SOFTWARE LICENSE AGREEMENT

IMAGIX IS WILLING TO LICENSE THE ACCOMPANYING SOFTWARE TO YOU ONLY
UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS CONTAINED IN THIS
LICENSE AGREEMENT.  READ THE TERMS AND CONDITIONS OF THIS LICENSE
CAREFULLY BEFORE INSTALLING THE LICENSE FILE.  BY INSTALLING THE
LICENSE FILE, YOU AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT.
IF YOU ARE NOT WILLING TO BE BOUND BY THIS AGREEMENT, RETURN THE
SOFTWARE AND LICENSE UNUSED WITHIN FIFTEEN (15) DAYS OF PURCHASE FOR
A REFUND OF THE LICENSE FEE PAID.

1. License.  Customer is granted a non-exclusive and non-transferable
license ("License") for use of the Imagix 4D product ("Software")
and related explanatory written materials ("Documentation"), by the
number of users and the class of computer hardware for which the
corresponding fee has been paid.  Floating licenses shall be permitted
to be used within one local network.  A client of the floating license
can access only the license server of the local network to which it is
connected.  A client of the floating license is not allowed to access
the license server of another local network via a gateway.

2. Restrictions.  Software is copyrighted and title to all copies is
retained by Imagix Corporation ("Imagix") and/or its licensors.
Customer shall not modify, adapt or in any other way create a
derivative version of the Software nor shall Customer decompile,
disassemble, decrypt, extract, or otherwise reverse engineer the
Software.

3. Confidentiality.  Software is confidential and proprietary
information of Imagix and/or its licensors.  Customer shall take
adequate steps to protect Software from unauthorized disclosure or
use.

4. Warranty.  Imagix warrants and represents that it has the right
to enter this license agreement ("Agreement") and to deliver the
Software.  Imagix further warrants that for a period of ninety (90)
days from date of receipt of the Software by Customer, the Software
will perform in substantial accordance with the Documentation.  Imagix
further warrants that for the same ninety (90) day period, the media
on which Software is furnished will be free of defects in materials
and workmanship under normal use.  Otherwise, the Software is licensed
"as is" without a warranty of any kind.  This warranty extends only
to Customer as the original licensee.  Customer's exclusive remedy
and Imagix's entire liability under this warranty will be the
correction of defects in media or replacement of the media, or, if
correction or replacement is not reasonably achieved by Imagix, the
refund to Customer of the license fee paid, upon return of Software.

5. Disclaimer of Warranty.  Except as specified in this license, all
express or implied conditions, representations and warranties,
including any implied warranty of merchantability, fitness for a
particular purpose, or non-infringement, are hereby excluded to the
extent allowed by applicable law.

6. High Risk Activities.  Software is not designed or licensed for use
in conjunction with on-line control equipment in hazardous environments
such as operation of nuclear facilities, aircraft navigation or
control, or direct life support machines.  Imagix specifically
disclaims any express or implied warranty of fitness for High Risk
Activities.

7. Limitation of Liability.  In no event will Imagix be liable for any
lost revenue, profit or data, or other special indirect, consequential,
incidental or punitive damages however caused and regardless of theory
of liability arising out of the use or inability to use the software,
even if Imagix has been advised of the possibility of such damages.  In
no event shall Imagix's liability to Customer, whether in contract,
tort (including negligence), or otherwise, exceed the license fee paid
by Customer for Software.  The foregoing limitations shall apply even
if the above warranty fails of its essential purpose.

8. Termination.  This License is effective until terminated.  Customer
may terminate this License at any time by destroying all copies of
Software including any documentation.  This License will terminate
immediately without notice from Imagix if Customer fails to comply with
any provision of this License.  Upon termination, Customer must destroy
all copies of Software.

9. Export Regulations.  Software, including technical data, is subject
to U.S. export control laws, including the U.S. Export Administration
Act and its associated regulations, and may be subject to export or
import regulations in other countries.  Customer agrees to comply
strictly with all such regulations and acknowledges that it has the
responsibility to obtain licenses to export, re-export, or import
Software.

10. U.S. Government Restricted Rights.  If Customer is acquiring
Software including accompanying documentation on behalf of the U.S.
Government, the following provisions apply.  The software provided in
connection with this Agreement has been developed entirely at private
expense.  As defined in FAR section 2.101, DFARS section 252.227-7014(a)(1)
and DFARS section 252.227-7015 (or any equivalent or subsequent agency
regulation thereof), such is“"commercial items", "commercial computer
software" and/or "commercial computer software documentation".” Consistent
with DFARS section 227.7202 and FAR section 12.212, and to the extent
required under U.S. federal law, the minimum restricted rights as set
forth in FAR section 52.227-19 (or any equivalent or subsequent agency
regulation thereof), any use, modification, reproduction, release,
performance, display, disclosure or distribution thereof by or for the
U.S. Government shall be governed solely by this Agreement and shall be
prohibited except to the extent expressly permitted by this Agreement.

11. Governing Law.  This Agreement is governed by the laws of the State
of Oregon, U.S.A.

12. Severability.  If any of the above provisions are held to be in
violation of applicable law, void, or unenforceable in any
jurisdiction, then such provisions are herewith waived to the extent
necessary for the Agreement to be otherwise enforceable in such
jurisdiction.  However, if in Imagix's opinion deletion of any
provisions of the License by operation of this paragraph unreasonably
compromises the rights or liabilities of Imagix or its licensors,
Imagix reserves the right to terminate the License and refund the fee
paid by Customer as Customer's sole and exclusive remedy.

13. Integration.  This Agreement is the entire agreement between
Customer and Imagix relating to Software and: (i) supersedes all prior
or contemporaneous oral or written communications, proposals and
representations with respect to its subject matter; and (ii) prevails
over any conflicting or additional terms of any quote, order,
acknowledgment, or similar communication between the parties during the
term of this Agreement.  No modification to this agreement will be
binding, unless in writing and signed by a duly authorized
representative of each party.