VFINANCE AND CIE
LICENSE & WEBSITE APPLICATION AGREEMENT
This LICENSE AGREEMENT FOR DATA ("Agreement"), effective as of the 8th day
of June, 2005 ("Effective Date"), is by and between vFinance, Inc., a Florida
corporation and vFinance Holdings, Inc., a Florida corporation (collectively,
"vFinance"), with offices at 0000 X. Xxxxxxxx Xxxxx, Xxxxx 000, Xxxx Xxxxx,
Xxxxxxx 00000, and Center for Innovative Entrepreneurship, Inc., a Florida not
for profit corporation, ("CIE"), with offices at X.X. Xxx 000000, Xxxx Xxxxx, XX
00000-0000 (vFinance and CIE are sometimes hereinafter referred to individually
as a "Party" and collectively as the "Parties").
W I T N E S S E T H:
WHEREAS, vFinance owns proprietary databases regarding entrepreneurs and
investors (including, without limitation, venture capital firms and angel
investors) (the "Databases") in connection with its provision of consulting and
advisory services to business owners and investors; and
WHEREAS, CIE is a not for profit 501c(3) organization and desires to
maintain the Databases with rights to access, use and market the data records
contained in and extracted from the Databases (the "Data") for research,
educational, and business development activities, as further described herein,
and vFinance desires to grant to CIE such a license, subject to and in
accordance with the terms and conditions of this Agreement; and
WHEREAS, vFinance is the registrant of the domain names "xxxxxxxx.xxx" and
"xxxxxxxx.xxx" (the "Domain Name"), and owns and operates a Website (the
"Website") hosted at the Domain Name, which is also used for the collection of
Data; and
WHEREAS, in connection with the Database license, vFinance is willing to
grant a license to CIE, and CIE desires to obtain a license from vFinance and
assume the responsibility, to use and operate the Website at the Domain Name,
subject to and in accordance with this Agreement.
NOW, THEREFORE, in consideration of the mutual promises and covenants
contained herein and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the Parties agree as follows:
1. Recitals. All of the above recitals are incorporated into and made a
part of this Agreement.
2. License Grants.
2.1 Scope of License. Subject to the terms and conditions of this
Agreement, vFinance grants to CIE, for purposes of conducting its research,
educational and business development activities, and subject to applicable tax
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laws related to not for profit organizations, an exclusive, perpetual, worldwide
right to:
|a| Access, copy and use the Databases, Web Applications and Web Tools
as further described in Exhibit A attached hereto, and copy, use,
maintain, create derivative works, model, manipulate, analyze,
compile, combine and merge (including, with other data), arrange,
publish, display, distribute, market and sublicense the Data in
connection with its free and fee-based research, education, and
business development programs for educators, social scientists,
entrepreneurs, private and public institutions, and the general public
(the "Programs").
|b| Use, and publish the Domain Name, and future equivalents, and use,
operate, modify, publish and display the Website, future equivalents,
and its successors, in connection with the Programs, including,
without limitation, scientific, academic and commercial research,
educational programs, venture capital ("VC") and angel investor search
and information, funding information and reports, business planning
services, business opportunity forums, seminars, conferences, training
materials, membership services, entrepreneur resource directories,
investor resource directories, promotion of other services and
products that forward CIE's mission, and additional services as
otherwise permitted by the prior written consent of vFinance;
|c| Utilize the Website to collect additional Data ("New Data"),
further its goals in connection with Subsection 2.1(a) above, and to
generate additional sponsorship activities, including, without
limitation, any CIE partnership programs;
|d| Offer fee-based Membership and associated Member Services to
sponsors, researchers, social scientists, entrepreneurs, private and
public institutions, and the general public;
|e| Distribute and promote research, economic reports, and news
releases;
|f| All Entrepreneur and Investor sections Website copy, graphics and
associated code, and
|g| Use of the "Leaping V" logo as shown in Exhibit B.
3. CIE and vFinance Respective Responsibilities, Rights and Authorizations.
3.1 CIE shall have the right, responsibility and authority to maintain the
Website, URL registrations and the associated licensed applications in a
commercially-viable manner utilizing, at a minimum, software tools and
technologies that are being commonly deployed over the Web.
