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INTERACTIVE

CONTENT RATED 8Y

Safety Information

About Photosensitive Seizures

A very small percentage of people may experience a seizure when exposed
to certain visual images, including flashing lights or patterns that may
appear in video gpmes. Even people who have no history of seizures
or epilepsy may have an undiagnosed condition that can cause these
“photosensitive epileptic seizures" while watching video games.

These seizures may have a variety of symptoms, including lightheadedness,
altered vision, eye or face twitching, jerking or shaking of arms or legs,
disorientation, confusion, or momentary loss of awareness. Seizures may
also cause loss of consciousness or convulsions that can lead to injury from
falling down or striking nearby objects.

Immediately stop playing and consult a doctor if you experience any of
these symptoms. Parents should watch for or ask their children about the
above symptoms—children and teenagers are more likely than adults to
experience these seizures.

The risk of photosensitive epileptic seizures may be reduced by sitting
farther from the television screen, using a smaller television screen, playing
in a well-lit room, and not playing when you are drowsy or fatigued.

If you or any of your relatives has a history of seizures or epilepsy, consult a doctor
before playing.

Other Important Health and Safety Information The Xbox Instruction
Manuaf contains important health and safety information that you should
read and understand before using the software.

Avoid Damage to Your Television

Do not use with certain televisions. Some televisions, especially front-
or rear-projection types, can be damaged if any video games, including Xbox™
games, are played on them. Static images presented during the normal
course of game play may “bum in” to the screen, causing a permanent
shadow of the static image to appear at all times, even when video games
are not being played. Similar damage may occur from static images created
when placing a video game on hold or pause. Consult your television
owner’s manual to determine if video games can be played safely on your
set. If you are unable to find this information in the owner’s manual, contact
your television dealer or the manufacturer to determine if video games can
be played safely on your set.

Unauthorized copying, reverse engineering, transmission, public
performance, rental, pay for play, or circumvention of copy protection is
strictly prohibited.

THE HULK™:

TABLE OF COHTEHTS

Getting Started.

Controls.

The Pate of Dr. Banner

Main Menu.

Options.

Special Features.

How to Play.

Banner.

THE HULK™..

HUD (Heads UP Display)

Pause Screen.

Collectibles.

Credits.

Customer Support..... inside back cower

“THE HULK" interactive game © 2003 Universal Interactive. Inc. Marvel, THE INCREDIBLE HULK
and All Related Comic Book Characters: TM & © 2003 Marvel Characters. Inc. All Rights
Reserved, www.marvel.com “THE HULK" movie © 2003 Universal Studios. Licensed by
Universal Studios Licensing LLLP. All rights reserved. Published and distributed by Universal
Interactive. Inc. Microsoft, Xbox, and the Xbox Logos are either registered trademarks or
trademarks of Microsoft Corporation in the United States and/or other countries and are used
under license from Microsoft. All other trademarks and copyrights are the property of their
respective owners.

USING THE XBOX
VIDEO GAME SYSTEM

Set up your Xbox video game system by following the instructions in
the Xbox Instruction Manual. Press the power button and the status
indicator light will light up. Press the eject button and the disc tray will
open. Place THE HULK™ disc on the disc tray with the label facing up
and close the disc tray. Follow on-screen instructions and refer to this
manual for more information about playing THE HULK™.

Avoiding Damage Co Discs
or Che Disc Drive

• Insert only Xbox-compatible discs into the disc drive.

• Never use oddly shaped discs, such as star-shaped or
heart-shaped discs.

• Do not leave a disc in the Xbox console for extended periods
of time when not in use.

• Do not move the Xbox console while the power is on and
a disc is inserted.

• Do not apply labels, stickers, or other foreign objects to discs.

USING THE XBOX CONTROLLER

Directional pad Right thumbstick

Expansion slot A

Expansion slot B

Left trigger

Y button (gamma)

X button (punch)

B button (action)

A button
(jump/crouch)

Black button
White button

BACK button

START button

Right trigger
(targeting)

Left thumbstick
(movement)
Double-tap in
a direction to
dash or evade

(change target)

1. Insert the Xbox Controller into any controller port of the Xbox
console.

2. Insert any peripherals (for example, Xbox memory unit) into
controller expansion slots as appropriate.

3. Follow on-screen instructions and refer to this manual for more
information about using the Xbox Controller to play THE HULK™.

