TERMS AND CONDITIONS FOR ALL UTILITRAN WEB SITES

This Internet Web Site ("Web Site") is provided by Utilitran Corporation. Your use of this Web Site and Utilitran products ("Utilitran Products") offered through this Web Site is subject to the following terms and conditions.

If you do not agree to the terms stated below, please immediately log off this Web Site. By your continued access or use of the Web Site or Utilitran Products offered through the Web Site, you agree to be legally bound by the terms and conditions set forth herein.

Use of This Web Site

Utilitran maintains this Web Site for your personal entertainment, information, education, and communication. Please feel free to browse the Web Site. The Web Site and Utilitran Products are subject to Canadian, as well as applicable international copyright law. The Web Site and Utilitran Products are owned by Utilitran Corporation. Without Utilitran's prior written permission, or as specifically provided herein, you may not reproduce, distribute, modify, display, prepare derivative works based on, repost or otherwise use the content of this Web Site, except that you may download one copy of the material in temporary storage on one computer for your personal, non-commercial home viewing only, provided you do not delete or change any copyright, trademark, or other proprietary notices. Any unauthorized use of the images may violate copyright laws, trademark laws, the laws of privacy and publicity and/or communications regulations and statutes. Except as expressly provided above, nothing contained herein shall be construed as conferring any license or right under any copyright or other intellectual property right. Any other copying, redistribution, publication, or retransmission of any portion of Web Site material or the Utilitran Products is strictly prohibited without the express written permission of Utilitran. You may not modify, decompile, disassemble, decrypt, extract or otherwise reverse engineer the Products, or create derivative works based upon all or part of the Product. No right, title, or interest to any trademarks or trade names of Utilitran or its licensors is granted to you.

If you are an owner of intellectual property who believes their intellectual property has been improperly posted or distributed via this Web Site, please notify Utilitran immediately at the following address: Utilitran Corporation, 250, 6815 - 8th Street NE, Calgary, Alberta T2E 7H7, Attention: Legal Department.

Use of Materials on This Web Site

Utilitran may make certain content available on the Web Site, including but not limited to, characters, designs, text, photos, clip art, fonts, graphics, electronic greetings, sounds, video, and/or templates and projects (the "Properties"), which are either owned by or used under license by Utilitran and are protected under trademark, copyright, and other applicable laws. Any and all unauthorized use of the Properties is strictly prohibited. You may not sell any Property or any item containing or carrying a copy of any Property. Subject to the restrictions described below, you may make copies of the Properties for use in home entertainment and projects, for educational purposes, in advertisements, public or private presentations, business communications, multimedia presentations, and other similar uses. For example, subject to the restrictions described below, you may use the Properties to create posters, stationery, greeting cards, signs, invitations, calendars, reports, catalogs, brochures, and newsletters.

All rights in derivative works created by the use of a Property shall vest exclusively in Utilitran or its licensors. The following notice must accompany each authorized use of a Property: "© 2005 Utilitran Corporation. All rights reserved."

No other use of any characters, designs, text, photos, clip art, fonts, graphics, electronic greetings, templates and projects contained on any other Utilitran Web Site is permitted.

YOU ARE NOT PERMITTED TO:

• Use any Properties containing trademarks or logos of any third party in any print or electronic media of an editorial, commercial, promotional, or corporate nature;
• Resell or sublicense or distribute collections of the Properties including, for example, clip art collections, photo collections or stock collections;
• Sell any item on which any Property is copied or otherwise printed;
• Use any of the Properties as a logo, trademark or similar designation of your business;
• Use any individuals or entity's name, likeness, and/or image in any manner that suggests the endorsement or association of any product or service. For example, you may use a photo of an animal in an advertisement, but you may not use the image of a person;
• Use any Property in or to create any immoral, obscene or scandalous works; or
• Except as otherwise provided by the functionality of the Web Site, use any Property in electronic format, including online use, and multimedia applications unless all of the following conditions are met:
• The Properties are incorporated for viewing purposes only;
• The Properties do not comprise a significant portion of the content of the proposed use;
• A notice is included specifying that the Properties may not be saved or downloaded and are only to be used for viewing purposes; and
• The Properties are embedded at no higher than a base resolution of 512x768.

Your Communications To and Through the Web Site

Utilitran likes to hear from you. However, in your communications with Utilitran, please keep in mind that Utilitran does not accept or consider any creative ideas or suggestions relating to products or marketing plans unless it has specifically requested them. Therefore, please do not send to Utilitran any creative or original materials such as ideas for software products, web sites, toys, games, or other products, or any other creative suggestions, ideas, notes, drawings, concepts or other information. Any communication or material you transmit to or through the Web Site by electronic mail or otherwise, including any personal data, questions or answers, comments, suggestions, or the like is, and will be treated as, non-confidential and non-proprietary. Furthermore, Utilitran shall be free to use any ideas, concepts, know-how, or techniques contained in any communication you send to the Web Site for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products using such information.

Utilitran reserves the right, but shall have no obligation, to monitor communications or materials you transmit to, through or post on the Web Site, and reserves the right to suspend, delete or withhold any communications or materials and to terminate your access to and use of this Web Site, at any time and for any reason (including for violation of these Terms and Conditions or for any unlawful or improper conduct.) By using this Web Site, you consent to Utilitran's access of your account and other records for, among other purposes, maintenance, or the investigation of complaints or allegations of misuse or misconduct. You further agree that Utilitran need not provide any notice to you, either before or after such access, except as required by law. Except as stated in Utilitran's Privacy Policy, anything you transmit or post may be used by Utilitran or licensed to others by Utilitran for any purpose, including but not limited to mailing list rental, product or service solicitations, reproduction, disclosure, transmission, publication, broadcast and posting. You further agree that you will not use any of the services or functions provided by the Web Site to "spam" or otherwise send multiple, unwanted email notifications or invitations to any person, and that you will use the Web Site in a responsible manner.