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3.2 CIE shall promote vFinance, Inc. as a CIE sponsor and from the
xXxxxxxx.xxx "home page" facilitate access to vFinance's corporate Website via a
link or other appropriate connection.
3.3 CIE shall include warranty disclaimers and limitations of liability
that protect vFinance in all of CIE's contracts and in the terms and conditions
of use policy on the Website.
3.4 CIE shall not sublicense, lease, time-share, transfer or distribute the
Data to any other party, or permit any other party to use or review any portion
thereof, except in a manner permitted by this Agreement or otherwise permitted
by the prior written consent of vFinance which will not be unreasonably
withheld.
3.5 vFinance hereby grants the right and authority to CIE to maintain the
Website, URL registrations and the associated licensed applications. vFinance
agrees to execute all necessary and customary documentation required by any
third party to reflect or otherwise memorialize such right and authority to CIE
in order to enable CIE to maintain the Website, URL registrations and the
associated licensed applications. To reflect such right and authorization
vFinance has executed the Limited Power of Attorney in favor of CIE attached
hereto as Exhibit C.
3.6 vFinance hereby agrees that if it desires to: (i) utilize the Website,
URL and associated licensed applications for businesses unrelated to its current
industry or business activities as reflected in its Form 10-K filing for the
year ended December 31, 2004, (ii) or abandon the Website, URL registration and
associated licensed applications; it will first sell, transfer or otherwise
assign the Website, URL and associated licensed applications to CIE for $1.00
plus the cost of the applicable filing fees required to effectuate such sale,
transfer and/or assignment.
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4. Intellectual Property.
4.1 Ownership of Intellectual Property Rights.
|a| Except as provided in Section 11.4, all patents, copyrights,
trademarks, trade secrets, service marks, trade names, trade dress,
Confidential Information and other intellectual property and
proprietary rights (collectively, "Intellectual Property") in or
related to the Website, Data and/or Databases and existing on or
before the Effective Date are and will remain the exclusive property
of vFinance, whether or not specifically recognized or perfected under
the laws of the jurisdiction in which any of the Data or Databases is
used or licensed. CIE shall cooperate with vFinance as reasonably
requested from time to time to assist vFinance with the protection of
its Intellectual Property. All rights not expressly granted to CIE are
reserved to vFinance and its affiliates.
|b| All patents, copyrights, trademarks, trade secrets, service marks,
trade names, trade dress, Confidential Information and other
intellectual property and proprietary rights (collectively,
"Intellectual Property") in or related to New Data, Programs and works
described in Section 2 above including modifications and enhancements
to the Website, Data and/or Databases and existing after the Effective
Date are and will remain the exclusive property of CIE, whether or not
specifically recognized or perfected. vFinance shall cooperate with
CIE as reasonably requested from time to time to assist CIE with the
protection of its Intellectual Property.
4.2 Proprietary Notices. CIE agrees to abide by the terms and conditions
of all confidentiality, trademark and copyright notices or legends placed upon
the Data and/or Databases solely in the form provided by vFinance, and to
reproduce all copyright, trademark and confidentiality notices on all copies
thereof.
5. Revenue Retention.
5.1 License Donation. vFinance grants the license herein to CIE solely
as a charitable donation, and no license fee shall be payable hereunder.
5.2 Programs and Sponsorships. CIE shall retain (a) revenues from its
provision of Programs, (b) membership and sponsorship revenues relating to the
operation of the Website; (c) all sponsorship revenues from the Website and
partnership programs; and (d) all conference tickets relating to CIE Programs
and partnership programs.
5.3 Exclusive Rights. Nothing herein shall be construed to entitle
vFinance to receive income from CIE activities, unless otherwise mutually agreed
in writing between the parties.
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6. Taxes.
6.1 Taxes and Duties. CIE shall pay all sales, use, transfer, privilege,
excise, value added and all other taxes of every kind and nature and all duties,
however designated, which are levied or imposed by reason of this Agreement,
except where otherwise exempt, and including any applicable unrelated business
income tax (except for taxes on vFinance's or its affiliate's income).
6.2 Withholding and Reimbursement. CIE agrees that if any of the
foregoing taxes are paid by vFinance on behalf of CIE, CIE shall immediately
reimburse vFinance for the amount paid plus any expenses incurred by vFinance in
connection therewith and interest thereon.
