a gift receipt), your rights to receive a replacement NOOK or a refund are provided in the One Year Limited Warranty.

(c)Terms of Use. You must open a Barnes & Noble.com account and register your NOOK in accordance with the Terms of Use on the Web Site (the “Terms of Use”) in order to use the Service. In your use of the Service, in particular, your downloading and use of Digital Content, you must comply with the Terms of Use and any terms applicable to any Digital Content that you obtain from a third party. The Terms of Use will apply when you access the Web Site in connection with using your NOOK.

(d)Wireless Connection. Your NOOK has built-in wireless Internet connectivity capabilities. We will use commercially reasonable efforts to provide wireless Internet connectivity at no additional cost to you. The wireless connectivity is provided by a third-party carrier and may be subject to restrictions and limitations imposed by such carrier, such as coverage area, file size and carrier policies.

(e)No Responsibility for Digital Content. Your NOOK is designed to permit you access to

a wide variety of Digital Content, some of which may be inappropriate for, or offensive to, some readers. We do not exercise any editorial control over the Digital Content. We provide only your NOOK and the Service, which are intended to allow you access to the Digital Content. Under no circumstance will we be liable for any loss, damage or harm caused by your access to or reliance on the Digital Content. You must determine whether the Digital Content accessed through your NOOK is appropriate, useful, accurate and complete. Your use of the Digital Content and the Service is solely at your own risk.

2.License and Intellectual Property.

(a)License. Subject to your compliance with and the terms and conditions of this Agreement, we grant you a non-exclusive, revocable license to make personal, non-commercial use of: (i) the Service; (ii) the software loaded onto your NOOK, as may be updated, modified, added to or upgraded from time to time (the “Software”); and (iii) any printed or electronic documentation for such Software (the “Documentation”), all solely for the purposes that we intend, as described on the Web Site and in the Documentation.

(b)Third-Party Software. Certain portions of the Software are subject to separate licensing terms as set forth in Attachment 1. By using your NOOK, you agree that you have read, understand and agree to be bound by such terms.

(c)Reservation of Rights. The sale of your NOOK to you does not transfer to you any right, title or interest in or to any of our intellectual property rights or those of our suppliers or licensors. For example, all Software is either owned by us or is the property of our suppliers or licensors. The Software has been licensed, not sold, to you. © 2009 BARNES & NOBLE, INC. ALL RIGHTS RESERVED. Your NOOK, portions thereof, the Service or methods or processes related to either of them may be covered by one or more patents or pending patent applications. NOOK™, n™, Barnes & Noble® and B&N® are our trademarks. Other trademarks shown on your NOOK or through the Service are owned by our suppliers or licensors. Other than the limited license granted to you in this Section 2, you have no other right, title or interest in or to the Service, Software

or Documentation. Any rights not expressly granted to you are fully reserved by us and our

NOOK User Guide

Policies

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