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BEFORE USING THE MARINE COMMUNICATIONS, TECHNICAL SUPPORT AND OTHER SERVICES PROVIDED BY SEAWAVE LLC ('SEAWAVE'). YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS OF SERVICE ('TOS' OR 'TERMS OF SERVICE') WHICH GOVERN YOUR USE OF SUCH SERVICE. CLICK 'ACCEPT' IF YOU FULLY ACCEPT AND AGREE TO ALL OF THE PROVISIONS OF THIS TERMS OF SERVICE. CLICKING 'ACCEPT' ESTABLISHES A BINDING AGREEMENT BETWEEN YOU AS THE CUSTOMER RECEIVING THE SERVICE (THE "CUSTOMER") AND SEAWAVE. ACCEPTANCE OF THIS TERMS OF SERVICE IS REQUIRED AS A CONDITION TO RECEIVE ANY OF THE SERVICE. AS USED HEREIN, 'EFFECTIVE DATE' MEANS THE DATE THE CUSTOMER CLICKS 'ACCEPT'.

1. Description of Service;

1.1 Description of Service. SeaWave's Marine Communications Services consists of wireless transfer in the form of email, weather maps, text weather formats and other data and voice services ('Marine Communications Services') via SeaWave's communications system (i.e., the SeaWave Communication System (as defined below) and the Software (as defined below)(the 'SeaWave Communications System'). In addition, SeaWave will make its representative(s) available 24 hours per day, seven days a week to answer questions Customer may have regarding the Marine Communications Services via a toll-free assistance telephone number ('Technical Support Services', and Marine Communications Services and the Technical Support Services will be collectively referred to as the 'Service'). SeaWave will only respond to requests for Technical Support Services from Customer.

2. Service Availability; Customer Acknowledgment; Modifications.

2.1Service Availability. Subject to the terms and conditions of this TOS, SeaWave will make the Service available to Customer upon installation of the SeaWave Communication System.

2.2 Customer Acknowledgment; Modifications. This TOS and the Privacy Policy located at http://www.seawave.com are legal documents that govern Customer's rights and obligations as a user of the Service. Customer represents, warrants and covenants that Customer has reviewed and accepted the terms and conditions of the TOS and Privacy Policy. Customer agrees that SeaWave may revise, amend, or modify the Terms of Service, the Privacy Policy and any other user policies and agreements. Notice of any such revision, amendment, or modification will be posted on SeaWave's web site located at http://www.seawave.com or by electronic mail or in SeaWave's various publications and mailings to customers. If SeaWave makes material changes or revisions to the Terms of Service, Privacy Policy or any other user policies or agreements, SeaWave will provide notice to Customer thirty (30) days in advance. If Customer does not agree to the changes proposed by SeaWave, Customer's only remedy is to immediately cease using the Service and terminate this Terms of Service by providing notice to SeaWave within thirty (30) days of receiving SeaWave's notice. If Customer properly exercises Customer's termination rights prior to the expiration of the then-current term, Customer will not be liable for the balance of the monthly service fees remaining in such term.

3. Pricing & Payment Terms. SeaWave shall bill the Customer (a) in the case of the monthly fee, monthly in advance and (b) in the case of monthly traffic charges, monthly in arrears based on actual usage for the monthly period. Amounts not paid on or before each due date and which are the not the subject of a good faith dispute will bear interest at the rate of one percent (1%) per month (or the highest rate permitted by law, if less). Notwithstanding the foregoing, subject to the termination right set forth in below, SeaWave may increase the prices it charges Customer for any Service at any time effective thirty (30) days after providing notice to Customer.

3A. License to Software and Documentation; Third Party Software; Proprietary Rights.

3A.1 License to Software. Subject to the terms and conditions of this TOS, SeaWave hereby grants Customer a limited, non-exclusive, royalty-free, non-transferable, non-sub licensable, worldwide license during the term of this TOS to use any software provided by SeaWave and identified as proprietary to SeaWave and any other software (including firmware) pre-loaded and installed on the SeaWave System purchased by Customer (i.e., either the SeaWave Communication Modem or SeaWave Communications Server) (the 'SeaWave Communication System') before shipping to Customer (collectively, the 'Software'), in either case for the sole purpose of operating the SeaWave Communication System to establish a connection to the Marine Communications Services. Customer will have no right to use the Software for any other purpose than to operate the SeaWave Communication System to access and use the Marine Communications Services. Without limiting the generality of the foregoing, Customer will not (a) copy, or permit a third party to copy any Software; (b) alter, or permit a third party to alter, any part of any Software; (c) reverse engineer, decompile, disassemble, or otherwise attempt to derive source code from any Software or permit a third party to do any of the foregoing; or (d) license, sell, transfer, lease, or disclose any Software.

