SOFTWARE LICENSE AGREEMENT

PLEASE REVIEW THE FOLLOWING TERMS AND CONDITIONS
CAREFULLY BEFORE STARTING THE PROGRAM. 
BY STARTING THE PROGRAM, YOU INDICATE YOUR
ACCEPTANCE OF SUCH TERMS AND CONDITIONS.  IN THE EVENT
THAT YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS,
YOU SHOULD NOT START THE PROGRAM.

Pursuant to this Agreement, you are licensed to:(a) use Internet Coach:
Internet Coach 3.0 Lite (the "Software") on a single computer that is not a
network server (b) make one copy of the Software for archival purposes.  


YOU MAY NOT USE, COPY, MODIFY, OR TRANSFER THE
SOFTWARE OR ANY COPY, IN WHOLE OR IN PART, EXCEPT AS
PROVIDED IN THIS AGREEMENT.  IF YOU TRANSFER POSSESSION
OF ANY COPY, MODIFICATION, OR MERGED PORTION OF THE
SOFTWARE TO ANOTHER PARTY, THIS LICENSE IS
AUTOMATICALLY TERMINATED.

TERM

This Software is licensed, not sold to you.  APTE retains all ownership
rights in the Software. The license is effective until terminated.  You may
terminate it at any time by destroying the Software together with all
copies.  It will also terminate upon conditions set forth elsewhere in this
Agreement or if you fail to comply with any term or condition of this
Agreement.  You agree upon such termination to destroy the Software
together with any copies.


DISCLAIMER OF WARRANTIES

NO  WARRANTIES, EITHER EXPRESS OR IMPLIED, ARE MADE WITH
RESPECT TO THIS SOFTWARE, INCLUDING BUT NOT LIMITED TO
THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS
FOR A PARTICULAR PURPOSE, AND APTE EXPRESSLY DISCLAIMS
ALL WARRANTIES NOT STATED HEREIN.  YOU ASSUME THE
ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE
SOFTWARE.  SHOULD THE SOFTWARE PROVE DEFECTIVE, YOU-
AND NOT APTE - ASSUME THE ENTIRE COST OF NECESSARY
SERVICING, REPAIR, OR CORRECTION.  SOME STATES DO NOT
ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE
EXCLUSION MAY NOT APPLY TO YOU.  THIS WARRANTY GIVES
YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER
RIGHTS WHICH VARY FROM STATE TO STATE.  

APTE does not warrant that the functions contained in the Software will
meet your requirements or that the operation of the Software is
compatible with all hardware and software and will be uninterrupted and
error-free.  You assume responsibility for the selection of the hardware
and software to achieve your intended results; and for the installation, use
and results obtained from this Software.

IN NO EVENT WILL APTE BE LIABLE TO YOU OR ANY OTHER
PERSON FOR ANY DAMAGES, INCLUDING ANY INCIDENTAL OR
CONSEQUENTIAL DAMAGES, EXPENSES, LOST PROFITS, LOST
SAVINGS, OR OTHER DAMAGES ARISING OUT OF USE OF OR
INABILITY TO USE THIS SOFTWARE.

SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF
INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR CONSUMER
PRODUCTS, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY
NOT APPLY TO YOU.


GENERAL

You may not sublicense, assign, or transfer this license or the Software. 
Any attempt to otherwise sublicense, assign, or transfer any of the rights,
duties, or obligations hereunder is null and void and will automatically
terminate this license..

If you have any questions concerning this Agreement, including warranty
service, you should contact APTE, Inc., 1840 Oak Avenue, Evanston,
Illinois 60201-3686.

This Agreement will be governed by the laws of the State of Illinois.  

YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT,
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.