

                     ByteBlower End User License Agreement


PLEASE READ THIS END USER LICENSE AGREEMENT ("LICENSE") CAREFULLY BEFORE USING
BYTEBLOWER. BY USING BYTEBLOWER, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF
THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT USE
BYTEBLOWER. IF YOU DO NOT AGREE TO THE TERMS OF THE LICENSE, YOU MAY RETURN THE
BYTEBLOWER SOFTWARE AND THE ACCOMPANYING MANUALS, CONTAINERS AND HARDWARE
("PRODUCT MATERIALS") TO THE PLACE WHERE YOU OBTAINED IT.

 * RESTRICTIONS ON USE
    o Customer may not alter, modify, vary, or create derivative works based on
      the whole or any part of Software in any way whatsoever, nor permit any
      third party to alter, modify, vary, or create derivative works based on
      the whole or any part of Software; and Customer shall not make or permit
      to be made any translation, alteration, adaptation, enhancement,
      modification, update or addition to, nor decompile, reverse engineer or
      disassemble the Software without the prior written consent of Excentis.

    o When Software licenses are purchased as part of, in conjunction with, or
      intended to be used with Hardware, Customer may only use the Software with
      the Hardware. The Software may include license management components
      designed to administer usage rights and restrictions; Customer agrees not
      to circumvent or attempt to circumvent such technical means for the
      purpose of enabling usage rights above those purchased by Customer.
      Customer's use of the Software may be subject to further restrictions set
      forth in any applicable Quote. Any increase in use of the Software above
      and beyond applicable restrictions may subject Customer to payment of
      additional fees.

    o Software may utilize open source technology and technology from third
      party suppliers that may be included as a part of the Software, included
      in the same medium on which the Software is delivered or as a part of the
      download of Software received by Customer, or pre-loaded on Hardware
      (collectively the "Third Party Technology"). All Third Party Technology is
      identified in the Software Documentation or in a Quote and is subject to
      the third party supplier's license restrictions or the applicable open
      source license such as GNU Lesser General Public License, GNU General
      Public License, or similar agreement (an "Open Source License").

    o This Agreement does not modify or abridge any rights or obligations
      Customer may have with respect to open source technology included as part
      of the Software under an applicable Open Source License. However, to the
      extent that open source technology is incorporated into Software,
      Excentis obligations under Section 6 (Indemnity) below with respect to
      such open source technology shall apply to the extent such open source
      technology is used in conjunction with Software in accordance with this
      Agreement and with the terms of the Open Source License. Any use (or
      distribution) of open source technology separate and apart from use of
      the Software is governed by the relevant Open Source License.

 * MAINTENANCE AND TECHNICAL SUPPORT
    o In consideration of payment of the applicable maintenance and support fee,
      Customer shall be entitled to receive technical support services for the
      applicable Product for a period specified in the Quote for the maintenance
      and technical support. Technical support is more fully described on
      www.byteblower.com. The term "Software" as used in these Terms includes
      all updates, upgrades and enhancements delivered by Excentis to Customer
      pursuant to technical support services.

 * WARRANTY
    o The Software is not error-free. Excentis warrants however that, for a
      period of ninety (90) days following delivery (the "Software Warranty
      Period"), the Software, when installed and used in accordance with the
      Software Documentation, will operate and perform in all material respects
      in accordance with the Software Documentation ("Conform"). A minor
      discrepancy between the actual operation, functionality or performance of
      the Software and as described in the Software Documentation shall not be
      considered a failure to Conform. Customer's exclusive remedy and
      Excentis' sole liability under this warranty shall be for Excentis to
      attempt, through reasonable efforts, to correct any material failure of
      the Software to perform, operate or function as warranted, if such
      failure is reported to Excentis within the Software Warranty Period and
      Customer, at Excentis' request, provides Excentis with sufficient
      information (which may include access to Customer's computer system for
      use of Customer's copy of the Software by Excentis or its designated
      personnel) to reproduce the defect in question.

