MONTAVISTA SOFTWARE, INC.'S TERMS AND CONDITIONS FOR ON-LINE 
   ENROLLMENT IN THE SOFTWARE TRAINING CLASS 


IMPORTANT - READ CAREFULLY BEFORE ENROLLING IN THE 
SOFTWARE TRAINING CLASS DESCRIBED IN THIS SITE. THESE TERMS 
AND CONDITIONS CONSTITUTE A LEGAL CONTRACT.  IN ADDITION TO 
ANY OTHER AGREEMENT YOU MAY HAVE WITH MONTAVISTA 
SOFTWARE, INC. WHICH GOVERN THE TRAINING CLASS DESCRIBED IN 
THIS SITE ("PRIOR AGREEMENT(S)"), YOU MUST ACCEPT THE TERMS 
OF THIS AGREEMENT, INCLUDING THE TRAINING COURSE POLICY 
FOUND AT http://www.mvista.com/products/training_policy.html (THE 
"COURSE POLICY"), BEFORE YOU CAN ENROLL IN OR ATTEND THE 
TRAINING CLASS DESCRIBED IN THIS SITE.  TO THE EXTENT THAT ANY 
TERMS OF ANY PRIOR AGREEMENT(S) CONFLICT WITH THE TERMS 
THE TERMS OF THIS AGREEMENT, THE TERMS OF THIS AGREEMENT  
SHALL GOVERN.

IF YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT, 
INCLUDING THE COURSE POLICY, YOU SHOULD CLICK ON THE BOX AT 
THE BOTTOM OF THIS PAGE LABELED "I ACCEPT" AT WHICH TIME 
YOU WILL BE PERMITTED TO ENROLL IN, AND PAY THE FEE FOR, THE 
SOFTWARE TRAINING CLASS. 

IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU 
SHOULD CLICK ON THE BOX AT THE BOTTOM OF THIS PAGE LABELED 
"I DO NOT ACCEPT" AT WHICH POINT YOU WILL BE RETURNED TO THE 
PRIOR WEB PAGE. 

TERMS AND CONDITIONS

MontaVista Software Training Class:  This Agreement is between you ("You" or 
"Enrollee"), and MontaVista Software, Inc. ("MontaVista"), the provider of certain 
software training classes as outlined on this website (each, a "Software Training Class"). 
The payment of Your fee shall entitle You to attend and participate in the Software 
Training Class for one training session (which may include more than one day of 
classes).   This Agreement incorporates by reference the Course Policy and Enrollee 
acknowledges that he/she/it has read and agrees to the terms and conditions contained 
therein.

Ownership and Protection of Intellectual Property Rights:  "Intellectual Property 
Rights" as used in this Agreement means all rights, title, and interest in and to patent, 
copyright, trademark, trade secret, inventions, know-how and other Intellectual Property 
Rights pertaining to the Software Training Class including any documentation, materials 
or other information provided therein (the "Software Training Class Materials"). 
MontaVista shall retain all Intellectual Property Rights to the Software Training Class 
Materials or pertaining to the Software Training Class and does not grant any rights in its 
Intellectual Property Rights, except the right of Enrollee to attend and participate in the 
Software Training Class, as described above. All such Intellectual Property Rights shall 
remain the sole and exclusive property of MontaVista and MontaVista reserves all rights 
not expressly granted to Enrollee. Enrollee may not reverse engineer, disassemble, 
decompile, or otherwise attempt to derive the source code of any software that relates to, 
constitutes, or is used in the Software Training Class. The Enrollee may not rent, 
disclose, lease, sublicense, assign, loan, sell, copy, or distribute any part of the Software 
Training Class or the Software Training Class Materials or make any other use of the 
Software Training Class or the Software Training Class Materials except his or her 
attendance at and participation in one training session of a Software Training Class.  
Enrollee acknowledges and agrees that certain portions of the Software Training Class 
and the Software Training Class Materials are the confidential information of 
MontaVista.  Enrollee shall hold in confidence and not use or disclose any MontaVista 
confidential information and agrees that he/she/it shall take reasonable measures to 
protect the secrecy of and avoid disclosure and unauthorized use of MontaVista's 
confidential information.