7. Warranties
7.1 CIE Warranties. CIE represents, warrants and covenants:
(a) It shall not knowingly violate any provision of the Internal
Revenue Code which would put at risk its tax-exempt status;
(b) It shall operate its business, the Website and Database in a
professional and workmanlike manner consistent with applicable laws
and regulations in all relevant jurisdictions; and
(c) It is authorized to enter into and be bound to this Agreement and
perform hereunder.
7.2 vFinance Warranties. vFinance represents, warrants and covenants:
|a| To the best of its knowledge and belief, the Database, Data and
Website, as delivered on the Effective Date, are free from material
defects and comply with all applicable laws in relevant jurisdictions;
and
|b| The Data and Database, as provided by vFinance to CIE, do not and
will not violate any intellectual property rights, breach an duty of
confidentiality or fiduciary duty, or otherwise violate any applicable
laws; and
|c| It is authorized to enter into and be bound to this Agreement and
perform hereunder.
8. Disclaimer of Warranties. EXCEPT AS SET FORTH IN SECTION 7.2, THE DATA
IS PROVIDED TO CIE ON AN "AS IS" BASIS. EXCEPT AS SET FORTH IN SECTION 7, TO THE
FULLEST EXTENT PERMITTED BY LAW, EACH OF THE PARTIES EXPRESSLY DISCLAIMS ANY AND
ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION,
ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
9. Limitation of Liability. EXCEPT WITH RESPECT TO PAYMENT OF THIRD PARTY
CLAIMS COVERED BY THE INDEMNIFICATION OBLIGATION SET FORTH IN SECTION 10, OR
DAMAGES ARISING FROM GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, NEITHER PARTY SHALL
BE LIABLE TO THE OTHER PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR
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SPECIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS) INCURRED BY SUCH
OTHER PARTY FOR ANY REASON, INCLUDING, BUT NOT LIMITED TO, AS A RESULT OF ANY
BREACH OF THIS AGREEMENT OR THE USE OR INABILITY TO USE THE DATA, EVEN IF SUCH
PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING
ANYTHING TO THE CONTRARY SET FORTH HEREIN, EXCEPT WITH RESPECT TO PAYMENT OF
THIRD PARTY CLAIMS COVERED BY THE INDEMNIFICATION OBLIGATION SET FORTH IN
SECTION 10, THE AGGREGATE LIABILITY OF EACH PARTY AND ITS AFFILIATES UNDER AND
IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED $500.00. THIS LIMITATION
APPLIES IN THE AGGREGATE AND TO ALL CAUSES OF ACTION, INCLUDING, WITHOUT
LIMITATION, TO BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT
LIABILITY, MISREPRESENTATION, AND OTHER TORTS.
10. Indemnification. Each of the Parties (in such role, the "Indemnitor") agrees
to indemnify, defend and hold harmless the other party and its affiliates, and
its respective shareholders, members, affiliates, officers, directors,
employees, independent contractors, sponsors, agents, advisors, and their
successors and assigns (collectively the "Indemnitees") from and against any and
all claims, demands, suits, actions, liabilities, losses or final awards,
including, but not limited to, costs, judgments, damages, final awards, and
reasonable attorney's fees and expenses, resulting from any third party's claim
made or suit brought against any Indemnitee resulting from: (i) any material
breach by Indemnitor of its obligations, representations, warranties or
covenants hereunder; (ii) the use, copying, modification, publication or display
of any materials addressed in Section 2 above that results in a claim against an
Indemnitee, including without limitation any claim of infringement of
intellectual property rights, but excluding any liability to the extent caused
by the act or omission of any of the Indemnitees, including an error or omission
in the Data or Database caused by any of the Indemnitees; or (iii) the gross
negligence or willful misconduct of Indemnitor, its agents, employees or
independent contractors, related to this Agreement. Indemnitor shall not settle
any claim or enter into any judgment with respect to the subject matter of this
Section 10 without the prior written approval of Indemnitees, which consent
shall not be unreasonably withheld, or unless the settlement contains a complete
and general release of the Indemnitees.
11. Term and Termination.
11.1 Term of the Agreement. The term of this Agreement shall commence
upon the Effective Date and shall continue perpetually, unless terminated
earlier in accordance with the following subsections.