    o Excentis warrants that, for a period of one (1) year following delivery
      (the "Hardware Warranty Period"), the Hardware shall be in good working
      order and will perform, function and operate substantially to the
      relevant Product specifications. Hardware supplied may contain either new
      or refurbished parts. If refurbished, all components will be warranted as
      new. Customer's exclusive remedy and Excentis' sole liability under this
      warranty shall be for Excentis to provide during the Hardware Warranty
      Period, at no additional charge to Customer, the parts and labor
      necessary to restore the Hardware to good working order. Customer shall
      notify Excentis of the failure of any of the Hardware to perform in
      accordance with the applicable specifications, and thereafter, pursuant
      to Excentis' direction, arrange for the delivery of the damaged Hardware
      to Excentis or its designee for repair.

    o Customer acknowledges and agrees that the Hardware is intended for use
      solely with the Software and with other programs that are approved for
      installation by Excentis, and therefore the warranties in previous two
      paragraphs shall become void and of no further force and effect if: (i)
      any software or program other than the Software be installed on the
      Hardware unless such program is approved for such installation by
      Excentis or (ii) Customer integrates the Hardware or Software with any
      third party products other than those certified as compatible by Excentis.

    o The Software and Hardware are not fault-tolerant and are not designed,
      manufactured or intended for use for testing of on-line control equipment
      in hazardous environments requiring fail-safe performance, such as the
      operation of nuclear facilities, aircraft navigation or communication
      systems, air traffic control, direct life support machines, or weapons
      systems, in which the failure of the Software or Hardware could lead
      directly to death, personnel injury or severe physical or environmental
      damage ("High Risk Activities"). Accordingly, Excentis and its suppliers
      specifically disclaim any express or implied warranty of fitness for High
      Risk Activities and no license is granted to use the Software or Hardware
      for such activities.

 * OWNERSHIP
    o Except for the license rights granted hereunder, all right, title and
      interest in and to the Software and Software Documentation (as well as
      all test scripts and other similar items delivered by Excentis to
      Customer) shall be retained by Excentis and its suppliers.

    o Upon full payment the hardware shall belong to the Customer and the
      Customer receive a software license grant under the terms and conditions
      as detailed in section "Software license grant" and Excentis shall
      retain all ownership rights in and to the Excentis Property. Excentis
      shall also retain the unlimited right to use and to sublicense to others
      the ideas, concepts, techniques or other expertise which it developed or
      employed in providing the Services or creating the deliverables, in any
      products and for any purposes (including providing services and
      developing deliverables for other customers) whatsoever, so long as in
      doing so Excentis does not disclose any Customer confidential information.

 * INDEMNITY
    o Excentis, at its own expense, shall indemnify the Customer and its
      officers, agents and employees from and against any action brought
      against Customer to the extent that such action is solely based on a
      claim that the unmodified Software, when used in accordance with these
      Terms, infringes any U.S. copyright or trade secret rights of any third
      party and Excentis shall pay all costs, settlements and damages finally
      awarded, provided:
        (a) Excentis shall have sole control of the defense and/or settlement of
            such claim or suit;
        (b) the Customer will notify Excentis promptly in writing of each such
            claim or suit and shall give Excentis all information known to the
            Customer relating thereto; and
        (c) the Customer will cooperate with any reasonable request of Excentis
            in the settlement or defense of any such claim or suit. The Customer
            shall be reimbursed for all reasonable expenses incurred in
            providing any cooperation requested by Excentis.

    o If all or any part of the Software is, or in the opinion of Excentis may
      become, the subject of any claim or suit for infringement of any third
      party rights, Excentis may, at its expense and discretion, do one of the
      following things:
        (a) procure for the Customer the right to use the Software or the
            affected part of the Software;
        (b) replace the Software or the affected part of the Software with other
            Software providing substantially similar functionality;
        (c) modify the Software or the affected part of the Software to make it
            non-infringing; or
        (d) if none of the foregoing remedies are, in the sole discretion of
            Excentis, commercially feasible, refund the aggregate payments paid
            by the Customer for the Software or the affected part of the
            Software less a reasonable amount for the prior use thereof by
            Customer (based on a five (5) year straight line life).