3A.2 License to Documentation. Subject to the terms and conditions of this TOS, SeaWave hereby grants Customer a limited, non-exclusive, royalty-free, non-transferable, non-sub licensable, worldwide license during the term of this TOS to use any user documentation provided by SeaWave for the Software, SeaWave Communications System, or the Service (collectively, the 'Documentation') solely for the purpose of accessing and using the Marine Communications Services. Without limiting the generality of the foregoing, Customer will not (a) copy, or permit a third party to copy any Documentation; or (b) license, sell, transfer, lease or disclose any Documentation.

3A.3 Third-Party Materials. Customer acknowledges and agrees that its use of any third-party software or documentation provided by SeaWave to Customer in connection with the Service (collectively, 'Third Party Software') is subject to the terms and conditions of separate license agreements supplied by the applicable third party licensor of such Third Party Software.

3A.4 Proprietary Rights. As between SeaWave and Customer, SeaWave owns and will retain all right, title and interest in and to the Software and Documentation (including without limitation all copyrights, patents, trademarks, service marks, trade secrets and other proprietary rights therein), subject to the limited license granted in Sections 3A.1 and 3A.2 of this TOS. Customer specifically acknowledges that the Software and Documentation constitutes confidential and proprietary information of SeaWave and embodies certain of SeaWave's trade secrets.

4. Term & Termination.

4.1 General. This Terms of Service shall be in effect for an initial term beginning on the Effective Date and continuing for a period of one year (the 'Initial Term') and thereafter, shall automatically renew for successive terms of one year (each a 'Renewal Term' and collectively with the Initial Term, the 'Term') unless either Customer or SeaWave notifies the other in writing of its intention to not renew by no later than thirty (30) days before the expiration of the then-current term.

4.2 Termination. This Terms of Service may be terminated by either Customer or SeaWave by written notice to the other party in the following circumstances: (a) if the other party fails to observe or perform any term or condition of this Terms of Service and does not cure such failure within thirty (30) days after written demand by the party giving notice; or (b) if the other party makes a general assignment for the benefit of creditors, or files a voluntary petition in bankruptcy or for reorganization or arrangement under the bankruptcy laws, or if a petition in bankruptcy is filed against such other party and is not dismissed within thirty (30) days after the filing, or if a receiver or trustee is appointed for all or any part of the property or assets of such other party. In addition, SeaWave may terminate access to the Service immediately without notice if Customer fails to pay SeaWave any amount when due. Furthermore, if SeaWave increases the prices it charges Customer for any Service, the Customer may terminate this Terms of Service upon written notice delivered to SeaWave by the Customer within thirty (30) days of SeaWave's notice of the price increase.

4.3 Effect of Termination. Upon any termination of this Terms of Service, Customer must cease using any Service. Upon such termination, all rights and obligations of the Customer and SeaWave under this Terms of Service will cease except for: (a) Customer's obligation to make any payment of any Service fees accrued on or prior to the date of termination and (b) the obligations of Customer or SeaWave under Sections 4 through 9 of these Terms of Service.

4.4 Early Termination Fee. If the Customer terminates this Terms of Service prior to the expiration of any Term, for reasons other than defined in Section 4.2, customer will be required to pay, in addition to all accrued but unpaid charges through the date of such termination, and the balance of the monthly service fees remaining in the Term.

5.0 Warranties; Disclaimers.

Disclaimer of Warranties. SEAWAVE MAKES NO AND DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, TITLE AND FITNESS FOR A PARTICULAR PURPOSE. Some states do not allow the disclaimer of implied warranties or limitations on how long an implied warranty lasts, so the above disclaimer or limitation may not apply to Customer. This warranty gives Customer specific legal rights, and Customer may also have other rights, which vary from state to state.

5.2 Warranties and Covenants of Customer. Customer represents, warrants and covenants to SeaWave as follows: (a) Customer will not use the SeaWave Communications System or the Service other than in accordance with any user or other documentation related to the Service provided or made accessible by SeaWave ('Documentation') and will not use the Service (i) in violation of any applicable laws or regulations or this TOS (ii) to upload, post, email, transmit or otherwise make available (A) any content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful or racially, ethnically or otherwise objectionable, (B) any content that infringes or conflicts with any patent, trademark, trade secret, copyright or other intellectual property right of a third party, or (C) any unsolicited or unauthorized advertising, promotional materials, 'junk mail', 'spam' or 'chain letters'; or (iii) harm minors in any way; (b) Customer is purchasing the SeaWave Communications System for the sole purpose of enabling Customer to use the Service, and will not use it for any other purpose; (c) Customer's marine high frequency (SSB) radio equipment and license are in full compliance with International Maritime Mobile Radio Service Requirements; (d) Customer has all requisite power, right and authority to execute and deliver this Terms of Service and consummate all transactions contemplated hereby and (e) this Terms of Service and each other agreement executed and delivered in accordance with this Terms of Service constitutes the valid and binding agreement of Customer, enforceable against Customer in accordance with its terms.

