                    LICENSE AGREEMENT

PLEASE FEEL FREE TO (i) UPLOAD THIS SOFTWARE TO ANY ELECTRONIC
BULLETIN BOARD, (ii) DEMONSTRATE THE SOFTWARE AND ITS
CAPABILITIES OR (iii) GIVE COPIES TO POTENTIAL USERS, SO THAT
OTHERS MAY HAVE THE OPPORTUNITY TO OBTAIN A COPY FOR USE IN
ACCORDANCE WITH THE LICENSE TERMS CONTAINED IN THIS FILE.  

BUSINESS/INSTITUTION/GOVERNMENT LICENSE.  If you are a business,
institution or government agency, the first of the three licenses
in this file pertains to you.  Forms to request information
regarding this site license are at the end of this file.
Registration forms are also located in the REGISTER.TXT file.

SHAREWARE DISTRIBUTION LICENSE.  If you are a shareware
distributor, the second of the three licenses in this file
pertains to you.

HOME USER LICENSE.  If you are an individual end user whose use
is not on behalf of a business, organization or government
agency, the third of the three licenses in this file pertains to
you. Registration forms are also located in the REGISTER.TXT file.

_______________________________________________________________

      TELESYS GMBH BUSINESS/INSTITUTION/GOVERNMENT LICENSE

        NOTICE TO USERS ("COMPANY"):  CAREFULLY READ THE FOLLOWING
LEGAL AGREEMENT. COMPANY'S USE OF THIS SOFTWARE IS CONDITIONED
UPON COMPLIANCE BY COMPANY WITH THE TERMS OF THIS AGREEMENT. THE
SOFTWARE MAY BE EVALUATED FOR 20 DAYS ON A ROYALTY FREE BASIS. 
CONTINUED USE AFTER EVALUATION IS CONDITIONED UPON PAYMENT BY
COMPANY OF THE NEGOTIATED LICENSE FEE SPECIFIED IN A CONFIRMATION
LETTER FROM TELESYS GMBH ("TELESYS").

        The Software may not be distributed by Company to any
outside corporation, organization or government agency.  This
license authorizes Company to use the number of copies described
in the confirmation letter from Telesys and for which Company has
paid Telesys the negotiated license fee.  If the confirmation
letter from Telesys indicates that Company's license is
"Corporate-Wide", this license will be deemed to cover copies
duplicated and distributed by Company for use on any additional
incremental machines purchased or leased by Company during the
Term, at no additional charge.  This license will remain in
effect for two years from the date of the confirmation letter
from Telesys authorizing such continued use or such other period
as is stated in the confirmation letter (the "Term").  If Company
does not obtain a confirmation letter and pay the applicable
license fee, this license expires at the end of the 20 day
evaluation period.  

I.      SINGLE POINT OF CONTACT.  Support for Software bug reports
and other product issues will be handled through a single point
of contact within the Company.  Company shall identify the
contact individual when placing its order with Telesys.
There will be no charge for support of the
Software from the Company's headquarters in Zurich when
channelled through such individual.  Support requests from other
organizational areas will be billed at normal hourly support rates.

II.     TROUBLESHOOTING SUPPORT.  Product Support by Telephone and
Fax is available at no additional charge.  On-site support for
system troubleshooting may be obtained from a Telesys Authorized
Agent, as available, at a negotiated hourly rate plus travel time
and expenses.

III.    EMPLOYEE HOME USE OPTION.  In the case where Company is
licensing more than 25 copies of the Software, Telesys will
license the Software for home use by employees if requested by
Company, in writing, within the first year of the license.  The
cost for this option is 20% of the standard site license fee for
that number of employees.

IV.     GENERAL TERMS.

        COPYRIGHT.  The Software is protected by Swiss
copyright laws and international treaty provisions.  Company
acknowledges that no title to the intellectual property in the
Software is transferred to Company.  Company further acknowledges
that full ownership rights to the Software will remain the
exclusive property of Telesys or its suppliers, and Company will
not acquire any rights to the Software except as expressly set
forth in this license.  Company agrees that any copies of the
Software made by Company will contain the same proprietary
notices which appear on and in the Software.

        REVERSE ENGINEERING.  Company agrees that it will not
attempt, and will use its best efforts to prevent its employees
from attempting to reverse compile, modify, translate or
disassemble the Software in whole or in part.

        LIMITED WARRANTY.  Telesys warrants that the Software will
perform substantially in accordance with the accompanying
documentation for a period of six (6) month from the date
Telesys receives payment.

