BY CLICKING ON THE "ACCEPT" BUTTON OR OPENING THE
PACKAGE, YOU ARE CONSENTING TO BE BOUND BY THIS
AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF
THIS AGREEMENT, CLICK THE "DO NOT ACCEPT" BUTTON AND THE
INSTALLATION PROCESS WILL NOT CONTINUE OR RETURN THE
PRODUCT TO THE PLACE OF PURCHASE FOR A FULL REFUND.

LIVEPIX END USER LICENSE AGREEMENT
REDISTRIBUTION NOT PERMITTED

This Agreement has 3 parts.  Part I applies if you have
not purchased a license to the accompanying software (the
"Software").  Part II applies if you have purchased a
license to the Software.  Part III applies to all license
grants.  If you initially acquired a copy of the Software
without purchasing a license and you wish to purchase a
license, contact Live Picture, Inc. ("LivePicture") on the
Internet at http://www.livepix.com.

PART I -- TERMS APPLICABLE WHEN LICENSE FEES NOT (YET)
PAID (LIMITED TO EVALUATION, EDUCATIONAL AND NON-PROFIT
USE) GRANT.

Live Picture grants you a non-exclusive license to use
the Software free of charge if your use of the Software
is for the purpose of evaluating whether to purchase an
ongoing license to the Software.  The evaluation period
for use by or on behalf of a commercial entity is
limited to 60 days; evaluation use by others is not
subject to this 60 day limit.  If you are using the
Software free of charge, you are not entitled to
hard-copy documentation, support or telephone assistance. 
If you fit within the description above, you may use the
Software in the manner described in Part III below under
"Scope of Grant."

DISCLAIMER OF WARRANTY.

Free of charge Software is provided on an "AS IS" basis,
without warranty of any kind, including without
limitation the warranties of merchantability, fitness for
a particular purpose and non-infringement. The entire
risk as to the quality and performance of the Software is
borne by you.  Should the Software prove defective, you
and not Live Picture assume the entire cost of any
service and repair. In addition, the security mechanisms
implemented by LivePix software have inherent
limitations, and you must determine that the Software
sufficiently meets your requirements. This disclaimer of
warranty constitutes an essential part of the agreement.
SOME JURISDICTIONS DO NOT ALLOW EXCLUSIONS OF AN IMPLIED
WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO YOU AND
YOU MAY HAVE OTHER LEGAL RIGHTS THAT VARY BY
JURISDICTION.

PART II -- TERMS APPLICABLE WHEN LICENSE FEES PAID

GRANT. Subject to payment of applicable license fees,
Live Picture grants to you a non-exclusive license to use
the Software and accompanying documentation
("Documentation") in the manner described in Part III below
under "Scope of Grant."

LIMITED WARRANTY.

Live Picture warrants that for a period of ninety (90) days
from the date of acquisition, the Software, if operated
as directed, will substantially achieve the functionality
described in the Documentation. Live Picture does not
warrant, however, that your use of the Software will be
uninterrupted or that the operation of the Software will
be error-free or secure. In addition, the security
mechanisms implemented by LivePix software have inherent
limitations, and you must determine that the Software
sufficiently meets your requirements.  Live Picture also
warrants that the medium containing the Software, if
provided by Live Picture, is free from defects in material
and workmanship and will so remain for ninety (90) days
from the date you acquired the Software. Live Picture's
sole liability for any breach of this warranty shall be, in
Live Picture's sole discretion: (i) to replace your
defective medium; or (ii) to advise you how to achieve
substantially the same functionality with the Software as
described in the Documentation through a procedure different
from that set forth in the Documentation; or (iii) if the
above remedies are impracticable, to refund the license fee
you paid for the Software. Repaired, corrected, or replaced
Software and Documentation shall be covered by this
limited warranty for the period remaining under the
warranty that covered the original Software, or if
longer, for thirty (30) days after the date (a) of
shipment to you of the repaired or replaced Software, or
(b) Live Picture advised you how to operate the Software so
as to achieve the functionality described in the
Documentation. Only if you inform Live Picture of your
problem with the Software during the applicable warranty
period and provide evidence of the date you purchased a
license to the Software will Live Picture be obligated to
honor this warranty. Live Picture will use reasonable
commercial efforts to repair, replace, advise or, for
individual consumers, refund pursuant to the foregoing
warranty within 30 days of being so notified.

THIS IS A LIMITED WARRANTY AND IT IS THE ONLY WARRANTY
MADE BY LIVE PICTURE. LIVE PICTURE MAKES NO OTHER
EXPRESSED OR IMPLIED WARRANTY AND NO WARRANTY OF
NONINFRINGEMENT OF THIRD PARTIES' RIGHTS, INCLUDING
WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND
OF FITNESS FOR A PARTICULAR PURPOSE. IF SUCH DISCLAIMER
IS NOT PERMITTED BY LAW, THE DURATION OF ANY SUCH
IMPLIED WARRANTIES IS LIMITED TO 60 DAYS FROM THE DATE
OF DELIVERY.