11.2 Termination for Breach. In the event either party breaches a
material term of this Agreement, the other party may terminate this Agreement if
the breaching party has failed to cure its breach within thirty (30) days after
delivery of written notice in accordance with Section 13 hereunder; provided,
however, in the event CIE breaches any obligation under the license grant
(Section 2) or confidentiality (Section 12), vFinance may terminate this
Agreement if CIE has failed to cure its breach within thirty (30) business days
after delivery of written notice to CIE.
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11.3 Remedies for Infringement.If the use of any or all of the Database,
Data or Website by CIE is, or in vFinance's reasonable opinion is likely to
become, the subject of claims of any violation of applicable law or infringement
of intellectual property rights, then vFinance shall in good faith attempt to
replace or modify the Database, Data and/or Website, as applicable, or component
thereof, so that it becomes non-infringing or obtain third party licenses,
provided, if it fails to do so it may terminate CIE's right to use the Database,
Data and/or Website, in whole or in part, subject to payment of compensation to
CIE in form and amount reasonably acceptable to CIE.
11.4 Termination Due to Bankruptcy.
|a| This Agreement shall terminate immediately and automatically
upon a Bankruptcy Event (defined below) of CIE.
|b| In the event of a Bankruptcy Event of vFinance, this
Agreement shall remain in full force and effect to permit CIE to
continue to benefit under the terms and provisions hereunder to
the maximum extent permissible by law.
|c| A "Bankruptcy Event" shall mean that a party hereto pursuant
to the U.S.Bankruptcy Code (i) commences a voluntary case, or an
involuntary case is commenced against the Company and is not
dismissed within ninety (90) days of the commencement of such
involuntary case; (ii) consents to an entry of an order for
relief against it in an involuntary case; (d) the Company
consents to the appointment of a custodian of it or for all or
substantially all of its property; (e) the Company makes a
general assignment for the benefit of creditors; (f) a court of
competent jurisdiction, enters an order or decree under any
bankruptcy law (i) against the Company in an involuntary case;
(ii) appoints a custodian of the Company for all or substantially
all of its property; or (iii) orders the liquidation of the
Company, and the order or decree remains unstayed and in effect
for ninety (90) days.
|d| In the event of a Bankruptcy Event of vFinance and for
whatever reason this Agreement shall not remain in full force and
effect and/or otherwise permit CIE to continue to benefit under
the terms and provisions hereunder to the maximum extent
permissible by law, then and only then for the payment by CIE to
vFinance of One Dollar ($1.00) all ownership rights, title and
interest in and to the Domain Name, Intellectual Property,
Databases, Web Applications and Web Tools shall transfer or
otherwise inure to CIE. In such event, vFinance shall take all
reasonable and necessary actions and execute all requisite
documentation to effect the transfers to CIE as described herein.
|e| In the event of a Bankruptcy Event of CIE and for whatever
reason this Agreement shall not remain in full force and effect
and/or otherwise permit CIE to continue to benefit under the
terms and provisions hereunder to the maximum extent permissible
by law, then and only then for the payment by vFinance to CIE of
One Dollar ($1.00) all ownership rights, title and interest in
and to the New Data, Programs and works created and owned by the
CIE pursuant to Section 4.1(b) shall transfer or otherwise inure
to vFinance. In such event, CIE shall take all reasonable and
necessary actions and execute all requisite documentation to
effect the transfers to vFinance as described herein.
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11.5 Effects of Termination. Except as provided in Section 11.4(d),
upon the termination or expiration of this Agreement: (i) all licenses granted
to CIE hereunder shall cease; (ii) CIE shall immediately discontinue all use of
all Databases, Data, Website and Domain Name; and (iii) CIE shall, within ten
(10) business days, either destroy or return (at vFinance's written direction)
to vFinance all copies of all Databases and materials in any form and media
containing vFinance's Confidential Information in CIE's control or possession.
After termination of this Agreement, CIE shall retain exclusive ownership and
possession of all New Data, Programs and works created and owned by it pursuant
to Section 4.1(b); provided, if this Agreement terminates as a result of CIE's
uncured material breach or CIE's Bankruptcy Event, CIE hereby agrees that
Section 11.4(e) shall be applicable in the case of CIE's bankruptcy and that CIE
it shall not directly or indirectly, or permit any other party, to use, copy,
modify, license, transfer, distribute or publish such items.
