1. Guarantee Terms:
If a Customer Computer is stolen within the Territory defined above and is not recovered within the Recovery Period; XTOOL will make an offer to buy the stolen customer computer from the customer at the specified Buy Back Amount, only if the following statements are ALL met within the sole view of the company:

a. Customer has purchased and paid in full the XTOOL Computer Tracker Service for the stolen Customer Computer. Proof of payment will be a paid receipt or invoice.

b. The theft of the customer computer occurred within the XTOOL Computer Tracker Service term of the stolen Customer Computer.

c. XTOOL Agent software must have been properly installed on the Customer Computer according to the XTOOL Installation Guide.

d. Theft is NOT due to negligence. Negligence would include but not be limited to: carelessly leaving computer in public areas unattended or unsecured and leaving it unsecured in plain view of unauthorized personnel.

e. Customer has not installed more licenses than the Customer has purchased at the time of the Theft Event.

f. Customer must make sure the proper serial number, model; manufacturer has been recorded in the XTOOL Control Center. While the XTOOL Agent is able to automatically collect the serial number, model, and manufacturer for most computers it is the Customer's responsibility to check and record the proper serial number, model, manufacturer in the XTOOL Control Center.

g. The Buy Back Guarantee has not been transferred or suspended.

h. XTOOL Agent must have contacted the XTOOL Control Center at least once in the last 15 days prior to the date of the Theft Event.

i. XTOOL Agent must not have been removed either on purpose or by accident from the Customer Computer before the Theft Event. The customer computer theft must be reported to the police within 72 hours of the theft event.

j. The customer computer theft must be reported using the theft report form located in the XTOOL Control Center within 72 hours of the theft event. The report must include the police report number, name of the officer assigned to the case and officer contact information.

k. A copy of the police report must be faxed to 1(888) 671-1293 within 7 days of the theft event.

a. If at least (1) one signal was received during the recovery period and the Theft Event occurred within (1) one year of the XTOOL Computer Tracker Service start date, XTOOL will pay US$1,200.00 in USA, CD$1200.00 in Canada, AU$1200.00 in Australia, USD$1200 in the United Kingdom, or 100% of the stolen Customer Computer market value, excluding shipping, taxes, accessories and software, whichever is less.

b. If at least (1) one signal was received during the recovery period and the Theft Event occurred within the second year of the XTOOL Computer Tracker Service term, XTOOL will pay US$800.00 in USA, CD$800.00 in Canada, AU$800.00 in Australia, USD$800 in the United Kingdom, or 100% of the stolen Customer Computer market value, excluding shipping, taxes, accessories and software, whichever is less.

c. If at least (1) one signal was received during the recovery period and the Theft Event occurred within the third year of the XTOOL Computer Tracker Service term, XTOOL will pay US$600.00 in USA, CD$600.00 in Canada, AU$600.00 in Australia, USD$600 in the United Kingdom, or 100% of the stolen Customer Computer market value, excluding shipping, taxes, accessories and software, whichever is less.

d. If at least (1) one signal was received during the recovery period and the Theft Event occurred within the fourth year of the XTOOL Computer Tracker Service term, XTOOL will pay US$400.00 in USA, CD$400.00 in Canada, AU$400.00 in Australia, USD$400 in the United Kingdom, or 100% of the stolen Customer Computer market value, excluding shipping, taxes, accessories and software, whichever is less.

e. If NO signal was received during the recovery period and Theft Event occurred within (1) one year of the XTOOL Computer Tracker Service start date, XTOOL will pay US$600.00 in USA, CD$600.00 in Canada, AU$600.00 in Australia, USD$600 in the United Kingdom, or 50% of the XTOOL MOBILE SECURITY, INC. stolen Customer Computer market value, excluding shipping, taxes, accessories and software, whichever is less.

f. If NO signal was received during the recovery period and Theft Event occurred within the second year of the XTOOL Computer Tracker Service term, XTOOL will pay US$400.00 in USA, CD$400.00 in Canada, AU$400.00 in Australia, USD$400 in the United Kingdom, or 50% of the stolen Customer Computer market value, excluding shipping, taxes, accessories and software, whichever is less.