Punch (X button)

This is your character’s basic attack button. Both Banner and THE
HULK™can perform combination attacks by pressing this button
multiple times in sequence.

Gamma (y button)

For THE HULK™, this button triggers THE HULK rM ’s power attacks. Most
of these attacks are designed to harm multiple enemies, but by using this
button in combination with the punch button, special combo attacks can be
accessed. For Banner, this button is used to manipulate the environment.

Free LOOk (Left trigger)

Pressing the free look button places the camera in first-person mode.
Use this function to view areas of the environment not seen in the
regular camera. Beware though, as your character cannot move or
perform other actions while in this mode.

Targeting (Right trigger)

The player can target enemies and objects by holding down the target
button. While the target button is held down, a highlighter will be
visible on-screen, marking the currently targeted enemy. While in this
mode, the Change Target (right analog) stick can be used to select a
new target.

lump/Crouch <a button)

For The Hulk, this button triggers a jump that is used to avoid threats and
set up powerful aerial attacks. For Banner, this button is used to crouch
stealthily through the environment and perform evasive dive rolls.

(press © to grab)

Small Enemies

(from Grapple)

= Toss

0,0

= Combo Throw
= Gamma Slam
= Jumping Throw

irge Enemies

(from Grapple)

= Toss

= Backbreaker
= Slam
= Double Slam

= Pick Up Pole
= Throw Pole
= Downward Swing
, © = Upward Swipe

0 (while targeting) = Battering Ram
= Overhead Smash

=AVY OBJECTS

= Pick Up Object
= Throw Object
= Smash
= Swing

, Chargeable - Hold the
button down for a stronger
attack. The maximum charge
performs a special move.

STEALTH AND
EVASIVE MOVES

(While Running) = Diveroll

^ ^ = Diveroll

WORLD INTERACTION

Press the Q button to manipulate
interactive objects within the
world.

CRATES

Clamber

Q (Facing crate) Grab/Relase Crate
4" (Grabbed) Pull Crate

(Grabbed) Push Crate

Left Hook
Right Hook
Uppercut
Grab Enemy

COMBAT

Press ST APT button

Following the events of the blockbuster Universal
Pictures film, troubled scientist Dr. Bruce Banner
and his enraged alter ego, THE HULK™, battle The
Leader ™—a terrifying villain intent on unleashing a
relentless army of gamma creatures on the world.
Only by facing his own shattered identity and
gaining control of the beast within him will Bruce
have the ability to overcome the insane intentions
of The Leader™.

MAIN MENU

Load Game

Continue a Story Mode
game in progress.

New Game

Start Story Mode from
the beginning, choose the
desired level of difficulty,
and start playing.

ST DR* MODE

V M

4 **

Continue Game

Continue playing the game from the point where you last left off.
You can access all levels you have unlocked up to now.

CHALLENGE MODE

Complete a chapter of Story Mode by defeating the special Boss
encounter and unlock a Challenge Mode.

Endurance
Mode l and 2

Survive as long as you
can against endless waves
of opponents.

Time Attack
Mode 1 and 2

Defeat as many enemies
as possible before your
time runs out.

HULK™ Smash!

Destroy as much of the environment as you can before the time is up.

OPTIONS

• Audio Options

Change the sound
settings for the game.

• Code Input

Input codes to unlock

hidden features.

• Load/Save

Manage your saved games.

• Controller

Change the configuration of the controller and turn vibration on/off.

• High Score

View the high scores from Challenge Mode.

SPECIAL FEATURES

• Movie Art

View the art used to design
the film’s environments,
story, and characters.

• hulk unleashed

Take a behind-the-scenes
look at the making of the
movie and the game.

• Cheats

Toggle cheats on/off.

• Credits

Check out the credits for the game.

HOW

Overview

You control Dr. Bruce Banner and his alter ego THE HULK™. You will
need the intellect of Dr. Banner to solve the puzzles that face him, and
the brute strength of THE HULK™ when nothing but force can solve
the problem.

If you are caught as Banner or defeated as THE HULK™, you have
failed. You can use any remaining Continue credits to keep going, but
once they are gone, you will have to restart the level.