        COMPANY REMEDIES.  If the Software does not conform to the
limited warranty above ("Limited Warranty"), Telesys's entire
liability and Company's sole and exclusive remedy shall be, at
Telesys's option, either to (a) correct the error, (b) help
Company work around or avoid the error or (c) authorize a refund,
so long as the Software is destroyed by Company.  The Limited
Warranty is void if failure of the Software has resulted from
accident, abuse, or misapplication.  Any replacement Software
will be warranted for the remainder of the original Limited
Warranty period.

        NO OTHER WARRANTIES.  TELESYS DOES NOT WARRANT THAT
THE SOFTWARE IS ERROR FREE, IDENTIFIES ALL PERFORMANCE BOTTLE-
NECKS OR MAY NOT OCCASIONALLY CAUSE SYSTEM HALT AT SPEED BARRIERS.
EXCEPT FOR THE EXPRESS LIMITED WARRANTY ABOVE, TELESYS DISCLAIMS ALL
OTHER WARRANTIES WITH RESPECT TO THE SOFTWARE, EITHER EXPRESS OR
IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT
OF THIRD PARTY RIGHTS.

        SEVERABILITY.  In the event of invalidity of any provision
of this license, the parties agree that such invalidity shall not
affect the validity of the remaining portions of this license.

        NO LIABILITY FOR CONSEQUENTIAL DAMAGES.  PERFORMANCE TESTS
AT SPEED BARRIERS CAN CAUSE CURRENTLY OPEN FILES TO GO LOST BECAUSE
OF A SYSTEM HALT. IN NO EVENT SHALL TELESYS OR ITS SUPPLIERS BE LIABLE
FOR CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES OF ANY KIND ARISING
OUT OF THE DELIVERY, PERFORMANCE OR USE OF THE SOFTWARE, EVEN IF
TELESYS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  IN NO
EVENT WILL TELESYS'S LIABILITY FOR ANY CLAIM, WHETHER IN CONTRACT,
TORT OR ANY OTHER THEORY OF LIABILITY, EXCEED THE LICENSE FEE PAID BY
COMPANY.

        GOVERNING LAW.  This Agreement will be governed by the laws
of Zurich as they are applied to agreements to be entered into and
to be performed entirely within Switzerland.  The United Nations
Convention on Contracts for the International Sale of Goods is 
specifically disclaimed.

        ENTIRE AGREEMENT.  This Agreement together with any Telesys
confirmation letter constitute the entire agreement between
Company and Telesys which supersedes any prior agreement,
including any prior license from Telesys, or understanding,
whether written or oral, relating to the subject matter of this
Agreement.  The terms and conditions of this Agreement shall
apply to all orders submitted to Telesys and shall supersede any
different or additional terms on purchase orders from Company.

        Should you have any questions concerning this license
agreement, or if you desire to contact Telesys for any reason,
please call +41 1 888-1818, fax +41 1 888-1814, or write to:
Telesys GmbH, Obere Wangenstrasse 16, CH-8306 Bruettisellen,
Switzerland.

_________________________________________________________________

        TELESYS GMBH SHAREWARE DISTRIBUTION LICENSE

        NOTICE TO SHAREWARE DISTRIBUTORS ("DISTRIBUTOR"):  CAREFULLY
READ THE FOLLOWING LEGAL AGREEMENT.  DISTRIBUTOR'S RIGHT TO
DISTRIBUTE THIS SOFTWARE IS CONDITIONED UPON COMPLIANCE BY
DISTRIBUTOR WITH THE TERMS OF THIS AGREEMENT.  

        1.       LICENSE GRANT.  Telesys GmbH ("Telesys") grants to
Distributor a nonexclusive, worldwide right to distribute the
object code version of the Software as shareware.  This license
to distribute the Software is conditioned upon Distributor's
compliance with the terms of this Agreement.  Distributor will
not copy the Software except as necessary to use it in accordance
with this license, and Distributor is granted no right to modify
or sublicense the Software.  All files of this Software must be
distributed bundled together, with the Software .EXE files bundled
with the original text files as listed in the PACKING.LST file.
All Software distribution must be via diskettes (which are either
write-protected or notchless) or electronic transmission (in which
case the original archive file from Telesys must be used).
Distributor is prohibited from installing copies of the Software
on hard drives and distributing such hard drives.

        2.       NO SUBLICENSE FEE.  Shareware Distributors may not
charge their customers for the Software other than a nominal fee for
the diskette and must make clear on the diskette package and diskette
label that the Software on the diskette is for evaluation purposes
only, and that its use beyond 20 days requires a valid license or
registration through Telesys GmbH. Shareware Distributors agree not to
offer any service or subscription that includes updates of Telesys
Software.  Such access to, or provision of, Telesys Software updates is
a benefit of properly licensing the Software through Telesys GmbH.
All registration and licensing opportunities shall be referred to 
Telesys GmbH.

