                     WordUp Graphics Toolkit 4.5

                LIMITED USE SOFTWARE LICENSE AGREEMENT

        This Limited Use Software License Agreement (the
"Agreement") is a legal agreement between you, the end-user, and
Egerter Software.  By continuing the installation of this product, by
loading or running the product, or by placing or copying
the product onto your computer hard drive, you are agreeing to
be bound by the terms of this Agreement. 

EGERTER SOFTWARE LICENSE

        1.      Grant of License.  Egerter Software grants to you
the limited right to use the WordUp Graphics Toolkit
(the "Software"), which is the shareware version of the Software.
You are not receiving any ownership or proprietary right, title or
interest in or to the Software or the copyright or other rights
related thereto. For purposes of this section, "use" means loading
the Software into RAM, as well as installation on a hard disk or
other storage device.  You agree that you will not utilize the
Software in violation of any applicable law.

        2.      Prohibited Commercial Use.  Under no circumstances
shall you, the end-user, be permitted, allowed or authorized to
commercially exploit the Software.  Neither you nor anyone at your
direction shall do any of the following acts: 

        a.      Rent the Software;

        b.      Sell the Software;

        c.      Lease or lend the Software;

3.      Additional Prohibited Uses:  You shall not make the
following uses or take the following action in regard to the
Software: 

        a.      Translate the Software;

        b.      Reproduce the Software;

        4.      Electronic Distribution is Permitted:  So long as
this Agreement accompanies the Software at all times,
Egerter Software grants to Providers the limited right to
distribute, free of charge, except normal access fees, and by
electronic means only, the Software; provided, however, the
Software must be so electronically distributed only in a
compressed format.  The term "Providers," as used in the
foregoing sentence, shall mean persons whose business it is to
provide services on the Internet, on commercial online networks,
or on the BBS.  Anyone who receives the Software from a Provider
shall be limited to all the terms and conditions of this Agreement. 

        5.      Copyright.  The Software is owned by
Egerter Software and is protected by Canadian copyright laws and
international treaty provisions. You must treat the Software like
any other copyrighted material, as required by 17. U.S.C., 101 et
seq. and other applicable law.  You agree to use your best efforts
to see that any user of the Software licensed hereunder complies
with this Agreement. 

        6.      NO WARRANTIES.  EGERTER SOFTWARE DISCLAIMS ALL
WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED
TO, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE WITH RESPECT TO THE SOFTWARE AND THE
ACCOMPANYING WRITTEN MATERIALS, IF ANY.  EGERTER SOFTWARE DOES NOT
WARRANT THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED,
ERROR FREE OR MEET YOUR SPECIFIC REQUIREMENTS. ADDITIONAL STATEMENTS
SUCH AS PRESENTATIONS, WHETHER ORAL OR WRITTEN, DO NOT CONSTITUTE
WARRANTIES BY EGERTER SOFTWARE AND SHOULD NOT BE RELIED UPON. 

        7.      Venue and Exclusive Remedies.  This Agreement shall
be construed in accordance with and governed by the laws of the
Province of Ontario.  Copyright and other proprietary matters will be
governed by Canadian laws and international treaties.  IN ANY
CASE, NEITHER EGERTER SOFTWARE NOR EGERTER SOFTWARE'S OFFICERS, EMPLOYEES,
DIRECTORS, AGENTS, LICENSEES, SUBLICENSEES, SUCCESSORS OR ASSIGNS SHALL
BE LIABLE FOR LOSS OF DATA, LOSS OF PROFITS, LOST SAVINGS, SPECIAL,
INCIDENTAL, CONSEQUENTIAL, INDIRECT OR OTHER SIMILAR DAMAGES ARISING FROM
BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, OR OTHER LEGAL
THEORY EVEN IF EGERTER SOFTWARE OR ITS AGENT HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY.  Some
jurisdictions do not allow the exclusion or limitation of
incidental or consequential damages, so the above limitation or
exclusion may not apply to you. 

        8.      General Provisions.  Neither this Agreement nor any
part or portion hereof shall be assigned or sublicensed, except as
described herein.  Should any provision of this Agreement be held
to be void, invalid, unenforceable or illegal by a court, the
validity and enforceability of the other provisions shall not be
affected thereby.  If any provision is determined to be
unenforceable, you agree to a modification of such provision to
provide for enforcement of the provision's intent, to the extent
permitted by applicable law.  Failure of a party to enforce any
provision of this Agreement shall not constitute or be construed as
a waiver of such provision or of the right to enforce such
provision.  If you fail to comply with any terms of this Agreement,
YOUR LICENSE IS AUTOMATICALLY TERMINATED. 

        YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, YOU
UNDERSTAND THIS AGREEMENT, AND UNDERSTAND THAT BY CONTINUING THE
INSTALLATION OF THE SOFTWARE, BY LOADING OR RUNNING THE SOFTWARE,
OR BY PLACING OR COPYING THE SOFTWARE ONTO YOUR COMPUTER HARD
DRIVE, YOU AGREE TO BE BOUND BY THIS AGREEMENT'S TERMS AND
CONDITIONS.  YOU FURTHER AGREE THAT, EXCEPT FOR WRITTEN SEPARATE
AGREEMENTS BETWEEN EGERTER SOFTWARE AND YOU, THIS AGREEMENT IS A
COMPLETE AND EXCLUSIVE STATEMENT OF THE RIGHTS AND LIABILITIES OF
THE PARTIES.  THIS AGREEMENT SUPERSEDES ALL PRIOR ORAL AGREEMENTS,
PROPOSALS OR UNDERSTANDINGS, AND ANY OTHER COMMUNICATIONS BETWEEN
EGERTER SOFTWARE AND YOU RELATING TO THE SUBJECT MATTER OF THIS
AGREEMENT.


