Www-LinkTM is the solution for real time data systems.

LICENSE AGREEMENT

THIS AGREEMENT ACCOMPANIES A PACKAGE OF MEDIA ("MEDIA") CONTAINING THE WWW-LINK(TM) AND RELATED COMPUTER PROGRAMS (COLLECTIVELY, THE "SOFTWARE") AND WRITTEN USER SUPPORT MATERIAL ("USER MANUAL") OWNED BY LBT COMPANY, INC. ("LICENSOR") AND LICENSED TO THE PURCHASER ("LICENSEE") PERSUANT TO THE TERMS OF THIS AGREEMENT. THE SOFTWARE AND THE USER MANUAL CONTAIN MATERIALS WHICH ARE CONFIDENTIAL TRADE SECRETS, AND/OR CPYRIGHTED, AND/OR SUBJECT TO ONE OR MORE PATENT(S) PENDING AND MAY NOT BE COPIED OR USED FOR ANY PURPOSE OUTSIDE THE SCOPE OF THIS LICENSE.

THE LICENSEE MUST CAREFULLY READ ALL OF THE TERMS OF THIS AGREEMENT BEFORE OPENING THE SOFTWARE PACKAGE OR INSTALLING THE SOFTWARE ON A COMPUTER.

OPENING THE PACKAGE CONTAINING THE MEDIA INDICATES LICENSEE'S ACCEPTANCE OF THE TERMS AND CONDITIONS OF THIS LICENSE.

IF THE PACKAGE HAS BEEN OPENED AND THE PURCHASER IS INSTALLING THE SOFTWARE, PROCEEDING BEYOND THE SCREEN ON WHICH THIS LICENSE APPEARS CONSTITUTES AN ACCEPTANCE AND REAFFIRMATION OF THE LICENSE TERMS AND CONDITIONS.

1. Method of Acceptance. Licensee agrees that opening the package containing the Media or installing the Software indicates Licensee's acceptance of the following terms and conditions. Licensee further agrees that if, prior to opening the package containing the Media, if Licensee does not agree with any of the following terms and conditions, Licensee shall promptly return the package, User Manual, and Software to Licensor or to the place of purchase for refund or replacement. However, no refund or replacement will be given if the sealed package containing the Media has been opened or if any of the components of the product are missing.

2. License

2.1 Licensee is licensed to use the Software on a single computer, if the Licensee is an individual, and for a multiple number of computers at a single location, if the Licensee is a company, and make one copy of the Software in any machine readable form for back-up in support of its use of the Software.

2.2 Licensee agrees not to use, copy, decompile, reverse engineer, or modify the Software in whole or in part, except as expressly provided for in this License.

2.3 Licensee agrees not to sublicense, assign, or transfer the rights granted by this License and agrees that any attempt to do so in any way without the express written consent of the Licensor shall be null and void. Transfer of a controlling shareholder interest and a sale of all or substantially all of the assets of the Licensee shall be deemed transfers of License rights prohibited by this provision.

3. Technical Support. Licensee must register to be eligible for Technical Support. For registered Licensees, Technical Support will be provided by telephone or electronic mail. Support will be provided for a 90 calendar day period commencing with the first call requesting technical support, subject to complying with standard procedures for support and verification. Arrangements for Technical Support beyond the 90 day period is available from Licensor on a per incident or per period basis. Technical Support does not include free upgrade of the software to a later version.

4. Termination of License. This License shall be effective until terminated. Licensee may terminate this License at any other time by destroying the Software together with all copies, modifications, and merged portions in any form. This License shall also be terminated automatically if Licensee fails to comply with any of its term or condition or transfers possession of any copy of the Software or User Manual to anyone. Licensee agrees that upon termination of this License, it shall immediately destroy the Software together with all copies in any form.

5. Warranty of Title. Licensor warrants that it has good title to the Software and the right to license its use free of any proprietary rights of any other party. Licensor shall defend Licensee against and hold Licensee harmless from any and all claims that the Software violates the proprietary rights of any other party.

6. Limited Product Warranty

6.1 Licensor warrants the media on which the Software is furnished to be free from defects in materials and workmanship under normal conditions of use for a period of 90 days from the date of delivery of the Software to Licensee as set forth on the receipt for the purchase of the Software.

6.2 The foregoing warranty does not extend to any media that has been damaged as a result of accident, misuse, or abuse or as a result of service or modification by anyone other than Licensor or an authorized dealer of Licensor.

7. Waiver of Implied Warranties. LICENSEE ACKNOWLEDGES THAT THE SOFTWARE IS LICENSED ON AN "AS IS" BASIS, WITHOUT ANY WARRANTY OF MERCHANTABILITY OF FITNESS FOR A PARTICULAR PURPOSE, THAT THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE IS ON LICENSEE, AND THAT SHOULD THE SOFTWARE PROVE DEFECTIVE (EXCEPT AS EXPRESSLY WARRANTED HEREIN) LICENSEE AND NOT LICENSOR, ITS DISTRIBUTORS, OR ITS AUTHORIZED DEALERS ASSUMES THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION.

8. Warranty Disclaimer

8.1 EXCEPT AS EXPRESSLY SET FORTH ABOVE, NO OTHER WARRANTIES ARE MADE WITH RESPECT TO THE SOFTWARE. LICENSOR EXPRESSLY DISCLAIMS ALL WARRANTIES NOT STATED HEREIN.

8.2 LICENSOR DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET LICENSEE'S REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE SHALL BE UNINTERRUPTED OR ERROR-FREE.

8.3 LICENSEE ASSUMES RESPONSIBILITY FOR THE SELECTION OF THE PROGRAM TO ACHIEVE THE RESULTS INTENDED BY LICENSEE AND FOR THE INSTALLATION, USE, AND RESULTS OBTAINED FROM THE USE OF THE PROGRAM.

9. Warranty Remedies; Limitation of Damages

9.1 During the warranty period, either Licensor or an authorized dealer shall replace any CD ROM or diskette that fails to meet the foregoing express warranty if it is returned to Licensor or an authorized dealer with a copy of the receipt for the purchase of the Software, or, if Licensor or the authorized dealer is unable to deliver a replacement Media that is free of defects in materials or workmanship, Licensee may terminate this License and receive a refund of the purchase price by returning the Software, User Manual, and packaging to Licensor or an authorized dealer with a copy of the receipt for the purchase of the software.

9.2 Licensee agrees that its sole remedies and Licensor's entire liability are as set forth in Paragraph 9.1.

9.3 IN ALL EVENTS ALL LIABILITY OF LICENSOR FOR DAMAGES INCURRED BY LICENSEE ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE SHALL NOT EXCEED THE AMOUNT PAID BY LICENSEE FOR THE SOFTWARE.

9.4 IN NO EVENT SHALL LICENSOR BE LIABLE TO LICENSEE OR ANY OTHER PERSON FOR ANY DAMAGES, INCLUDING ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, EXPENSES, LOST PROFITS, LOST SAVINGS, OR OTHER DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE.

10. Governing Law. This License shall be construed according to, and the rights of the parties shall be governed by, the law of the State of California.

11. Licensee's Acknowledgment. LICENSEE ACKNOWLEDGES THAT LICENSEE HAS READ THIS AGREEMENT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS. LICENSEE FURTHER AGREES THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN LICENSEE AND LICENSOR AND THAT IT SUPERSEDES AND PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN LICENSEE AND LICENSOR RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.

LBT COMPANY, INC.