    o Excentis shall have no obligations under this Section to theextent that a
      claim is based upon: (a) the use of any prior version of the Software if
      such infringement would have been avoided by the use of the then-current
      version; (b) the combination, operation or use of the Software with
      software or data which was not provided by Excentis, if such infringement
      would have been avoided in the absence of such combination, operation or
      use; or (c) the use of the Software on or in connection with a computer
      system other than those set forth in the Software Documentation.

    o This Section states the entire liability of Excentis and the exclusive
      remedy of the Customer with respect to any alleged infringement of any
      third party rights.

 * LIMITATIONS OF WARRANTIES AND LIABILITY
    o EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, NO WARRANTY, WHETHER
      EXPRESS OR IMPLIED, IS MADE WITH RESPECT TO THE SOFTWARE, HARDWARE,
      SOFTWARE DOCUMENTATION OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY
      IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
      WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
      LOSS, NEITHER EXCENTIS NOR CUSTOMER, NOR ANY OF THEIR RESPECTIVE PARENTS,
      SUBSIDIARIES OR LICENSORS, SHALL BE LIABLE FOR ANY OTHER INDIRECT,
      SPECIAL, INCIDENTAL OR CONSEQUENTIAL LOSS, INCLUDING BUT NOT LIMITED TO
      LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR GOODWILL, HOWEVER
      CAUSED, OR OTHERWISE BE LIABLE IN CONTRACT, TORT, NEGLIGENCE, STRICT
      LIABILITY OR OTHERWISE AND WHETHER SUCH LOSS ARISES OUT OF OR IN
      CONNECTION WITH THE USE OF THE SOFTWARE, HARDWARE, SERVICES OR OTHERWISE
      UNDER THIS AGREEMENT. EXCEPT FOR (A) A CLAIM OF COPYRIGHT OR TRADE SECRET
      INFRINGEMENT, OR (B) A BREACH OF SECTIONS 1, 2 OR 9 (IN ALL CASES, FOR
      WHICH NO LIMIT APPLIES), THE MAXIMUM LIABILITY OF EXCENTIS AND CUSTOMER
      FOR CLAIMS ARISING FROM OR IN CONNECTION WITH THIS AGREEMENT SHALL BE THE
      FEES PAID TO EXCENTIS FOR THE SOFTWARE, HARDWARE OR SERVICES GIVING RISE
      TO THE CLAIM.

 * TERM AND TERMINATION
    o Either Excentis or Customer may terminate a Quote, Order or SOW upon the
      other party's material breach of these Terms, such Quote, SOW or such
      Order, provided that (a) the non-breaching party shall first have sent
      written notice to the breaching party describing the breach in reasonable
      detail and demanding that it be cured, and (b) the breaching party does
      not cure the breach within thirty (30) days following its receipt of such
      notice.

    o On termination, all licenses granted to the Customer under the specific
      Quote, Order or SOW shall terminate, the Customer shall cease to use such
      Software (and Hardware, if applicable), shall return the product to
      Excentis free of cost, taxes and import duties for Excentis and shall
      certify in writing to Excentis that all copies (in any form or media) of
      the Software have been destroyed or returned to Excentis.

    o Termination shall not relieve the Customer from making payments for
      Software, Hardware or Services delivered prior to termination and shall
      not prevent either party from pursuing any other available remedies.