g. If NO signal was received during the recovery period and Theft Event occurred within the third year of the XTOOL Computer Tracker Service term, XTOOL will pay US$300.00 in USA, CD$300.00 in Canada, AU$300.00 in Australia, USD$300 in the United Kingdom, or 50% of the stolen Customer Computer market value, excluding shipping, taxes, accessories and software, whichever is less.

h. If NO signal was received during the recovery period and the Theft Event occurred within the fourth year of the XTOOL Computer Tracker Service term, XTOOL will pay US$200.00 in USA, CD$200.00 in Canada, AU$200.00 in Australia, USD$200 in the United Kingdom, or 50% the stolen Customer Computer market value, excluding shipping, taxes, accessories and software, whichever is less.

i. XTOOL will Buy Back only one stolen computer regardless of the number of computers stolen during the same theft event reported to the police.

j. Buy Back Guarantee for other computers owned by the same customer within the same building will be temporarily suspended for (15) fifteen days starting from the date of the theft event.

k. The Buy Back Amount will be paid within (30) thirty days of the receipt of:
• The proof of purchase and ownership of the stolen Customer Computer in a form of an invoice issued by a computer retail store, computer distributor, or computer manufacturer. The invoice must identify the computer by its serial number(s)
• The complete Buy Back Guarantee Request form.
• Invoice or bill of sale to XTOOL, describing the stolen computer and the Buy Back amount. 

The Customer Computer market value will be calculated taking the original purchase price, excluding shipping, taxes, accessories and software, and deducting 20% per year since the original purchase date. For example: If the original price of a computer was$3,500.00 the market value after 18 months will be$2,450.

5. Termination:
This Buy Back Guarantee can be terminated by either party with written notification. The Termination will be immediate upon such notification. The Buy Back Guarantee is independent of other XTOOL products and services; the termination of the Buy Back Guarantee only covers the Buy Back Guarantee. Other XTOOL products are covered by their own agreement terms.

6. Indemnity:
Customer agrees to indemnify and hold XTOOL'S and subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable XTOOL MOBILE SECURITY, INC. attorneys fees made by any third party due, connected to, or arising out of breach of this Agreement, or customers violation of any law or the rights of any third party.

7. Release:
Customer releases XTOOL'S and their officers, directors, agents, parent company, and employees) from claims, demands and damages (actual and consequential) of every kind and nature arising out of, resulting from or in any way connected with the Services.

8. General:
This Agreement will be governed in all respects by the laws of the United States of America and the State of Texas as such laws are applied to agreements entered into and to be performed entirely within Texas between Texas residents. This Agreement and the Exhibits hereto (if any), constitute the entire Agreement between the parties with respect to the subject matter hereof. This Agreement supersedes, and the terms of this Agreement govern, any prior or collateral agreements with respect to the subject matter hereof with the exception of any prior confidentiality agreements between the parties. This Agreement may only be changed by mutual agreement of authorized representatives of the parties in writing.

9. Miscellaneous:
This Agreement and XTOOL'S other user policies posted on XTOOL'S Web site constitute the entire agreement between you and XTOOL with respect to the Buy Back Guarantee. XTOOL may revise, amend, or modify this Agreement and other user policies and agreements, at any time and in any manner. Notice of any revision, amendment, or modification will be posted on XTOOL'S Web site (http://www.xtool.com) and/or on Customers start pages and/or by email and/or in our various publications and mailings to Customers.

©2007 XTOOL MOBILE SECURITY, Inc. (XTOOL) provides computer monitoring and recovery assistance services to users who pay a yearly service fee to subscribe to the Services. By participating in the Buy Back Guarantee, you agree to be bound by this Agreement and to use the Services in compliance with this Agreement and other policies. If you do not agree to the terms and conditions of this Agreement, including any future revisions, you may not use the Buy Back Guarantee and if you are a current Customer, you must terminate your use of the Buy Back Guarantee under Section 5. 4/1/2007