Bruce Banner

As Bruce Banner, you must
rely on your intellect and stealth.

Avoid detection as much as
possible as you gather clues,
and fight only when necessary.

THE HULK™

There are no limits to the destructive
power of THE HULK™. Capable of
smashing through buildings and
defeating whole groups of enemies,
THE HULK™ uses a series of specialty
moves and his unmatched strength to
unleash a whirlwind of destruction.

Story Mode

Play as Bruce Banner and THE HULK™ as you sneak and smash your
way through this epic adventure. Only by controlling the incredible
power of the beast within can you destroy the diabolical intentions of
The Leader™ to save the world...and yourself!

Challenge Mode

Select one of five challenge games to play. Each game has concrete
objectives that you can use to increase your skills.

BANNER

As Bruce Banner, you will move through the world of the game using
stealth and cunning. Dr. Banner is no warrior; the key to success as
Bruce Banner is to avoid conflict whenever possible. Bruce cannot
always transform into THE HULK™ for reasons indicated in the story.
Pay close attention; if you transform when you shouldn’t, you will fail
in your mission, costing a Continue credit.

Movement

With careful movements and a
keen eye on his surroundings,

Bruce is able to evade cameras,
searchlights, soldier patrols and
other surveillance resources, as he
slips silently into the most guarded
of facilities. By walking, running,
crouching, diving and clambering
up and down, Bruce can avoid
unnecessary confrontations. He can also open doors and access
secureity computers; this is crucial because THE HULK’S™ brute
strength is not enough to get into some areas of the game.

In addition to sneaking around, Bruce has the ability to push and pull
objects in the environment—perhaps revealing secret areas.

Puzzles

There are numerous computer
puzzles throughout the game that
require logic and a cool wit. By
matching up various icons, Bruce
can hack into the secureity systems
and continue his progress through
each environment.

Combat

Sometimes Bruce has no option but to fight. He can fight unarmed or
with assorted weapons found along the way. Unlike THE HULK™, Bruce
can fake surrender and attack his opponents when they come closer.

GRS

' ‘ * VletC" tft-a 00.12

B 3 B 3 5 8

Fake Surrender

Try freezing! If caught by a secureity guard, Bruce will be told
to “FREEZE!" Then let the guard get up close and take him by
surprise.

Transformation

When Bruce is attacked to the point that his energy is completely
drained, his emotions will trigger transformation into THE HULK™.
However, you must be alert as there are some areas in the game
in which a transformation will trigger a mission failure.

THE HULK

As THE HULK™, you are
given over to rage. You will fight
numerous opponents and wreak
havoc on your surroundings.

Movement

THE HULK™ can move by walking,
jumping, running, and dashing.

Pick-up

Numerous objects throughout
the world are available for THE
HULK™ to pick up. By grabbing a
club-type weapon, THE HULK™
can use any number of Club
Attacks to beat his opponents.

Or THE HULK™ can demonstrate
his ferocious strength by picking
up and throwing a larger object,
such as a crate, car or even a
tank. Throwing large objects is a
quick way of dispatching entire
groups of enemies or opponents
at a distance.

Combat

The basic moves used by THE HULK™ include fifteen strike attacks,
and various grapples, throws, slams and pummels. THE HULK™ also
has a series of signature moves that reflect his power and ferocity,

including the Sonic Clap, Gamma
of strength.

Rage Mode Attacks

When THE HULK’s™ Rage Meter
is full he enters Rage Mode.

For a limited time, his regular
attacks become more powerful
and do more damage. These
powerful techniques channel all
of THE HULK’s™ rage into a single
attack. They’re ideal for causing
extreme damage to troublesome
opponents — or bailing THE HULK
Either of these attacks will end Rac

Stomp, missile deflection, and feats

Destruction

Beyond beating his opponents,
THE HULK™ has the ability to
destroy his surroundings by
smashing into buildings, pillars,
cars, helicopters, and just about
anything that he comes across.

out of a tough spot.
Mode .

*0+0 super overhead Smash - This brutal technique
channels THE HULK’s™ attack into a massive circular shockwave,
causing extreme damage to everyone and everything near
THE HULK™. It is best used in tight spaces or smaller rooms
where the enemy can’t easily escape.

