(1) You must purchase or have purchased a licensed copy of GIF Construction Set Professional or PNG/MNG Construction Set for each animation plugin license.

(2) You must purchase or have purchased a licensed copy of Graphic Workshop Professional for each format plugin license.

(3) Applicable only to orders being shipped to destinations within the province of Ontario, Canada.

(4) Applicable only to orders being shipped to destinations within Canada.

(5) Shipping costs $8.00 (US) for up to 5 install CD-ROMs. Unless otherwise instructed, we'll ship one master CD-ROM with your order. If you require one CD-ROM per license, divide the number of licenses by 5, add 1 and multiply this number by $8.00 to determine your shipping cost.

(6) If your PO will be accompanied by a check or credit card for payment, delete this item. If you have selected NET 30 payment, a $10.00 handling charge will apply to your order.

(7) If you qualify for a site license discount, deduct 25% of your item total. Please contact Alchemy Mindworks customer support for details.

Terms and Conditions:

1. The products licensed in this order are provided by 1522452 Ontario Limited under license from Alchemy Mindworks Corporation. 1522452 Ontario Limited (hereafter "Alchemy Mindworks") has licensed the use of the trade name "Alchemy Mindworks," the software and other intellectual property which it offers for sale and/or license, and any and all additional trade names, trade marks, logos, symbols, text and other functional and descriptive elements owned by Alchemy Mindworks Corporation and comprising the aforementioned products. Purchase of a license or licenses for these products or any portion thereof is deemed to constitute a transaction between the purchaser and 1522452 Ontario Limited.

2. Payment for products ordered by purchase order shall be made in full no later than thirty (30) calendar days after the date on which the order is processed, and you are notified by e-mail, FAX or other medium that it has been processed. A late payment charge of 1.5 percent of the order total will apply for each calendar month or any portion thereof until complete payment is received.

3. Alchemy Mindworks software is licensed, not sold. All ownership, title and intellectual property rights in and to the software accompanying your order, including any associated media and any documentation or printed materials, are owned by Alchemy Mindworks or its suppliers. In ordering software products from Alchemy Mindworks, you are purchasing a license or licenses to use the software products, subject to the specific license terms of the software products. Said licenses pertain only to the version and revision level of the software products current at the time the licenses are conveyed, and do not extend to future releases or updates of the software products. The licenses for the software products you have ordered are deemed to be conveyed at such time as your order for the software products is processed and accepted by Alchemy Mindworks. Upon receipt of the software products, licenses or registration codes for the software products you have ordered, by electronic or physical media, whichever occurs first, you are deemed to have received in full the licenses for which you have paid.

4. Licenses for Alchemy Mindworks software products may not be transferred, exchanged, distributed or resold to persons or entities other than the persons or entities placing this order or upon whose behalf this order has been placed without the express written permission of Alchemy Mindworks.

5. Alchemy Mindworks shall have the right to terminate your license and your use of licensed products owned by Alchemy Mindworks at such time as a breech of the specific license agreements for the software products or a violation of the terms of this order is discovered by Alchemy Mindworks, brought to your attention in writing and which remains unresolved for a period in excess of thirty (30) calendar days beyond the date upon which you are notified of said breech or violation. Upon termination of your license, you will undertake to delete and destroy all licensed materials, copies thereof and registration codes provided to you by Alchemy Mindworks. Alchemy Mindworks shall not be required to provide you with redress, compensation, replacement or refund in the event of the termination of your product licenses as the result of an agreement breech.

6. Once your order has been processed, it may not be modified or cancelled by you in any way, for any reason. Software and other intellectual-property products may not be returned, exchanged or refunded for any reason. You undertake that you have fully evaluated the current downloadable evaluation versions of the software products you are ordering, and that you have found them to be entirely suitable for your applications, and free of "bugs" or other limitations which would render the software products unsuitable for use in your applications. Non-delivery of your order does not constitute sufficient grounds for cancellation of said order. In the event that your order is not delivered within the time specified by Alchemy Mindworks, you agree to contact Alchemy Mindworks and arrange to have a replacement order shipped or provided by electronic media. You agree that the sole responsibility of Alchemy Mindworks is the replacement of your order. You agree to indemnify, hold harmless, and defend Alchemy Mindworks and its suppliers from and against any claims or lawsuits, including attorney's fees, that arise or result from the non-delivery of your order.

