CoPilot→ End-User License Agreement

NOTE: On the following pages there are three separate license agreements for users

of North American, European, and Australian Data.

THIS IS A LEGAL AGREEMENT BETWEEN YOU,THE USER (either an individual or an entity), AND ALK TECHNOLOGIES, INC. ("ALK"). IF YOU DO NOT AGREE TO THE TERMS OF THIS License, DO NOT OPEN THE PACKAGE. Promptly return the unopened CD-ROM package and accompanying materials (including written materials and containers) to the dealer from which you obtained them for a full refund.

OPENING THE PACKAGE OR USING THE ENCLOSED SOFTWARE INDICATES YOUR ACCEPTANCE OF THE TERMS OF THIS License.

ALK→Technologies, Inc. LICENSE AGREEMENT

CoPilot Pocket PC 6 with NORTH AMERICAN DATA LICENSES: 1 User

1. Grant of License:

This ALK License Agreement ("License") is a single-user, non-exclusive, non- transferable license agreement and not an agreement for sale. ALK hereby licenses the Help Files and CD-ROM software identified above (collectively, "the Software") to you under the following terms and conditions.

The Software may not be loaded onto a network of any type. You may use the Software on any compatible personal computer, provided you use it on only one computer at a time. The Software is "in use" on a computer when it is loaded into the temporary memory (i.e., RAM) or installed into the permanent memory (e.g., hard disk, CD-ROM, or other storage device) of that computer. You may make a single back-up or archival copy of the Software for back-up purposes only. You may not transfer this Software or assign this License Agreement to another party.

You are not permitted to, during the term of this License Agreement and thereaf- ter:

Use the Software on a network or file server.

Use or copy the Software or the accompanying documentation except as provided in this License Agreement.

Alter, merge, modify, or adapt the Software or the accompanying documenta- tion in any way including disassembling or decompiling this Software.

Loan, lease, sell, transfer, or sublicense the Software or the accompanying documentation.

Copy, loan, lease, sell, transfer, or sublicense any output of this Software (including but not limited to printed maps and driving itineraries); However, you may provide a limited number of printed copies of a single trip to family members or traveling companions.

You are not permitted to use the Software for motor-carrier tariff or routing purposes.

Electronic reproduction and transmission of output to remote locations is not permitted.

ALK retains all rights not expressly granted. Nothing in this License Agreement constitutes a waiver of ALK's rights under the U.S. copyright laws or other appli- cable copyright laws or any other federal or state law.

2.Term:

This License is effective upon receipt by you of the Software and upon opening the package. The License is effective until terminated. You may terminate this License at any time by returning all copies of the Software, and any portions thereof, to ALK. The License terminates automatically if you fail to comply with any of the terms of this License Agreement. You agree upon such termination to return or destroy this CD-ROM and all other copies of the Software and certify in writing to ALK that you have done so..

3. Limited Warranty:

ALK warrants that all disc(s) on which the Software is furnished shall, for a peri- od of 90 days from delivery (the "Warranty Period") be free, in normal use, from defects in material and workmanship. ALK will have no responsibility to replace any disc(s) that have been damaged by accident, abuse, or misapplication.

Customer Remedies: ALK's entire liability and your exclusive remedy shall be, at ALK's option, either (a) return of the price paid or (b) replacement of the disc(s) that does not meet ALK's Limited Warranty, and that is returned to ALK with a copy of your receipt.

Except as specifically provided above, ALK MAKES NO OTHER WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED,WITH RESPECT TO THE SOFTWARE OR DOCUMENTATION, INCLUDING ANY WARRANTY AS TO THE QUALITY, PERFORMANCE, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT WILL ALK TECHNOLOGIES, INC. BE LIABLE FOR DIRECT DAMAGES IN EXCESS OF THE License FEE OR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE OR DOCUMENTATION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO CASE SHALL ALK'S LIABILITY EXCEED THE AMOUNT OF THE License FEE.

While the information contained in the Software was believed to have been cor- rect at the time of publication, ALK cannot guarantee its accuracy and shall not be subject to liability for any errors or omissions. Information in the Software and its accompanying preprinted materials is subject to change without notice and does not represent a commitment or endorsement on the part of ALK. Routes and miles generated by the Software are not suitable for commercial truck use.

THE WARRANTY AND REMEDIES SET FORTH ABOVE ARE EXCLUSIVE AND IN LIEU OF ALL OTHERS, ORAL OR WRITTEN, EXPRESS OR IMPLIED. No ALK dealer, distributor, agent, or employee is authorized to make any modifica-

- 48 -