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Wild Metal Country LIMITED SOFTWARE LICENSE AGREEMENT

LIMITED SOFTWARE LICENSE AGREEMENT.

This LIMITED SOFTWARE LICENSE AGREEMENT (this "Agreement"), and other special
provisions, is a legal agreement between You (either an individual or an
entity) and Take-Two Interactive Software, Inc. (collectively, the "Owner")
regarding this software product and the materials contained therein and
related thereto. Your act of installing and/or otherwise using the software
constitutes Your agreement to be bound by the terms of this Agreement. If You
do not agree to the terms of this Agreement, do not download and install the
software product.

Grant of Limited Non-Exclusive License. This Agreement permits You to use only
one (1) copy of the software program(s) (the "Software") for your personal use
on a single home or portable computer. The Software is in "use" on a computer
when it is loaded into temporary memory (i.e., RAM) or installed into the
permanent memory (e.g., hard disk, CD-ROM, or other storage device) of that
computer. Installation on a network server is strictly prohibited. This
license is not a sale of the original Software or any copy thereof.

Intellectual Property Ownership. Owner retains all right, title and interest
to this Software, including, but not limited to, all copyrights, trademarks,
trade secrets, trade names, proprietary rights, patents, titles, computer
codes, audiovisual effects, themes, characters, character names, stories,
dialog, settings, artwork, sounds effects, musical works, and moral rights.
The Software is protected by United States copyright law and applicable
copyright laws and treaties throughout the world. All rights are reserved. The
Software may not be copied, reproduced or distributed in any manner or medium,
in whole or in part, without prior written consent from Owner. Any persons
copying, reproducing or distributing all or any portion of the Software, in
any manner or medium, will be willfully violating the copyright laws and may
be subject to civil and criminal penalties. Be advised that Copyright
violations are subject to penalties of up to $100,000 per violation.

Software Backup or Archiving. After You install the Software into the
permanent memory of a computer, You may keep and use the original file only
for backup or archival purposes.

Restrictions. Other than as provided specifically in this Agreement, You are
not permitted to copy or otherwise reproduce the Software; modify or prepare
derivative copies based on the Software; distribute copies of the Software by
sale, transfer of ownership or otherwise; rent, lease, or lend the Software;
or to display the Software publicly. You are expressly prohibited from
transmitting the Software electronically or otherwise over the Internet or
through any other media or to any other party. You are expressly prohibited
from selling or using any characters or other components of the game for any
purpose. You are expressly prohibited from selling or otherwise profiting from
any levels, add-on packs, sequels or other items based upon or related to the
Software. The prohibitions and restrictions in this Section apply to anyone in
possession of the Software. YOU ARE NOT PERMITTED TO REVERSE ENGINEER,
DECOMPILE OR DISASSEMBLE THE SOFTWARE IN ANY WAY. ANY COPYING OF THE SOFTWARE
NOT SPECIFICALLY ALLOWED IN THIS AGREEMENT IS A VIOLATION OF THIS AGREEMENT.

DISCLAIMER. OWNER MAKES NO WARRANTIES, EXPRESSED OR IMPLIED, ORAL OR WRITTEN,
CONCERNING THE PRODUCTS OR ANY COMPONENT PART THEREOF. ANY IMPLIED WARRANTIES
THAT MAY BE IMPOSED BY APPLICABLE LAW ARE LIMITED IN ALL RESPECTS TO THE
FULLEST EXTENT ALLOWED AND TO THE DURATION OF THE LIMITED WARRANTY. OWNER DOES
NOT REPRESENT, WARRANT OR GUARANTEE THE QUALITY OR THE PERFORMANCE OF THE
SOFTWARE. OWNER ALSO DOES NOT REPRESENT, WARRANT OR GUARANTEE THAT THE
SOFTWARE'S CAPABILITIES WILL MEET YOUR NEEDS OR THAT THE SOFTWARE WILL
CONTINUOUSLY OPERATE, BE ERROR FREE, OR THAT PROBLEMS WILL BE CORRECTED. OWNER
DOES NOT REPRESENT THAT THE SOFTWARE WILL OPERATE IN A MULTI-USER ENVIRONMENT.
NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY OWNER, ITS DEALERS,
DISTRIBUTORS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS OR
AFFILIATES SHALL CREATE ANY OTHER WARRANTY OR EXTEND OR EXPAND THE SCOPE OF
THIS WARRANTY. YOU MAY NOT RELY ON ANY SUCH INFORMATION OR ADVICE.

