RealAudio Player License Agreement

                    LICENSE AGREEMENT FOR THE REALAUDIO PLAYER

Use of the RealAudio Player is contingent on your (hereinafter
"Recipient") agreement to the following terms:

1. GRANT OF LICENSE.

Progressive Networks, (PN) grants to Recipient a limited,
non-exclusive, nontransferable, royalty-free license to use one copy
of the executable code of the Product software on a single CPU
residing on Recipient's premises. All other rights are reserved to PN.
Recipient shall not rent, lease, sell, sublicense, assign, or
otherwise transfer the Product, including any accompanying printed
materials. Recipient may not reverse engineer, decompile or
disassemble the Product except to the extent that this restriction is
expressly prohibited by applicable law. PN and its suppliers shall
retain title and all ownership rights to the Product.

2. PRODUCT MAINTENANCE.

PN is not obligated to provide maintenance or updates to Recipient for
the Product. However, any maintenance or updates provided by PN shall
be covered by this Agreement.

3. DISCLAIMER OF WARRANTY.

Product is deemed accepted by Recipient. The PRODUCT is provided AS IS
WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAW, PROGRESSIVE NETWORKS FURTHER DISCLAIMS ALL WARRANTIES,
INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
NONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE
OF THE PRODUCT AND DOCUMENTATION REMAINS WITH RECIPIENT. TO THE
MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL
PROGRESSIVE NETWORKS OR ITS SUPPLIERS BE LIABLE FOR ANY CONSEQUENTIAL,
INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES
WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF
BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION,
OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS AGREEMENT OR THE USE OF
OR INABILITY TO USE THE PRODUCT, EVEN IF PROGRESSIVE NETWORKS HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME
STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF
LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE
LIMITATION MAY NOT APPLY TO RECIPIENT.

4. U.S. GOVERNMENT RESTRICTED RIGHTS AND EXPORT RESTRICTIONS.

The Product is provided with RESTRICTED RIGHTS. Use, duplication, or
disclosure by the Government is subject to restrictions as set forth
in subparagraph (c)(1)(ii) of The Rights in Technical Data and
Computer Software clause of DFARS 252.227-7013 or subparagraphs (c)(i)
and (2) of the Commercial Computer Software-Restricted Rights at 48
CFR 52.227-19, as applicable. Manufacturer is Progressive Networks,
616 First Avenue, Suite 701, Seattle, Washington 98104-2258. Recipient
acknowledges that the Product licensed hereunder is subject to the
export control laws and regulations of the U.S.A., and any amendments
thereof. Recipient confirms that with respect to the Product, it will
not export or re-export it, directly or indirectly, either to (i) any
countries that are subject to U.S.A. export restrictions (currently
including, but not necessarily limited to, Cuba, the Federal Republic
of Yugoslavia (Serbia and Montenegro), Haiti, Iran, Iraq, Libya, North
Korea, South Africa (military and police entities), and Syria); (ii)
any end user who Recipient knows or has reason to know will utilize
them in the design, development or production of nuclear, chemical or
biological weapons; or (iii) any end user who has been prohibited from
participating in the U.S.A. transactions by any federal agency of the
U.S.A. government.  Recipient further acknowledges that the Product
may include technical data subject to export and re-export
restrictions imposed by U.S.A. law.

5. GOVERNING LAW; ATTORNEYS FEES.

This Agreement shall be governed by the laws of the State of
Washington and Recipient further consents to jurisdiction by the state
and federal courts sitting in the State of Washington. If either PN or
Recipient employs attorneys to enforce any rights arising out of or
relating to this Agreement, the prevailing party shall be entitled to
recover reasonable attorneys' fees.

6. ENTIRE AGREEMENT.

This Agreement constitutes the complete and exclusive agreement
between PN and Recipient with respect to the subject matter hereof,
and supersedes all prior oral or written understandings,
communications or agreements not specifically incorporated herein.
This Agreement may not be modified except in a writing duly signed by
an authorized representative of PN and Recipient.


Copyright 1995, 1996 Progressive Networks Inc.
http://www.realaudio.com