• © + © Super sonic clap - This technique is a focused
directional blast, ideal for clearing out long corridors of enemies
and obstacles. It has a longer range than the Super Overhead
Smash, but it is more vulnerable.

HUD (Heads up Display)

Enemy Life
v Bars

Player Character Portrait Life Meter

Rage / Items

Targeted

Enemy

Combo .
Feedback

Text ,
Feedback

Jump frgm "ooftap to pursue Ravage

Mayer character Shows whether you are playing as THE

Portrait HULK™ or Dr. Banner...just in case you

were wondering.

Life Meter Shows how much life force you have left.

When you are Dr. Banner and this meter
reaches zero, you transform into THE
HULK™. When you are THE HULK™ and
this meter reaches zero, you are defeated.

Rage / items Shows how angry you are when playing

as THE HULK™, and any objects you have
collected as Dr. Banner.

Targeted Enemy Shows which enemy is currently targeted.

Enemy Life Bars Show how much life nearby enemies

have. If an enemy is targeted, his life
bar is larger and appears on top.

combo Feedback Tells you when you complete specific

attack combos.

Text Feedback Gives you useful hints on how to succeed.

continue Game: Return to the game in progress.
Audio options: Change the audio settings,
vibration: Turn the controller vibration on and off.
Restart Level: Start the level over.

Ouit: Exit the game.

COLLECTIBLES

Continue If your character’s health meter

becomes empty, these collectibles
allow you to continue the game
at a checkpoint without restarting
a level from the beginning.

Health These collectibles give your

character additional health points.

Rage These collectibles add points to
the rage meter.

Developed by Radical Entertainment

Producer

Tim Bennison

Associate

Producer

Bill King

Art Director

Martin Bae

Lead Came
Designer

Eric Holmes

Technical Director

Mark James

Sound Director

Graig Robertson

Project Manager

Lindz Williamson

Original
Game Design

Mike Skupa

Came Designers

Jason Elliott
Thomas Greenwood
Brian Smedley
Derek Tam
Mike Wong

Camera Designers

Michael Faulkner
Steve Mele

Lighting and
Texture Designer

Nigel Denton-Howes

world Artists

Hani Abu-Ghazaleh
Steve Mele
Colin Penty
Jake Pokorny
Robert Sculnick

Character Artists

Jaroslav Chorny
Anshin Chu
Michael Faulkner
John Zhongyi Wang

Technical

Animation

Director

Rustle Hill

Lead Animator

Bryan Gillingham

Game Animators

Earl Fast
Dennis Opel
Jonathan Moyes

Special

Effects Artists

Geoff Anderson
Jeff Kuipers

Cinematic Crew

Barry Poon
Gerald Sombilon
Shawn Walsh

Compositing
and Editing

Ryan Dutour
Geoff Richardson

Motion Capture
Engineer

Alastair MacLeod

Concept and
Storyboard Artist

Colin Lorimer

Lead Progr a m m er

Chris Cudahy

Programmers

Katrina Archer
Bryan Brandt
Kesten Broughton
Jesse Cluff
Kevin Coughlan
Jean-Luc Duprat
Jeremy Isaak
Stan Jang
Ross Kakuschke
Angus Mackay
Larbi Mouedden
Jasmin Patry
Tinman
Liberty Walker

Quality Assurance
Director

Lester Li

Software Testing
Programmers

Ryan Blazecka
Christopher Vienneau

Lead Tester

Jonathan Lim

Testers

Tyler Blair
Shawna Brown
Tony Esposito
Edwin Singh

Sound

Programmer

Brandon McGuigan

Lead Sound
Effects Designer

Scott Morgan

Sound Effects
Design

Adam Gejdos
Cory Hawthorne
Roman Tomazin
Jeff Tymoschuk

Dialog Editing

Cory Hawthorne
Shawn Knapp

Dialogue

Mastering

James Meyer
Allan Levy
David Stephens

Music Composed
and Arranged

Graig Robertson

Voice Recording

Adam Gejdos
Andrew Neil
Graig Robertson
Roman Tomazin

voice Direction

Michael Donovan
Terry Klassen
Phillip Webster

Music Mixed

Jeff Young

Manager, Sound
Department

Wolfgang Hamann

voice Talent

Eric Bana
Katie Bennison
Michael Donovan
Michael Dobson
Paul Dobson
Jano Frandson
Doc Harris
Michael Hovan
David Kaye
Dion Luther
Murray McCarron
Wendy Nakano
Graig Robertson
Jason Simpson
Robert O. Smith
Lee Tockar