The Services are Provided "AS IS"; No Warranties; No Indemnities:  
THE PARTIES ACKNOWLEDGE THAT THIS IS AN AGREEMENT FOR SERVICES 
AND NOT FOR THE SUPPLY OF GOODS. THE SERVICES ARE DELIVERED "AS 
IS", WITH NO WARRANTIES OF ANY KIND. MONTAVISTA PROVIDES NO 
WARRANTY, EXPRESS, IMPLIED, OR STATUTORY, AND SPECIFICALLY 
DISCLAIMS ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A 
PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NO ORAL OR WRITTEN 
INFORMATION OR ADVICE GIVEN BY MONTAVISTA, ITS DISTRIBUTORS, 
AGENTS, CONTRACTORS, OR EMPLOYEES SHALL IN ANY WAY INCREASE 
THE SCOPE OF THIS WARRANTY OR DIMINISH THIS DISCALIMER IN ANY 
WAY. THIS WARRANTY DISCLAIMER CONSTITUTES AN ESSENTIAL PART 
OF THIS AGREEMENT, AND MONTAVISTA WOULD NOT BE ABLE TO 
PROVIDE THE SERVICES WITHOUT SUCH LIMITATIONS.  

LIMITATION OF LIABILITY:  EXCEPT WITH RESPECT TO (I) CLAIMS FOR 
BODILY INJURY, (II) ENROLLEE'S BREACH OF THE "OWNERSHIP AND 
PROTECTION OF INTELLECTUAL PROPERTY RIGHTS" PROVISION ABOVE, IN 
NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY 
OTHER THIRD PARTY FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS 
INTERRUPTION, LOSS OF DATA, COST OF COVER OR INDIRECT, SPECIAL, 
INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND IN 
CONNECTION WITH OR ARISING OUT OF THE ENROLLMENT, ATTENDANCE, 
PARTICIPATION, PERFORMANCE OR USE OF THE SOFTWARE TRAINING 
CLASS OR THE SOFTWARE TRIANING CLASS MATEIRALS, WHETHER 
ALLEGED AS A BREACH OF CONTRACT OR TORTUOUS CONDUCT, 
INCLUDING NEGLIGENCE, EVEN IF THE OTHER PARTY HAS BEEN ADVISED 
OF THE POSSIBILITY OF SUCH DAMAGES. 

DESPITE ANY OTHER PROVISION OF THIS AGREEMENT OR OTHERWISE, 
UNDER NO CIRCUMSTANCES SHALL MONTAVISTA'S AGGREGATE 
LIABILITY UNDER THIS AGREEMENT FOR DAMAGES EXCEED THE LESSER 
OF (I) THE AGGREGATE FEES PAID BY ENROLEE UNDER THIS AGREEMENT 
OR (II) THE ACTUAL DAMAGES SUSTAINED BY ENROLLEE. THE 
PROVISIONS OF THIS PROVISION ALLOCATE RISKS UNDER THIS 
AGREEMENT BETWEEN ENROLLEE AND MONTAVISTA. 

THE FOREGOING LIMITATIONS OF LIABILITY (I) ARE INDEPENDENT OF 
ANY EXCLUSIVE REMEDIES SET FORTH IN THIS AGREEMENT AND (II) 
SHALL APPLY EVEN IF ANY REMEDY AVAILABLE TO ENROLLEE 
HEREUNDER IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

Governing Law:  This Agreement shall be governed by, and construed in accordance 
with, the laws of the State of California, without regard to is conflicts of laws provisions. 
The sole jurisdiction and venue for any disputes under this Agreement shall be Santa 
Clara County, California.

Entire Agreement:  This Agreement and any applicable Prior Agreement(s) constitute 
the complete and exclusive understanding of the parties regarding the subject matter 
herein, and supersedes all prior or contemporaneous oral or written communications, 
proposals or representations with respect to the subject matter covered by this 
Agreement.

Relationship of Parties:  Despite any provision herein, for all purposes of this 
Agreement each party shall be and act as an independent contractor and not as a partner, 
joint venture, or agent of the other and shall not bind, nor attempt to bind, the other party 
to any contract.

Miscellaneous Provisions:  Neither party shall assign or transfer any obligations or 
benefits under this Agreement without the written consent of the other (except that 
MontaVista may use the services of a contractor or some other third party in providing 
the services described in this Agreement), which consent will not be unreasonably 
withheld in the event of a merger or sale of all or substantially all of the business or assets 
of either party. The failure of either party to enforce it rights under this Agreement at any 
time for any period shall not be construed as a waiver of such rights. No liability or loss 
of rights hereunder shall result to either party from delay or failure in performance (other 
than payment) cause by a force majeure, that is circumstances beyond the reasonable 
control of the party affected thereby, including, without limitation, acts of God, fire, 
flood, war, governmental action, acts of terrorism, compliance with laws or regulations, 
strikes, lockouts or other serious labor disputes, or shortages of, or inability to obtain 
material or equipment. In the event that any provision of this Agreement shall be 
determined to be illegal or unenforceable, that provision will be limited or eliminated to 
the minimum extent necessary so that this Agreement shall otherwise remain in full force 
and effect and enforceable.