12. Confidentiality.
12.1 Obligation to Maintain Confidentiality. Each of the Parties or
its affiliates may, from time to time, furnish (for purposes herein, the
"Discloser") to the other Party (for purposes herein, the "Recipient") certain
Confidential Information, which includes, but is not limited to, the Databases,
in whole or in part and in any form and manner, and any other information and
materials that contain Confidential Information. Recipient agrees it will use
the same care to avoid disclosure, publication or dissemination of the
Confidential Information as it uses with its own Confidential Information, which
it does not wish to disclose, publish or disseminate, but such standard of care
shall in no event be less than a commercially reasonable standard of care.
Except for purposes of performing hereunder and exercising associated rights,
Recipient shall not disclose Confidential Information to any person other than
the employees of Recipient who have a need to know and who, prior to disclosure,
are bound to nondisclosure obligations at least as protective as those contained
in this Agreement, and Recipient agrees not to reproduce any Confidential
Information (or materials containing or derived from Confidential Information)
without the prior written consent of the Discloser. Recipient agrees that all
Confidential Information is the property of Discloser. Recipient further agrees
to take all precautions and observe procedures necessary to protect the security
of the Confidential Information, including, but not limited to, limiting
physical and electronic access thereto.
12.2 Definitions and Exceptions to Confidentiality. "Confidential
Information" means all non-public information, whether in oral, written,
graphic, electronic, machine readable or other form, used or developed, in whole
or in part, by Discloser, including, without limitation, any information,
Intellectual Property, trade secrets, business plans or proposals, technical
plans, research and development, designs and specifications, software, hardware,
accounts, receivables, customers and customer lists and data, prospective
customers and prospective customer lists and data, vendors and vendor lists and
data, business methods and procedures, business leads, budgets, memoranda,
correspondence, reports, records, processes, pricing, costs, products, services,
margins, systems, service data, inventions, techniques, methods, analyses,
plans, business leads, proprietary information, writings, ideas, manuals,
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training materials, sales and marketing materials and compilations of and other
items derived (in whole or in part) from the foregoing and other information and
data, now existing or later acquired, updated or modified. The term
"Confidential Information" shall exclude: (i) information which is in the public
domain without violation of this Agreement or any other agreement to which the
Party or its affiliate may be bound; (ii) information independently developed by
Recipient as evidenced by written record, and without access to, or use of, the
Confidential Information, and (iii) information required to be disclosed by law
or any court or government order; provided Discloser has first been given
reasonable notice of such order and sufficient time to seek a protective order.
12.3 Equitable Remedies. Recipient agrees that in the event it fails to
comply with any of the terms set forth in this Section 12, Discloser will suffer
irreparable damage, which may not be adequately compensated by monetary damages.
Accordingly, the Parties agree that in the event of a breach or threatened
breach of this Section 12, Discloser shall be entitled to injunctive and other
preliminary or equitable relief, in addition to such other remedies as may be
available to it for such breach or threatened breach, without the necessity of
first posting a bond or making a showing of actual damages.
13. Notices. All notices, requests, demands and other communications that
are required or permitted hereunder shall be in writing, and shall be deemed to
have been duly given, made and received, when personally delivered, or, if by
overnight courier service, such as Federal Express, one business day following
the day when deposited therewith for overnight next business day delivery, and
addressed as set forth below:
If to vFinance:
vFinance, Inc.
0000 X. Xxxxxxxx Xxxxx
Xxxxx 000
Xxxx Xxxxx, XX 00000
Attention: CEO
If to CIE to:
Center for Innovative Entrepreneurship
X.X. Xxx 000000
Xxxx Xxxxx, XX 00000-0000
Attention: Executive Director
Any party hereto may alter the address to which communications or copies
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are to be sent by giving notice of such change of address in conformity with the
provisions of this Section.
14. Assignment. CIE may not assign or transfer its interest, rights or
obligations under this Agreement, by operation of law or otherwise, without the
prior written consent of vFinance.
15. Amendment. No amendment or modification of this Agreement shall have
any effect, unless done in writing, stating with specificity the particular
amendment or modification to be made and signed by the duly authorized
representatives of the Parties hereto.
