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                        FORTE SOFTWARE LICENSE AGREEMENT


1.   License.      FORTE Advanced Management Software Inc. ("FORTE"), 
subject to the conditions contained herein, grants you a non-exclusive

license to use this proprietary software product Free Agent
("Software") 
free of charge.

2.    Restrictions.  This License allows the Licensee to exercise the 
rights granted herein and must be retained by Licensee. Licensee may
not 
rent, lease or otherwise transfer any part of the Software or its 
accompanying documentation. Licensee may make a limited number of
copies 
of the Software specified by the number of licensed Users as well as a

reasonable number of back-up copies. The Software contains FORTE's 
copyrighted material, trade secrets and other proprietary material. 
Licensee must reproduce the FORTE copyright notice and any other 
proprietary notices found on the original Software on all copies of
the 
Software. Licensee shall not, without prior written permission from
FORTE, 
nor permit anyone else, to decompile, reverse engineer, disassemble or

otherwise reduce the Software to a human perceivable form, or to rent,

lease, modify, network, distribute, loan, or create derivative works
based 
upon the Software or its documentation in whole or in part. Any and
all 
information obtained during such unlawful reverse engineering and/or
decompiling activities, including but not limited to, the
organization,
logic, algorithms and processes of the Software, shall be deemed to be
confidential and proprietary information of FORTE. Licensee shall not
make copies of any documentation accompanying the Software without
prior
written permission of FORTE.

If Licensee receives the first copy of the Software electronically,
and a 
second copy on media, the second copy may be used for backup and
archive 
purposes only. This License does not grant Licensee any right to
receive 
enhancements or updates to the Software or accompanying documentation.

Enhancements and updates, if available, may be obtained by Licensee at

FORTE's then-current standard pricing, terms, and conditions. Title, 
ownership rights, and intellectual property rights to content accessed

through the Software is the property of the applicable content owner
and 
may be protected by applicable copyright or other law. This License
gives 
Licensee no rights to such content. FORTE may furnish the Software and

On-Line Help to Licensee electronically or on media in
machine-readable 
object code form.

3.  Technical Support. Technical Support is not provided by FORTE for
the 
product.  Technical Support may be provided by the Service Provider 
distributing the product at Service Provider's option.  FORTE may, at
its 
discretion, provide updates to the Software. Upgrades to the Software
and 
its documentation, if any, are not included and may be sold
separately.

4. Limited Warranty of Diskettes. If FORTE provides the Software on 
diskettes, it will warrant the Software diskettes to be free from
defects 
in materials and workmanship under normal use for a period of ninety
(90) 
days from the date of purchase. FORTE's entire liability and
Licensee's 
exclusive remedy will be limited to replacement of the defective
diskettes 
upon return to the place of purchase within the warranty period. FORTE

will not be responsible for replacement of any diskette damaged by 
accident, abuse or misapplication.  ALL IMPLIED WARRANTIES ON THE
SOFTWARE 
DISKETTES INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND
FITNESS 
FOR A PARTICULAR PURPOSE ARE LIMITED IN DURATION TO NINETY (90) DAYS
FROM 
THE DATE OF PURCHASE.

5. Disclaimer of Warranty. Licensee acknowledges and agrees that the
use 
of the Software and all accompanying documentation is at Licensee's
sole 
risk. The Software and documentation are provided "AS IS" and without 
warranty of any kind. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE

LAWS, THE STATED WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES,
WRITTEN 
OR ORAL, STATUTORY, EXPRESSED OR IMPLIED, INCLUDING, WITHOUT
LIMITATION 
THERETO, THE WARRANTY OF MERCHANTABILITY, THE WARRANTY OF FITNESS FOR
A 
PARTICULAR PURPOSE,  AND NONINFRINGEMENT. FORTE DOES NOT WARRANT THAT
THE 
FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET LICENSEE'S REQUIREMENTS,
OR 
THAT THE OPERATION OF THE SOFTWARE WILL BE FREE OF ERRORS. FORTE SHALL
NOT 
BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY NATURE OR
FOR 
ANY REASON, OR FOR COMMERCIAL LOSSES OF ANY CAUSE, WHETHER OR NOT
FORTE 
HAS RECEIVED NOTICE OF THE POSSIBILITY OR CERTAINTY OF SUCH DAMAGES OR

LOSSES. CONSEQUENTIAL DAMAGES INCLUDE ANY LOSS OF INFORMATION, DAMAGE
TO 
COMPUTER OR MONITOR, LOSS OF PROFITS, BUSINESS INTERRUPTIONS AND ANY
OTHER 
MONETARY LOSS.

6. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED UNDER 
APPLICABLE LAWS, UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL
FORTE 
AND ITS DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY 
INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR
LOSS 
OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS
INFORMATION 
AND THE LIKE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE
SOFTWARE 
OR ITS DOCUMENTATION, EVEN IF FORTE OR ITS AUTHORIZED REPRESENTATIVE
HAS 
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event shall
FORTE's 
total liability to Licensee for all damages, losses, and causes of
action 
(whether in contract, tort, including negligence, or otherwise) exceed
the 
amount paid by Licensee for the Software and its documentation.

7. No Waiver or Assignment. This License may not be assigned,
sublicensed 
or otherwise transferred by the Licensee, by operation of law or 
otherwise, without FORTE's prior written consent.

8. U.S. Government Restricted Rights: The Software and its
documentation 
are provided with RESTRICTED RIGHTS. Use, duplication, or disclosure
by 
the Government is subject to restriction as set forth in subparagraph 
(c)(1)(ii) of the Rights in Technical Data and Computer Software
clause at 
DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial 
Computer Software - Restricted Rights at 48 CFR 52.227-19, as
applicable. 
Contractor/manufacturer is FORTE, 2141 Palomar Airport Road, Suite
100, 
Carlsbad, California 92009.

9. Export Controls. Licensee may not download or export the Software
or 
its technology except in full compliance with all United States 
regulations and laws. The Software or technology may not be downloaded
or 
exported to a national or resident from Cuba, Haiti, Iran, Iraq,
Libya, 
North Korea, Syria, Yugoslavia, or any other country subject to a
United 
States embargo. 

10. Termination. This agreement may be terminated immediately by
either 
party in the event of default by the other party. If this Agreement is

terminated, Licensee will immediately discontinue use of the Software
and 
shall return all copies of the Software and its documentation to FORTE

within fourteen (14) days. Licensee may also terminate this Agreement
at 
any time by destroying all copies of the Software and its
documentation.

11. General. This Agreement represents the only statement of the terms

relative to this license between the parties and supersedes any
previous 
agreements or representations. This Agreement may only be amended in 
writing, and must be executed by both parties. FORTE IS NOT BOUND BY
ANY 
PROVISION OF ANY PURCHASE ORDER, RECEIPT, ACCEPTANCE, CONFIRMATION, 
CORRESPONDENCE, OR OTHERWISE UNLESS FORTE SPECIFICALLY AGREES TO THE 
PROVISION IN WRITING. If any section of this Agreement is held to be 
unenforceable for any reason, the section shall be reformed only to
the 
extent necessary to make it enforceable. This Agreement shall be
governed 
by United States and California law.