 * CONFIDENTIALITY
    o Each party may have access to information that is confidential to the
      other party ("Confidential Information"). Confidential Information shall
      include all written or oral information that is (i) clearly identified in
      writing at the time of disclosure as confidential, or (ii) that a
      reasonable person at the time of disclosure reasonably would assume,
      under the circumstances, to be Confidential Information. Confidential
      Information shall include, without limitation, software programs,
      technical data, methodologies, know-how, processes, reports and report
      formats. Confidential Information also includes all information received
      from third parties that either party is obligated to treat as
      confidential. The Software and Software Documentation, as well as
      Excentis' price lists, this Quote and the Order, and anyStatements of
      Work, shall at all times be considered Confidential Information of
      Excentis whether or not identified as such orally or in writing.

    o A party's Confidential Information shall not include information that (i)
      is or becomes a part of the public domain through no act or omission of
      the other party; (ii) was in the other party's lawful possession prior to
      the disclosure and had not been obtained by the other party either
      directly or indirectly from the disclosing party; (iii) is lawfully
      disclosed to the other party by a third party without restriction on
      disclosure; or (iv) is independently developed by the other party without
      use of or reference to the other party's Confidential Information. In
      addition, nothing in this Section will be construed to prohibit
      disclosure of Confidential Information to the extent that such disclosure
      is required to by law or valid order of a court or other governmental
      authority; /provided, however, /that the responding party shall first
      have given notice to the other party and the responding party shall have
      made a reasonable effort (at the other party's cost and expense) to
      restrict the scope of disclosure to the greatest extent reasonably
      possible and to obtain a protective order requiring that the Confidential
      Information so disclosed be used only for the purposes for which the
      order was issued.

    o The parties agree, unless required by law, not to make each other's
      Confidential Information available in any form to any third party or to
      use each other's Confidential Information for any purpose other than in
      the performance of these Terms. Each party agrees to take all reasonable
      steps to ensure that Confidential Information is not disclosed or
      distributed by its employees or agents in breach of these Terms. The
      parties agree to hold each other's Confidential Information in confidence
      during the term of these Terms and for a period of three (3) years
      thereafter.

    o Each party acknowledges and agrees that, due to the unique nature of
      Confidential Information, there can be no adequate remedy at law for
      breach of this Section and that such breach would cause irreparable harm
      to the non-breaching party; therefore, the non-breaching party shall be
      entitled to seek immediate injunctive relief, in addition to whatever
      remedies it might have at law or under these Terms.

    o Unless otherwise expressly agreed in writing by Excentis, Customer shall
      not provide Excentis access to any personally identifiable information,
      whether of Customer or its customers. All data provided to Excentis is
      presumed to be non-production data.

 * NOTICES
    o All notices shall be in writing and given by personal delivery, certified
      mail, return receipt requested, or by commercial overnight courier for
      next business day delivery, to the addresses first listed above. Notices
      to Excentis shall be sent to the attention of the Chief Executive Officer;
      notices to Customer shall be sent to the address set forth in the
      applicable Order. Notice shall be deemed given three (3) business day
      after mailing, or the next business day after delivery to such overnight
      courier (unless the return receipt or the courier's records evidence a
      later delivery).

 * EXPORT CONTROLS
    o 12.1 No Software or underlying information or technology may be downloaded
      or otherwise exported or re-exported (i) into (or to a national or
      resident of) Cuba, Iraq, Libya, Sudan, North Korea, Iran, Syria or any
      other country to which the U.S. has embargoed goods; or (ii) to anyone on
      the U.S. Treasury Department's list of Specially Designated Nationals or
      the U.S. Commerce Department's Table of Denial Orders. Customer represents
      and warrants that it is not located in, under the control of, or a
      national or resident of any such country or on any such list. 12.2 In
      addition, if the licensed Software isidentified as a not-for-export
      product, then, unless Customer has an exemption from the United States
      Department of State, the following applies: EXCEPT FOR EXPORT TO CANADA
      FOR USE IN CANADA BY CANADIAN CITIZENS, THE SOFTWARE AND ANY UNDERLYING
      TECHNOLOGY MAY NOT BE EXPORTED OUTSIDE THE UNITED STATES OR TO ANY FOREIGN
      ENTITY OR "FOREIGN PERSON" AS DEFINED BY U.S. GOVERNMENT REGULATIONS,
      INCLUDING WITHOUT LIMITATION, ANYONE WHO IS NOT A CITIZEN, NATIONAL OR
      LAWFUL PERMANENT RESIDENT OF THE UNITED STATES. BY DOWNLOADING OR USING
      THE SOFTWARE, YOU ARE AGREEING TO THE FOREGOING AND YOU ARE WARRANTING
      THAT YOU ARE NOT A "FOREIGN PERSON" OR UNDER THE CONTROL OF A "FOREIGN
      PERSON."