16. Waiver; Severance. Nothing herein may be waived unless in writing and
signed by the parties to be bound, and no modification or amendment of any
provision of this Agreement shall be construed as a waiver, breach or
cancellation of any other provision or a waiver of any other option, right or
privilege on any other occasion. In the event any of the provisions of this
Agreement are deemed to be invalid or unenforceable by court order,
administrative agency or other governmental action, the unenforceable provision
shall be deemed severable from the remainder of this Agreement to the extent
permitted by law, and the remaining provisions of the Agreement shall remain
binding with the same effect as though the void parts were deleted.
17. Governing Law and Jurisdiction; Attorney's Fees. In the event that it
becomes necessary to enforce the terms of this Agreement, the validity,
construction, interpretation, and performance of this Agreement shall be
governed by and construed in accordance with the laws of the State of Florida
without regard to the conflicts of law principles thereunder. The parties hereby
irrevocably submit to the exclusive jurisdiction and venue of the federal and
state courts located in and for Broward County and the Southern District for
Florida. The prevailing party in any action to enforce or interpret this
Agreement shall be entitled to recover reasonable costs and fees in connection
therewith, including reasonable attorneys' fees.
18. Relationship of the Parties. Each party is acting as an independent
contractor and not as an agent, partner, or joint venture of the other party for
any purpose. Except as provided for in this Agreement, neither party shall have
the right, power or authority to act or to create any obligation, express or
implied on behalf of the other, and neither party shall hold itself out as being
able to do so.
19. Survival. Sections 4, 6 through 10, 11.4(d), 11.6, and 12 through 21,
shall survive termination or expiration of this Agreement.
20. Entire Agreement. This Agreement constitutes the sole and entire
agreement between the Parties pertaining to the subject matter contained herein,
and supersedes and cancels any and all prior and contemporaneous agreements or
understandings, whether oral or written, among the parties with respect to the
subject matter contained herein. The terms of this Agreement shall not be deemed
to modify the Asset Purchase Agreement or any Agreement entered into in
connection therewith.
21. Counterparts. This Agreement may be signed in any number of
counterparts, each of which shall be an original, but all of which together
shall constitute one and the same instrument.
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IN WITNESS WHEREOF, the Parties have executed this Agreement as of the
Effective Date ate first written above:
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the
Effective Date ate first written above:
VFINANCE, INC. CENTER FOR INNOVATIVE
ENTREPRENEURSHIP, INC.
By: By:
----------------------------- -----------------------------
Name: Xxxxxx X. Xxxxxxx Name: Xxxxxxxx Xxxxxxx
Title: Chief Financial Officer Title: Executive Director
VFINANCE HOLDINGS, INC.
By:
-----------------------------
Name: Xxxxxxx X. Xxxxxxx
Title: President
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EXHIBIT A
DATABASES, WEB APPLICATIONS AND WEB TOOLS
Online User, Email and Transaction Databases:
- Accredited Investors (active and inactive)
- Angel Investor searchers
- Business Plan downloads
- Business Plan buyers and prospects
- Business Services
- Do not contact list
- Funding News requests (active and inactive subscribers)
- Member registration
- Seminar attendees
- Venture Capital searchers
- xxxxxxxx.xxx transactions (purchasers, credits, adjustments)
Information Databases:
- Angel Investor Database (current and history)
- Business Plan Database (active and inactive)
- DealMonitor (2001 to current)
- DealStreamer (2001 to current)
- ECI/VECI data and reports (2001 to current)
- Online surveys (2001 to current)
- Venture Capital Database (current and history)
- Visitor intercept data
- Weblog data (1995 to current)
Web Applications:
- Admentor
- Angel Search
- ASP Shopping Cart
- Business Plan and Private Investment Opportunity Marketplace (forums)
- DCC Interface and Reporting
- DealMonitor Search
- DealStreamer Search
- Daily and Monthly maintenance routines
- Infacta Group Mail
- Member login/logout
- Triggered e-mail notification process
- VC Quiz
- Venture Capital Directory Search
- Web activity reporting; WebTrends and CountryHawk integration
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EXHIBIT B
"LEAPING V" LOGO
- 14 -
CIE License PMB LJS XX XX Comments 6 13 05 (3)