LIABILITY LIMITATION. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND
REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL
PURPOSE, IN NO EVENT WILL OWNER, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR
AFFILIATES NOR ANYONE ELSE INVOLVED IN THE DEVELOPMENT, MANUFACTURE OR
DISTRIBUTION OF THE SOFTWARE BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING
WITHOUT LIMITATION, DIRECT OR INDIRECT; INCIDENTAL; OR CONSEQUENTIAL DAMAGES
FOR PERSONAL INJURY, PERSONAL PROPERTY, LOSS OF BUSINESS PROFITS, BUSINESS
INTERRUPTION, LOSS OF BUSINESS INFORMATION, LOSS OF TEXT OR DATA STORED IN OR
USED WITH THE SOFTWARE INCLUDING THE COST OF RECOVERING OR REPRODUCING THE
TEXT OR DATA, OR ANY OTHER PECUNIARY LOSS, ARISING FROM OR OUT OF THE USE OR
INABILITY TO USE THIS SOFTWARE. THIS LIABILITY LIMITATION APPLIES EVEN IF YOU
OR ANYONE ELSE HAS ADVISED OWNER OR ANY OF ITS AUTHORIZED REPRESENTATIVES OF
THE POSSIBILITY OF SUCH DAMAGES. EVEN IF SUCH IS CAUSED BY, ARISES OUT OF OR
RESULTS FROM THE ORDINARY, STRICT, SOLE OR CONTRIBUTORY NEGLIGENCE OF OWNER OR
ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS OR AFFILIATES. SOME
STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL
DAMAGES, SO
THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Product Support and Updates. This Software is intended to be user-friendly and
no product support is provided by Owner.

JURISDICTION. NEW YORK LAWS GOVERN THIS AGREEMENT, REGARDLESS OF EACH STATE'S
CHOICE OF LAW PRINCIPLES, WITH A FORUM AND VENUE OF NEW YORK COUNTY, NEW YORK.

Modification. This Agreement may be modified only by a written instrument
specifying the modification and executed by both parties. In the event that
any provision of this Agreement shall be held to be unenforceable, such
provision shall be enforced to the greatest possible extent, with the other
provisions of this Agreement to remain in full force and effect.

Entire Agreement. This Agreement represents the entire agreement between the
parties, and supersedes any oral or written communications, proposals or prior
agreements between the parties or any dealers, distributors, agents or
employees.

U.S. Government Restricted Rights. The Software is provided with Restricted
Rights (as found in 48 C.F.R. 52.227-7013). This provision only applies if the
U.S. Government or any of its entities obtains this Software either directly
or indirectly. Owner created this Software exclusively with private funds.
Additionally, information contained in this Software is a trade secret of
Owner for all purposes of the Freedom of Information Act or otherwise.
Furthermore, this Software is "commercial computer software" subject to
limited use as set forth in any contract that may be entered into between the
seller and the governmental entity. Owner owns, in all respects, the
proprietary information and proprietary data found in the Software.

U.S. Department of Defense Personnel. Owner only provides this Software with
"Restricted Rights" as defined in DFARS 52.227-7013 (also found at 48 C.F.R.
252.227-7013). Any U.S. Government use, duplication, or disclosure is subject
to the restrictions including, but not limited to those found in the Rights in
Technological Data clause at DFARS 52.227-7013 (48 C.F.R. 252.227-7013) that
may be amended from time to time.

Non Department of Defense Personnel. Other governmental personnel are on
notice through this Agreement that any use of this Software is subject to
similar limitations as those stated above, including but not limited to, those
stated in Commercial Computer Software - Restricted Rights found in 48 C.F.R.
52.227-19, that may also be amended from time to time. Manufacturer is Owner
at the location listed below.

U.S. Export Laws Prohibitions. By opening the sealed software packaging and/or
installing or otherwise using the Software, You also agree and confirm that
the Software and any of the Software's direct products are not being and will
not be transported, exported or re-exported (directly or indirectly through
the Internet or otherwise) into (or to a national or resident of) any country
forbidden to receive such Software by any U.S. export laws or accompanying
regulations or otherwise violate such laws or regulations, that may be amended
from time to time. You also agree and confirm that the Software will not be
used for any purpose that may be restricted by the same laws and regulations.

Termination. This Agreement is valid until terminated. This Agreement ceases
automatically (without any form of notice) if You do not comply with any
Agreement provision. You can also end this Agreement by destroying the
Software and all copies and reproductions of the Software and deleting and
permanently purging the Software from any client server or computer on which
it has been installed.

Program Transfer. Transferring the Software automatically terminates Your
license under this Agreement.

Equitable Remedies. You hereby agree that if the terms of this Agreement are
not specifically enforced, Owner will be irreparably damaged, and therefore
you agree that Owner shall be entitled, without bond, other security, proof of
damages, to appropriate equitable remedies with respect any of this Agreement,
in addition to any other available remedies.

Owner. If You have any questions regarding this Agreement, please contact in
writing:

Rockstar Games
575 Broadway Third Floor
New York, NY 10012
Attn: Customer Service

Copyright 2003 Rockstar North. Developed by Rockstar North. Rockstar North and
the Rockstar North logo are trademarks of Take-Two Interactive Software, Inc.
Published by Rockstar Games. Rockstar Games is a trademark of Take-Two
Interactive Software, Inc. Wild Metal Country, Rockstar Games, Take-Two
Interactive Software, Inc. and the Take- Two logo are trademarks of Take-Two
Interactive Software, Inc.

All other brand names, product names and characters are trade names, service
marks, trademarks, or registered trademarks of their respective companies. All
Rights Reserved.