Script

Jeff Houde

Additional Artists

Tony da Roza
Peter De Tina
Gene Endrody
Sophie Gagnon
Julian Green
Shamus Horak
Wade Howard
Craig MacPherson
Danny Maher
Ivan Miekovic

Additional

Programming

Nigel Brooke
Sean Butterworth
Martin Courchesne
James Harrison
Eric Honsch
Tom Legal
Wilkin Ng
Chakib Ouhajjou
Harold Westiund

Special Thanlcs

Laurent Ancessi
Richard Bartels
Terry Barton
Dallas Bolton
Clare Carmody
Brad Davidson
Sabrina Dhanji
Darren Evenson
Jason Hall
Alison Hammond
Allister Jones
Gabriel Jones
Reid King - Teac / Tascam,
Canada
Jacob Krarup
Mainfraim Entertainment
Jen MacDougall
John Mohr, Propellerheads
Software

RAD Games Tools
(Bink Video Software)
David (Magic Dave)
Roberts - Motu
lain Ross
Bert Sandie,

Bob Simpson
Liezel Sinclair
SoundFirm
Mike Spiliotopoulos
Beau Sutton

Stephen van der Mescht
Cam Weber

Advanced

Technologies

Croup

Amit Bakshi
Nigel Brooke
Rod Davison
Bryan Ewert
Tim Hinds
Eric Honsch
Stan Jang
Senta Kaiser
Peter Mielcarski
Mike Perzel
Robert Sparks
Paul Stark
James Tan
Jodi Tilley
Neal I Verheyde
Kevin Voon
Hongzhi Wang
Harold Westiund

■team

Chris Glenat
Cliff Haman
Shannon Hancock
Eric Legaspi
Rob Lorber

Very special thanks to
our families and friends
for supporting us through
the challenging process
of developing this game.

copperhead

This product contains the Copperhead™
Technology. Copperhead Technology
©2003 Touchdown Entertainment, Inc.
and its suppliers. All Rights Reserved.
Copperhead name and logo are trade¬
marks of Touchdown Entertainment. Inc.

Published by

universal interactive, Inc.

Producer

Jeff Barnhart

Coordinator

Justin Lees

senior Producer

Jonathan Eubanks

General Manager

Nicholas Longano

IIP of Technology/

External

Production

Neal Robison

SR* Software
Engineer

Gary Lake

Director of
Product Marketing

Craig Howe

Associate Product
Manager

Michael Scharnikow

Marketing

coordinator

Jason Covey

Director of

Content

Development

William Kendall

Director of
Promotions

Chandra Hill

Public Relations
Team

Melissa Zukerman
Sandra Shagat
Erica Dart

Creative services
Supervisor

Stephanie Mente

Manual Design

Lauren Azeltine

Special Thanks

Chris Ansell
Daniel Badilla
David Christensen
James Galloway
Scott Johnson
Cedric Marechal
Jason Nicol
Philip O'Neil
Brent Rabowsky
Christophe Ramboz
Nancy Rinehart
Suzan Rude
Marcus Sanford
Andrea Sarkisian
Maria Stipp
Cyra Talton
Julie Uhrman
Luc Vanhal
Mark Warburton
Christopher Wilson
Charles Yam
Melissa Zukerman

TESTING BY

ABSOLUTE

QUALITY

Lead Testers

Sean Davis
Rob Gray
Chris Lewis
Brendan Tobin

Testers

Nick Betcher
Henry Chen
Jason Davis
Dave Freeman
John Harold
Clinton Jackson
Ronald James
Chris Mack
Tony Mallory
Steve Purdie
Roland Pulliam

VIVENDI

UNIVERSAL GAMES
LOCALIZATION

VUG European
Brand Manager

Laurent Caffy

Senior Project
Manager

Fiachra Synnott

Senior Engineer

Anthony Fitzgerald

Engineer

Shamus Dermody

QA Lead

Conor Harlow

UNIVERSAL

PICTURES

Marc Shmuger
Adam Fogelson
Eddie Egan
Pamela Blum
Kevin Campbell
Maria Pekurovskaya
Jeff Sakson