5.3 Disclaimer of Actions Caused by and/or Under the Control of Third Parties. SeaWave does not and cannot control the flow of data to or from SeaWave's network. Such flow depends in large part on the performance of telecommunications and Internet services and high frequency radio signals provided or controlled by third parties. The actions or inactions of third parties can impair or disrupt Customer's connections to its telecommunications service providers and the Internet or portions thereof, ability to transmit and receive high frequency radio signals and the transmission of data. Although SeaWave will use commercially reasonable efforts to take all actions it deems appropriate to remedy and avoid the events described in this Section 5.3 which are under its direct control, SeaWave cannot guarantee that such events will not occur. Accordingly, SeaWave disclaims any and all liability resulting from or relating to such events.

5.4 Disclaimer of Actions Caused by and/or Under the Control of Customer. SeaWave does not and cannot control Customer's hardware, software and network services provided by Customer to allow access to the Service. Hardware, software and network performance and/or nonperformance can impair or disrupt Customer's connections to its telecommunications service providers and the Internet or portions thereof, ability to transmit and receive high frequency radio signals and the transmission of data. Although SeaWave will use commercially reasonable efforts to take all actions it deems appropriate to remedy and avoid the events described in this Section 5.4 which are under its direct control, SeaWave cannot guarantee that such events will not occur. Accordingly, SeaWave disclaims any and all liability resulting from or relating to such events.

6.0 Limitation of Liability and Remedy. If SeaWave fails to fulfill its obligations under this Terms of Service, Customer's sole and exclusive remedy is the right to terminate the Service and obtain a refund of charges paid in advance if any for the terminated portion of the Service. IN NO EVENT WILL SEAWAVE HAVE LIABILITY (WHETHER IN AN ACTION IN NEGLIGENCE, CONTRACT OR TORT OR BASED ON A WARRANTY OR OTHERWISE) FOR ANY AMOUNT IN EXCESS OF THE AMOUNTS ACTUALLY RECEIVED BY SEAWAVE FROM CUSTOMER DURING THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE APPLICABLE CLAIM OR ACTION. Some states/jurisdictions do not allow the limitation of damages, so the above limitation may not apply to Customer.

7.0 Limitation of Damages. IN NO EVENT WILL SEAWAVE OR ANY OF ITS LICENSORS OR SUPPLIERS BE LIABLE (WHETHER IN AN ACTION IN NEGLIGENCE, CONTRACT OR TORT OR BASED ON A WARRANTY OR OTHERWISE) FOR ANY DAMAGES FOR LOSS OF USE, LOST PROFITS, BUSINESS LOSS OR ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS TERMS OF SERVICE, THE SERVICE, THE SEAWAVE COMMUNICATIONS SYSTEM OR ANY OTHER PRODUCTS PROVIDED TO CUSTOMER HEREUNDER, WHETHER OR NOT SEAWAVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SEAWAVE (AND ANY OF ITS LICENSORS OR SUPPLIERS) SHALL HAVE NO LIABILITY FOR ANY DAMAGES THAT MAY RESULT FROM CUSTOMER'S USE OR RELIANCE ON THE SEAWAVE COMMUNICATIONS SYSTEM OR ANY OTHER PRODUCTS PROVIDED TO CUSTOMER HEREUNDER OR SERVICE SOLD OR LICENSED BY SEAWAVE. Some states/jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to Customer.

8.0 Basis of the Bargain; Failure of Essential Purpose. Customer acknowledges that SeaWave has set its prices and entered into this Terms of Service in reliance upon the limitations of liability and the disclaimers of warranties and damages set forth in this Terms of Service, and that the same form an essential basis of the bargain between Customer and SeaWave. Customer and SeaWave agree that the limitations and exclusions of liability and disclaimers specified in this Terms of Service will survive and apply even if found to have failed of their essential purpose.

9.0 General Provisions.

9.1 Assignment. Customer may not assign this Terms of Service, in whole or in part, without SeaWave's prior written consent. Any attempt to assign this Terms of Service other than as permitted above will be null and void. The rights and liabilities of Customer and SeaWave hereunder will bind and inure to the benefit of their respective successors and assigns.