Disclaimer and Limited Liability

This Web Site, including materials accessed from or through it, including the Utilitran Products may include technical inaccuracies or other errors. Your use and browsing of the Web Site and the Utilitran Products are at your risk. Neither Utilitran nor any other party involved in creating, producing, or delivering the Web Site or the Utilitran Products shall be liable for any direct, incidental, consequential, indirect, or punitive damages arising out of your access to, or use of, the Web Site or Utilitran Products. Utilitran does not warrant that the functional aspects of the Web Site or Utilitran Products will be uninterrupted or error free or that this Web Site or the server that makes it available are free of viruses or other harmful components. Utilitran neither warrants nor represents that your use of materials displayed on the Web Site or the Utilitran Products will not infringe upon the rights of third parties not owned by or affiliated with Utilitran. All data transfer and storage shall be at your own risk, and you shall be solely responsible for all loss or damage to your data. You also understand that Utilitran cannot and does not guarantee or warrant that the Utilitran Products or the Web Site, files or software of any kind, or from any source, available for downloading through the Web Site, will be free of infection or viruses, worms, Trojan Horses or other code or defects that manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to the Web Site for the reconstruction of lost data. You understand that, except for information, products, or services clearly identified as being supplied by Utilitran, Utilitran does not operate, control or endorse any information, products, or services on the Web Site in any way. Except for Utilitran identified information, products or services, any other information, products and services offered on the Web Site are offered by third parties that are not affiliated with Utilitran. Utilitran may allow you to link from the Web Site to third party sites from which you may purchase goods and/or services. Any transaction you enter with such a third party shall be between you and that third party; Utilitran shall have no liability for any transaction you enter into with a third party accessed through the Web Site. Without limiting the foregoing, everything on the Web Site and the Utilitran Products are provided to you "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. Please note that some jurisdictions may not allow the exclusion of implied warranties, so some of the above exclusions may not apply to you. Utilitran reserves the right to make changes to this Web Site or the Utilitran Products at any time without notice. Utilitran may cancel, change, modify, discontinue, terminate, or charge a fee at any time for any reason for the online services or products available in conjunction with this Web Site or the Utilitran Products, without notice, at Utilitran's sole discretion. IN NO EVENT WILL UTILITRAN OR ITS SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, ECONOMIC, COVER, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE WEB SITE OR Utilitran PRODUCTS, INCLUDING, WITHOUT LIMITATION, DAMAGES RELATING TO THE LOSS OF PROFITS, BUSINESS, GOODWILL, DATA, TIME OR COMPUTER PROGRAMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES UNDER ANY THEORY OF LIABILITY. IN NO EVENT WILL UTILITRAN AND ITS SUPPLIERS' AND LICENSORS' LIABILITY EXCEED THE AMOUNT PAID BY YOU FOR THE USE OF THE WEB SITE REGARDLESS OF THE FORM OF THE CLAIM (INCLUDING, WITHOUT LIMITATION, ANY CONTRACT, PRODUCT LIABILITY, OR TORT CLAIM). BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. AMENDMENTS ARE PERIODICALLY MADE TO THE INFORMATION CONTAINED HEREIN AND THE PRODUCTS; THESE AMENDMENTS WILL BE INCORPORATED INTO THE WEB SITE AND/OR THE PRODUCTS AND Utilitran MAY MAKE IMPROVEMENTS AND/OR SAID AMENDMENTS TO THE WEB SITE AND THE PRODUCTS AT ANY TIME. ANY AND ALL PORTIONS OF THIS DISCLAIMER SHALL AUTOMATICALLY APPLY TO ALL IMPROVEMENTS AND/OR AMENDMENTS AS THEY APPEAR ON THE WEB SITE AND/OR THE PRODUCTS. UTILITRAN DOES NOT WARRANT THAT THE WEB SITE AND ACCESS TO THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE OR THAT DEFECTS IN THE WEB SITE OR THE PRODUCTS WILL BE CORRECTED. If you are dissatisfied with the Web Site or the Utilitran Products or with any terms, conditions, rules, policies, guidelines or practices of using the Products or of Utilitran in operating the Web Site, your sole remedy is to discontinue using the Web Site and the Products.

Links

Utilitran has not reviewed all of the web sites linked to this Web Site and is not responsible for the content of any off-site pages or any other sites linked to this Web Site. The inclusion of any link to such sites does not imply endorsement by Utilitran of the sites. Your linking to any other off-site pages or other sites is at your own risk.

General Provisions

Utilitran may revise these Terms & Conditions from time to time by updating or revising this posting, with the revised terms taking effect as of the date of its posting. You agree to periodically review this Agreement and be bound by any such future modifications. Utilitran controls and operates this Web Site from its offices in Calgary, Alberta, Canada and makes no representation that these materials are appropriate or available for use in other locations. If you use this Web Site from other locations you are responsible for compliance with applicable local laws. Utilitran products are available in many parts of the world. However, this Web Site may describe products that are not available worldwide. If any portion of these terms is held to be unenforceable, the unenforceable portion shall be construed in accordance with applicable law to the greatest extent possible and the remainder of the provisions shall remain in full force and effect. Any cause of action you may have with respect to this Web Site must be commenced within one year after the claim or cause of action arises, or such claim or cause of action is barred. These terms will be governed by and construed in accordance with the laws of the Province of Alberta, Canada, without regard to its conflicts of law provisions. Any legal action arising from your use of this Web Site shall take place in a court located in Calgary, Alberta. By your use of this Web Site you consent to the personal jurisdiction of such courts.