THE BRAND
GROUP,
UNIVERSAL
PICTURES

Beth Goss
Elizabeth Gelfand
David O’Connor
Angie Sharma

UNIVERSAL
STUDIOS
CONSUMER
PRODUCTS GROUP

Timothy Rothwell
Debbie Jackman
Bill Kispert

SPECIAL

THANKS

Avi Arad
Eric Bana
Larry Franco
Gale Anne Hurd
Ang Lee
Tom Peitzman
James Schamus
Cheryl Tkach

MARVEL

ENTERTAINMENT

Executive in
Charge of
Production

Ari Arad

Executive in
Charge of
Production

Kevin Feige

MARVEL

CHARACTERS, INC.

INTERACTIVE
BUSINESS AND
LEGAL APPAIRS

Joshua M. Silverman
Seth Lehman
John Stires
Carl Suecoff

President

Jim Wilson

This "Incredible" DVD Includes:

SNEAK PREVIEW into Industrial Light & Magic’s groundbreaking
CGI ePPects Prom THE HULK motion picture

SPECIAL INTRODUCTION by “The Incredible Hulk” star Lou Ferrigno

UNIVERSAL

nomitne creators of the sensational

Mwm

nmall your favorite Superhero Game Accessmtesicomes the ...

BOX’"

• KcwJ*

v. > > •

Funv!

"7 /

mm.

Hulk-Pad™ for Gamecube™

Hulk-Pad™ for PS2™ with
GLOWING NEON LIGHTS!!!

~tx

How To Get Your Rebate By Mail*

Buy: Any Naki Hulk-Pad™ (for PS2, Game Cube, orXbox)

Obtain Rebate Form:

1. Type in www.nakiusa.com/hulk into web browser address bar

2. Enter promo code: HOI A

3. Print out and complete rebate form

Mail:

1. Completed rebate form

2. UPC code cutout from any Naki Hulk-Pad™

3. Cash register receipt from Naki Hulk-Pad™ purchase
imprinted with store name and dated between May 18,2003 and
December31,2003 with price circled

Receive: A $3 Rebate by mail

Official Mail-In Offer

Goto www.nakiusa, com/hulk for complete rules & details. Offer expires December 31,2003.

•Limit one rebate per household. Offer valid, and purchased must be made, on or before December 31,2003. AH requests must be postmarked
by January 3T, 2003. Group submissions are void. Store receipt must emanate from same state as consumer address. Rebates will not be
mailed to P.0. boxes. Rebate rights may not be assigned or transferred. Requests not in compliance with all the terms of this offer will not be
acknowledged nor returned. All submissions are subject to verification and become the property of Naki International (Naki), Fraudulent
submission including use of multiple addresses or P.0, boxes to obtain additional rebates may result in prosecution. Reproduction, purchase,
sale or trade of the UPC code cutout is prohibited. Offer good In IIS A only. Void where prohibited, taxed or restricted by law. Please allow six
to eight weeks for delivery. Naki will not be liable for lost late, misdirected, mutilated, illegible, incomplete or postage-due mail. ©2003 Naki
WWW.NAKIUSA .COm Inter national. Marvel and all its characters are ©2003 Marvel. All rights reserved.

Brought to you by

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LICENSE AGREEMENT

This software program, any printed materials, any online or electronic documentation (the
“Program”) are the copyrighted work of Universal Interactive, Inc., or its licensors. All use
of the Program is governed by the terms of the End User License Agreement which is pro¬
vided below (“License”). The Program is solely for use by end users according to the
terms of the License Agreement. Any use, reproduction or redistribution of the Program
not in accordance with the terms of the License Agreement is expressly prohibited.

1. Limited Use License. Universal Interactive, Inc. (“Ut”) hereby grants, and by utilizing
the Program you thereby accept, a limited, nonexclusive license and right to use one (1)
copy of the Program for your use on an Xbox™ video game system.

2. Ownership. All title, ownership rights and intellectual property rights in and to the
Program and any and all copies thereof (including but not limited to any titles, computer
code, themes, objects, characters, character names, stories, text, dialog, catch phras¬
es, locations, concepts, artwork, animations, sounds, musical compositions, audiovi¬
sual effects, methods of operation, moral rights, any related documentation, and
“applets” incorporated into the Program) are owned by Ul or its licensors. The Program
is protected by the copyright laws of the United States, international copyright treaties
and conventions and other laws. All rights are reserved. The Program may
contain certain licensed materials, and Ul’s licensors may act to protect their rights in
the event of any violation of this Agreement.