        3.       COPYRIGHT.  The Software is protected by United States
copyright laws and international treaty provisions.  Distributor
acknowledges that no title to the intellectual property in the
Software is transferred to Distributor.  Distributor further
acknowledges that full ownership rights to the Software will
remain the exclusive property of Telesys or its suppliers, and
Distributor will not acquire any rights to the Software except as
expressly set forth in this license.  Distributor agrees that any
copies of the Software made by Distributor will contain the same
proprietary notices which appear on and in the Software.

        4.       REVERSE ENGINEERING.  Distributor agrees that it will
not attempt, and will use its best efforts to prevent its
employees from attempting to reverse compile, modify, translate
or disassemble the Software in whole or in part.

        5.       LIMITED END USER WARRANTY.  Telesys warrants the
Software TO END USERS ONLY pursuant to the terms and conditions
of the end user license and no warranty is extended to
Distributor.  In the event the Software does not conform to the
limited warranty described in the end user license, Telesys will
provide the end user with a solution in accordance with the terms
of the end user license.  Distributor agrees to provide Telesys
with reasonable assistance in providing warranty assistance to
end users.

        6.       NO OTHER WARRANTIES.  TELESYS DOES NOT WARRANT THAT
THE SOFTWARE IS ERROR FREE, IDENTIFIES ALL PERFORMANCE BOTTLE-
NECKS OR MAY NOT OCCASIONALLY CAUSE SYSTEM HALT AT SPEED BARRIERS.
EXCEPT FOR THE EXPRESS LIMITED WARRANTY ABOVE, TELESYS DISCLAIMS ALL
OTHER WARRANTIES WITH RESPECT TO THE SOFTWARE, EITHER EXPRESS OR
IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT
OF THIRD PARTY RIGHTS.

        7.       SEVERABILITY.  In the event of invalidity of any
provision of this license, the parties agree that such invalidity
shall not affect the validity of the remaining portions of this
license.

        8.       NO LIABILITY FOR CONSEQUENTIAL DAMAGES.  IN NO EVENT
SHALL TELESYS OR ITS SUPPLIERS BE LIABLE FOR CONSEQUENTIAL,
INCIDENTAL OR INDIRECT DAMAGES OF ANY KIND ARISING OUT OF THE
DELIVERY, PERFORMANCE OR USE OF THE SOFTWARE, EVEN IF TELESYS HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
        
        9.       GOVERNING LAW.  This Agreement will be governed by the
laws of the State Zurich as they are applied to agreements
to be entered into and to be performed entirely within Switzerland.
The United Nations Convention on Contracts for the International Sale
of Goods is specifically disclaimed.

        10.      ENTIRE AGREEMENT.  This Agreement constitutes the
entire agreement between Distributor and Telesys which supersedes
any prior agreement, including any prior license from Telesys, or
understanding, whether written or oral, relating to the subject
matter of this Agreement.  

        
        Should you have any questions concerning this license
agreement, or if you desire to contact Telesys for any reason,
please call +41 1 888-1818, fax +41 1 888-1814, or write to:
Telesys GmbH, Obere Wangenstrasse 16, CH-8306 Bruettisellen,
Switzerland.


_________________________________________________________________

                       TELESYS GMBH
                     HOME USER LICENSE

NOTICE TO HOME USER:  CAREFULLY READ THE FOLLOWING LEGAL
AGREEMENT.  YOU MUST PROMPTLY REGISTER YOUR USE OF THE SOFTWARE
PROVIDED WITH THIS AGREEMENT (THE "SOFTWARE") BY COMPLETING AND
FORWARDING TO TELESYS GMBH ("TELESYS") THE REGISTER.TXT FILE
CONTAINED IN THE SOFTWARE.

     1.     LICENSE GRANT.  If you are a home user, Telesys grants
to you, as an individual, a non-exclusive right to use one copy
of the object code version of the SOFTWARE associated with this
license for your personal use.  This license to use
the SOFTWARE is conditioned upon your compliance with the terms
of this Agreement.  You are entitled to evaluate the software on
a royalty free basis for 20 days.  Use after the 20 day
evaluation period is further conditioned upon payment of the
license fee specified in this REGISTER.TXT file.  This license is
effective for one year from the date of your first use or receipt
of the REGISTER.TXT file by Telesys, whichever first occurs.  You
agree you will only copy the SOFTWARE as necessary to use it in
accordance with this license.