9.2 Third Party Beneficiaries. Customer acknowledges that the Service may be made available by SeaWave through and in conjunction with one or more of its third-party licensors and suppliers that provide certain underlying software, hardware, products, services, resources and/or facilities which make it possible for SeaWave to deliver the Service as contemplated hereunder. Customer acknowledges and agrees that each such third-party licensor or supplier is a third-party beneficiary of this Terms of Service.

9.3 Force Majeure. SeaWave will not be responsible for any failure to perform due to causes beyond its reasonable control, including, but not limited to, acts of God, war, adverse weather conditions, solar activity, riot, failure of electrical, Internet or telecommunications service, acts of civil or military authorities, fire, floods, earthquakes, accidents, strikes, or fuel crises.

9.4 Governing Law; Consent to Jurisdiction. ALL DISPUTES, CLAIMS OR CONTROVERSIES ARISING OUT OF THIS TERMS OF SERVICE, OR THE NEGOTIATION, VALIDITY OR PERFORMANCE OF THIS TERMS OF SERVICE, OR THE TRANSACTIONS CONTEMPLATED HEREBY SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE COMMONWEALTH OF RHODE ISLAND WITHOUT REGARD TO ITS RULES OF CONFLICT OF LAWS. Each Customer and SeaWave hereby irrevocably and unconditionally consents to submit to the sole and exclusive jurisdiction of the courts of the State of Rhode Island and of the United States of America located in the State of Rhode Island (the 'Rhode Island Courts') for any litigation between Customer and SeaWave hereto arising out of or relating to this Terms of Service, or the negotiation, validity or performance of this Terms of Service, waives any objection to the laying of venue of any such litigation in the Rhode Island Courts and agrees not to plead or claim in any Rhode Island Court that such litigation brought therein has been brought in any inconvenient forum or that there are indispensable parties to such litigation that are not subject to the jurisdiction of the Rhode Island Courts.

9.5 Notice. Any notice under this Terms of Service will be in writing and delivered by personal delivery, overnight courier, or certified or registered mail, return receipt requested or email, and will be deemed given upon personal delivery, two (2) days after deposit with overnight courier or five (5) days after deposit in the mail or twenty-four (24) hours after Customer receives delivery receipt confirmation.

9.6 Relationship of Parties. Nothing in this Terms of Service will be construed to imply a joint venture, partnership, or agency relationship between Customer or SeaWave, and SeaWave will be considered an independent contractor when performing Service under this Terms of Service.

9.7 Waiver. No failure or delay by Customer or SeaWave in exercising any right, power, or remedy under this Terms of Service, except as specifically provided herein, shall operate as any waiver of any such right, power, or remedy.

9.8 Severability. If any provision of this Terms of Service is held by a court of competent jurisdiction to be invalid or unenforceable for any reason, the remaining provisions will continue in full force and effect without being impaired or invalidated in any way. Customer and SeaWave agree to replace any invalid provision with a valid provision that most closely approximates the intent and economic effect of the invalid provision.

9.9 Export Administration Act. Regardless of any disclosure by Customer to SeaWave of the contemplated ultimate destination of the Products, Customer shall not export, directly or indirectly, any Product acquired hereunder (or the 'direct product' of any software product) without first obtaining an export license from the U.S. Department of Commerce or other agency of the U.S. Government, as required. SeaWave will comply with all import and trade laws and regulations as applicable.

9.10 U.S. Government Rights. The Software is a "commercial item," as that term is defined at 48 C.F.R. 2.101 (Oct. 1995), consisting of "commercial computer software" and "commercial computer software documentation," as such terms are used in 48 C.F.R. 12.212 (Sept. 1995). Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4 (June 1995) (or an equivalent provision, e.g., in supplements of various U.S. government agencies, as applicable), all U.S. Government users acquire the SeaWave Communications System with only those rights set forth herein.

9.11 Entire Agreement. This Terms of Service, the Privacy Policy and any other user policies or agreements referenced in this Terms of Service constitute the complete and exclusive agreement between Customer and SeaWave with respect to the subject matter hereof, superseding any prior agreements and communications (both written and oral) regarding such subject matter. Except as expressly set forth in Section 2.2 of these Terms or Service, this Terms of Service may only be modified, or any rights under it waived, by a written document executed by a duly authorized officer of each of Customer and SeaWave. No different or additional terms set forth in any purchase order or other communication will be binding on SeaWave unless SeaWave specifically agrees in writing to such different or additional terms.