 * U.S. GOVERNMENT END USERS
    o The Software and associated documentation are "commercial computer
      software" and "commercial computer software documentation," and, as such,
      the rights of U.S. Government End Users with respect to the Software and
      documentation are as set forth in this License Agreement, in accordance
      with FAR 12.212 or DFARS 227.7202-1, as applicable.

 * MISCELLANEOUS
    o These Terms shall be governed by and construed in accordance with law of
      the Kingdom of Belgium without regard to conflicts of laws provisions
      thereof and without regard to the United Nations Convention on Contracts
      for the International Sale of Goods. The parties consent to the exclusive
      jurisdiction and venue for actions related to the subject matter hereof
      in the courts located in Ghent, Belgium. The parties agree that process
      may be served in the manner provided herein for giving of notices or
      otherwise as allowed by Belgian law.

    o If any provision of these Terms is held to be invalid or unenforceable,
      the parties shall substitute for the affected provision a valid or
      enforceable provision which approximates the intent and economic effect
      of the affected provision. The failure or delay by any party to enforce
      any of these Terms shall not be deemed a waiver of such term. These Terms
      shall be binding upon and inure to the benefit of the parties, their
      successors and permitted assigns. Customer may not assign this Agreement
      without the express written consent of Excentis; Excentis may assign this
      Agreement to any purchaser of all or a substantial portion of the
      business to which this Agreement relates.

    o In addition to those provisions which specifically provide for survival
      beyond expiration or termination, all provisions, if any, regarding
      payment, warranty, liability and limits thereon, and confidentiality
      and/or protection of proprietary rights and trade secrets shall survive
      indefinitely or until the expiration of any time period specified
      elsewhere in these Terms with respect to the provision in question.

    o Customer is responsible for payment of all shipping, insurance, taxes,
      tariffs, customs duties, or any other charges resulting from or imposed
      upon these Terms, except taxes based on Excentis' net income. Customer
      agrees that each payment under this Agreement shall be free of all
      withholdings or deductions of taxes imposed by any jurisdiction of any
      nature whatsoever, and if any such withholding or deduction is required,
      Customer shall pay an additional amount such that, after the deduction of
      all amounts required to be withheld or deducted, the net amount of
      Product and Service fees or such other payment actually received by
      Excentis will equal (on an after-tax basis) the amount of Product and
      Service fees or any such other amount that would be due absent of such
      withholding. Excentis agrees to provide as soon as possible all necessary
      documentation according to applicable legislation, in order to ensure
      that any withholding tax will be avoided or sufficiently lowered in
      accordance with foreign tax treaties. To the extent caused by fire,
      flood, natural disasters, acts of war or terror, electrical power or
      telecommunications service delay, outages or disruption, governmental
      action or other forcemajeure, no delay, failure or default in performance
      of any obligation by either party, excepting all obligations to make
      payments under these Terms, shall constitute a breach of these Terms.

 * OTHER TERMS
    o Other specific terms and conditions may be included in these Terms if
      included as an "Appendix" hereto.


Should you have any questions concerning this Agreement, write to Excentis nv,
Gildestraat 8, 9000 Ghent, Belgium


Trademark information

  ByteBlower is a registered trademark of Excentis nv.

  All other trademarks or registered trademarks are the property of their
  respective holders.