7. You understand and agree that Alchemy Mindworks makes no warrantee as to the functionality or suitability of its software products. You agree to accept sole and complete responsibility for any loss, damage or expense caused to you or to third parties as a result of your use of the software, and to indemnify, hold harmless, and defend Alchemy Mindworks and its suppliers from and against any claims or lawsuits, including attorney's fees, that arise or result from the use of any Alchemy Mindworks software products. Alchemy Mindworks' sole responsibility in the event that the software products you have licensed prove to be defective in the future is the attention of Alchemy Mindworks to said defects to the best of its abilities, and you are not entitled to redress or compensation should the remedy of said defects prove to be beyond the capabilities of Alchemy Mindworks or its suppliers.

8. Alchemy Mindworks' software products are personalized and enabled through the use of a registration code keyed to the name of the license holder for the product, said registration code to be conveyed to the license holder at the time of purchase. You acknowledge that once conveyed, the safekeeping and continued availability of the registration codes and attendant information for products you have purchased a license or licenses for rests solely with the license holder. Alchemy Mindworks may, at its discretion, attempt to assist license holders who have lost their registration codes, but it is under no obligation to do so. You acknowledge that registration codes are deemed to pertain to the version, revision and patch level of a specific product at the time of purchase. They may or may not be transferable to later versions, revisions and patch levels of the same product, at the discretion of Alchemy Mindworks.

9. You represent and warrant for the benefit of Alchemy Mindworks that: (a) you are at least 18 years of age; (b) you possess the legal right and ability to enter into this Agreement and make financial obligations on behalf of any person or entity for whom you are acting as agent; and (c) all information that you submit to Alchemy Mindworks is true, accurate and current. You represent that, in the event that you provide Alchemy Mindworks with a physical address to which products are to be shipped, said address constitutes a secure and suitable location to which your order can be delivered and accepted by you or someone acting on your behalf. You agree that Alchemy Mindworks will not be responsible for the loss of your order after it has been delivered to the address you have provided. You further agree that Alchemy Mindworks will not be responsible for the unintentional disclosure of your private information after it has been consigned to any third party carrier, including the public mails.

10. All items ordered from Alchemy Mindworks are subject to availability. Alchemy Mindworks reserves the right to reject any and all orders. Subject to applicable law, Alchemy Mindworks reserves the right to deliver items acquired as part of your order at different times in the event that they are not available for shipment at the same time. Alchemy Mindworks also reserves the right to limit the quantity of any items that may be obtained by you if it so chooses. All orders are shipment contracts, not destination contracts. If you would like your items delivered at a particular location, you will be responsible for the shipping charges. Shipping and handling charges may or may not reflect actual costs and may be amended by Alchemy Mindworks from time to time.

11. This Agreement is governed by the laws of the province of Ontario, Canada. Each of the parties hereto irrevocably attorns to the jurisdiction of the courts of the Province of Ontario and further agrees to commence any litigation which may arise hereunder in the courts located in the Judicial District of York, Province of Ontario. If any part of this Agreement is determined to be invalid or unenforceable, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of the Agreement shall continue in effect. The Agreement (including any related consents or agreements that you provide during your visit to the Site) together with any license or agreement with Alchemy Mindworks delivered in connection with any item acquired via the Site, constitutes the entire agreement between you and Alchemy Mindworks with respect to the Site and that item, and supersedes all other (prior or contemporaneous) communications and proposals, whether electronic, oral or written, between you and Alchemy Mindworks regarding the Site and/or any order you place through it.