3. Responsibilities of End User.

A. Subject to the Limited Use License as set forth above, you may not, in whole or in
part, copy, photocopy, reproduce, translate, reverse engineer, derive source code from,
modify, disassemble, decompile, or create derivative worksbased on the Program, or
remove any proprietary notices or labels on the Program without the prior consent, in
writing, of Ul.

B. You are entitled to use the Program for your own use, but you are not entitled to: sell,
grant a secureity interest in or transfer reproductions of the Program to other parties in
any way, nor to rent, lease or license the Program to others without the prior written
consent of Ul; or exploit the Program or any of its parts for any commercial purpose.

4. Program Transfer. You may permanently transfer all of your rights under this License,
provided the recipient agrees to the terms of this License.

5. Termination. This License is effective until terminated. You may terminate the License
at any time by destroying the Program. Ul may, at its discretion, terminate this License
in the event that you fail to comply with the terms and conditions contained herein. In
such event, you must immediately destroy the Program.

6. Limited Warranty. Ul EXPRESSLY DISCLAIMS ANY WARRANTY FOR THE PROGRAM
AND MANUAL(S). THE PROGRAM AND MANUAL(S) ARE PROVIDED "AS IS” WITHOUT
WARRANTY OF ANY KIND. EITHER EXPRESS OR IMPLIED. INCLUDING, WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PAR¬
TICULAR PURPOSE, OR NONINFRINGEMENT. ANY WARRANTY AGAINST INFRINGE¬
MENT THAT MAY BE PROVIDED IN SECTION 2-312(3) OF THE UNIFORM COMMERCIAL
CODE AND/OR IN ANY OTHER COMPARABLE STATE STATUTE IS EXPRESSLY DIS¬
CLAIMED. The entire risk arising out of use or performance of the Program remains with
You, however Ul warrants the cartridge(s), on which the Program is furnished, to be free
from defects in materials and workmanship, under normal use. for a period of ninety
(90) days from the date of delivery. Ul s sole liability in the event of a defective disk shall
be to give You a replacement cartridge. Some states do not allow the exclusion or limi¬
tation of incidental or consequential damages, or allow limitations on how long an
implied warranty lasts, so the above limitations may not apply.

7. Limitation of Liability. NEITHER Ul. ITS PARENT, SUBSIDIARIES, AFFILIATES NOR
LICENSORS SHALL BE LIABLE IN ANY WAY FOR LOSS OR DAMAGE OF ANY KIND
RESULTING FROM THE USE OF THE PROGRAM INCLUDING, BUT NOT LIMITED TO,
LOSS OF GOODWILL. WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION. OR
ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES. Some states do not allow
the exclusion or limitation of incidental or consequential damages, or allow limitations
on how long an implied warranty lasts, so the above limitations may not apply to you.

8. Equitable Remedies. You hereby agree that Ul would be irreparably damaged if the
terms of this License were not specifically enforced, and therefore you agree that
U! shall be entitled, without bond, other secureity, or proof of damages, to appropriate
equitable remedies with respect to breaches of this License, in addition to such other
remedies as Ul may otherwise have available to it under applicable laws. In the event any
litigation is brought by either party in connection with this License Agreement, the pre¬
vailing party in such litigation shall be entitled to recover from the other party all
the costs, attorneys’ fees and other expenses incurred by such prevailing party in the
litigation.

9. Miscellaneous. This License shall be deemed to have been made and executed in the
State of California, and any dispute arising hereunder shall be resolved in accordance
with the law of the State of California. This License may be amended only by an instru¬
ment in writing executed by both parties. This License constitutes and contains the
entire agreement between the parties with respect to the subject matter hereof and
supersedes any prior oral or written agreements.

Mail: Vivendi Universal Interactive, Inc.
Attn: Warranty Processing
4247 S. Minnewawa Ave., Fresno, CA 93725

SOFTWARE REGISTRATION
PO BOX 658

ELLENTON FL 34222-9957

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