



                           USER LICENSE AGREEMENT FOR
                              THE X APPEAL SOFTWARE
                                BY XTREME S.A.S.


    Read  the following clauses  of the license  agreement before installing
    this program  product. By installing it  you unconditionally accept this
    agreement.  If  you refuse  to  accept the  license  conditions,  do not
    proceed further with the installation.

    1. OWNERSHIP
       The program, including  the supporting documentation, is the property
       and  constitutes a  trade  secret of  Xtreme. The  customer  does not
       acquire any title  or ownership in the program other than the license
       rights granted by this agreement.

    2. SECURITY
       The program is delivered to the customer on a confidential basis; the
       customer is responsible for taking all the necessary actions to avoid
       unauthorized diffusion of  the program to third parties. The customer
       can make copies only for backup purposes.
       The  customer is not  authorized in any  case to  modify the program,
       reverse engineer it or remove any trademark, copyright notice, serial
       number or customer name from it.

    3. LICENSE
       The customer has the right to use a binary copy of the program on the
       licensed number  of machines. The concurrent use of  the program on a
       greater number of machines is not allowed and constitutes a violation
       of the license agreement.

    4. DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY
       Xtreme grants no warranties with respect to the licensed program, and
       all  implied warranties,  including  merchantability and  fitness for
       purpose,  are  excluded.  IN NO  EVENT  SHALL  XTREME  BE  LIABLE FOR
       SPECIAL, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES RESULTING FROM
       LOSS  OF USE, DATA OR  PROFITS, ARISING OUT OF  OR IN CONNECTION WITH
       THE  USE OR  PERFORMANCE OF THIS  SOFTWARE, EVEN  IF XTREME  HAS BEEN
       ADVISED OF THE  POSSIBILITY OF SUCH DAMAGES; THE MAXIMUM LIABILITY OF
       XTREME SHALL  BE LIMITED TO REFUND TO THE  CUSTOMER THE PRICE PAID BY
       THE CUSTOMER FOR THE PROGRAM.

    5. TRANSFER OF THE AGREEMENT
       The  license  granted  by this  agreement  cannot  be  transferred or
       sublicensed  by the  customer to  any third  party without  the prior
       written permission of Xtreme.

    6. TERM AND TERMINATION
       The  license will  automatically terminate if  the customer  fails to
       comply  with any term  or condition  of this  agreement. The customer
       agrees upon such  termination to destroy the licensed program and all
       materials delivered therewith,  along with any backup or other copies
       in his possession.

    7. ENTIRE AGREEMENT
       YOU ACKNOWLEDGE  THAT YOU HAVE READ THIS  AGREEMENT AND UNDERSTAND IT
       AND AGREE TO  BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE
       THAT  IT IS  THE COMPLETE  AND EXCLUSIVE  STATEMENT OF  THE AGREEMENT
       BETWEEN US WHICH  SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR
       WRITTEN,  AND ANY  OTHER COMMUNICATIONS  BETWEEN  US RELATING  TO THE
       SUBJECT MATTER OF THIS AGREEMENT.