     2.     COPYRIGHT.  The SOFTWARE is protected by Swiss
copyright law and international treaty provisions.  You
acknowledge that no title to the intellectual property in the
SOFTWARE is transferred to you.  You further acknowledge that
title and full ownership rights to the SOFTWARE will remain the
exclusive property of Telesys or its suppliers, and you will not
acquire any rights to the SOFTWARE except as expressly set forth
in this license.  You agree that any copies of the SOFTWARE will
contain the same proprietary notices which appear on and in the
SOFTWARE.

     3.     REVERSE ENGINEERING.  You agree that you will not
attempt to reverse compile, modify, translate, or disassemble the
SOFTWARE in whole or in part.

     4.     LIMITED WARRANTY.  Telesys warrants that the SOFTWARE
will perform substantially in accordance with the accompanying
written materials for a period of six (6) month from the date
of purchase.  Any implied warranties relating to the SOFTWARE are
limited to 6 month.

     5.     CUSTOMER REMEDIES.  If the SOFTWARE does not conform
to the limited warranty in Section 4 above ("Limited Warranty"),
Telesys's entire liability and your sole and exclusive remedy
shall be, at Telesys's option, either to (a) correct the error or
(b) help you work around or avoid the error.  The Limited
Warranty is void if failure of the SOFTWARE has resulted from
accident, abuse, or misapplication.  Any replacement SOFTWARE
will be warranted for the remainder of the original Limited
Warranty period.

     6.     NO OTHER WARRANTIES.  TELESYS DOES NOT WARRANT THAT THE
SOFTWARE IS ERROR FREE.  EXCEPT FOR THE EXPRESS LIMITED WARRANTY
IN SECTION 4 ("LIMITED WARRANTY"), TELESYS DISCLAIMS ALL OTHER
WARRANTIES WITH RESPECT TO THE SOFTWARE, EITHER EXPRESS OR
IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
NONINFRINGEMENT OF THIRD PARTY RIGHTS.  SOME JURISDICTIONS DO NOT
ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON HOW
LONG AN IMPLIED WARRANTY MAY LAST, OR THE EXCLUSION OR LIMITATION
OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS
OR EXCLUSIONS MAY NOT APPLY TO YOU.  THIS WARRANTY GIVES YOU
SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH
VARY FROM JURISDICTION TO JURISDICTION.

     7.     SEVERABILITY.  In the event of invalidity of any
provision of this license, the parties agree that such invalidity
shall not affect the validity of the remaining portions of this
license.

     8.     NO LIABILITY FOR CONSEQUENTIAL DAMAGES.  IN NO EVENT
SHALL TELESYS OR ITS SUPPLIERS BE LIABLE TO YOU FOR ANY
CONSEQUENTIAL, SPECIAL, INCIDENTAL OR INDIRECT DAMAGES OF ANY
KIND ARISING OUT OF THE DELIVERY, PERFORMANCE OR USE OF THE
SOFTWARE, EVEN IF TELESYS HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES.  IN NO EVENT WILL TELESYS'S LIABILITY FOR ANY CLAIM,
WHETHER IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY,
EXCEED THE LICENSE FEE PAID BY YOU, IF ANY.

     9.     GOVERNING LAW.  This license will be governed by the
laws of the Zurich Switzerland as they are applied to agreements
between Zurich residents entered into and to be performed
entirely within Zurich.  The United Nations Convention on
Contracts for the International Sale of Goods is specifically
disclaimed.

     10.    ENTIRE AGREEMENT.  This is the entire agreement between
you and Telesys which supersedes any prior agreement or
understanding, whether written or oral, relating to the subject
matter of this license.

        Should you have any questions concerning this license
agreement, or if you desire to contact Telesys for any reason,
please call +41 1 888-1818, fax +41 1 888-1814, or write to:
Telesys GmbH, Obere Wangenstrasse 16, CH-8306 Bruettisellen,
Switzerland.

_________________________________________________________________


BUSINESS/INSTITUTION/GOVERNMENT REQUEST FOR INFORMATION FORM


Please mail ____________ or FAX _____________ license information.


We need site licence information and we have approximately

__________ potential users.  


We plan to use the Software in the following manner:

_______________________________________________________________

_______________________________________________________________

_______________________________________________________________


Send information to:

Name:_______________________________  Dept:____________________

Company:_______________________________________________________

Address:_______________________________________________________

_______________________________________________________________

City/State/Province:___________________________________________

Country/Postal Code:___________________________________________

Telephone:____________________   Fax:__________________________


Send request form to:            For questions and orders call:

Telesys GmbH                     Phone:  +41 1 888-1818
Obere Wangenstrasse 16           Fax:    +41 1 888-1814
CH-8306 Bruettisellen            E-Mail: postmaster@telesys.ch
SWITZERLAND

