITATION OF REMEDIES

The Company will not be under any obligation to support the Software or Documentation, which is being offered under this License Agreement other than the support expressed under preceding clause. The Company under this License Agreement provides You the Software and/or the Documentation in its 'as available' form or with without any express or implied warranties of any kind. The disclaimed warranties includes, but not limited to, any implied warranties of merchantability or fitness for any specific purpose or lost profits or lost savings or warranties against infringement of any proprietary rights of a third party. Under no event and under no legal theory, tort, contract or otherwise, shall the Company be liable for any economic, consequential, incidental or special damages, or any other relief whatsoever, or for any claim by any third party, arising from use by you or others of the Software or Documentation, even if the Company shall have been advised of the possibility of such damages.

The User shall be deemed to have entered into the agreement with the company upon clicking the acceptance button.

The Company though strive to maintain and continue the existing features of GLOBE7 PHONE or add any further features, retains the right to alter, modify or stop any of the features at any point of time without notice.