SOME JURIDICTIONS 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 SUCH LIMITATION
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.
NO LIVE PICTURE DEALER, AGENT, OR EMPLOYEE IS AUTHORIZED
TO MAKE ANY MODIFICATIONS, EXTENSIONS, OR ADDITIONS TO
THIS WARRANTY.

If any modifications are made to the Software by you
during the warranty period; if the media is subjected to
accident, abuse, or improper use; or if you violate the
terms of this Agreement, then this warranty shall
immediately be terminated. This warranty shall not apply
if the Software is used on or in conjunction with hardware
or software other than the unmodified version of hardware
and software with which the software was designed to be
used as described in the Documentation.  THIS WARRANTY
GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER
LEGAL RIGHTS THAT VARY BY JURISDICTION.

PART III -- TERMS APPLICABLE TO ALL LICENSE GRANTS

SCOPE OF GRANT.

You may:
  * use the Software on any single computer;
  * use the Software on a network, provided that each
    person accessing the Software through the network
    must have a copy licensed to that person;
  * use the Software on a second computer so long as only
    one copy is used at a time;
  * copy the Software for archival purposes, provided any
    copy must contain all of the original Software's
    proprietary notices; or


You may not:
  * permit other individuals to use the Software except
    under the terms listed above;
  * permit concurrent use of the Software;
  * modify, translate, reverse engineer, decompile,
    disassemble (except to the extent applicable laws
    specifically prohibit such restriction), or create
    derivative works based on the Software;
  * copy the Software other than as specified above;
  * rent, lease, grant a security interest in, or
    otherwise transfer rights to the Software; or
  * remove any proprietary notices or labels on the
    Software.

TITLE.

Title, ownership rights, and intellectual property rights
in the Software shall remain in Live Picture and/or its
suppliers. The Software is protected by the copyright
laws and treaties.  Title and related rights in the
content accessed through the Software is the property of
the applicable content owner and may be protected by
applicable law. This License gives you no rights to such
content.

TERMINATION.

The license will terminate automatically if you fail to
comply with the limitations described herein.  On
termination, you must destroy all copies of the Software
and Documentation.

EXPORT CONTROLS.

None of the Software or underlying information or
technology may be downloaded or otherwise exported or
reexported (i) into (or to a national or resident of)
Cuba, Iraq, Libya, Yugoslavia, North Korea, Iran, Syria
or any other country to which the U.S. has embargoed
goods; or (ii) to anyone on the U.S. Treasury
Department's list of Specially Designated Nationals or
the U.S. Commerce Department's Table of Denial Orders. By
downloading or using the Software, you are agreeing to
the foregoing and you are representing and warranting
that you are not located in, under the control of, or a
national or resident of any such country or on any such
list.

In addition, if the licensed Software is identified as a
not-for-export product (for example, on the box, media or
in the installation process), then the following applies:
EXCEPT FOR EXPORT TO CANADA FOR USE IN CANADA BY
CANADIAN CITIZENS, THE SOFTWARE AND ANY UNDERLYING
TECHNOLOGY MAY NOT BE EXPORTED OUTSIDE THE UNITED
STATES OR TO ANY FOREIGN ENTITY OR "FOREIGN PERSON"
AS DEFINED BY U.S. GOVERNMENT REGULATIONS, INCLUDING
WITHOUT LIMITATION, ANYONE WHO IS NOT A CITIZEN,
NATIONAL OR LAWFUL PERMANENT RESIDENT OF THE UNITED
STATES.  BY DOWNLOADING OR USING THE SOFTWARE, YOU
ARE AGREEING TO THE FOREGOING AND YOU ARE WARRANTING
THAT YOU ARE NOT A "FOREIGN PERSON" OR UNDER THE
CONTROL OF A FOREIGN PERSON.

LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES AND UNDER
NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL
LIVE PICTURE OR ITS SUPPLIERS OR RESELLERS BE LIABLE TO
YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL,
INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER
INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF
GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR
MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES
OR LOSSES. IN NO EVENT WILL LIVE PICTURE BE LIABLE FOR ANY
DAMAGES IN EXCESS OF THE AMOUNT LIVE PICTURE RECEIVED
FROM YOU FOR A LICENSE TO THE SOFTWARE, EVEN IF
LIVE PICTURE SHALL HAVE BEEN INFORMED OF THE POSSIBILITY
OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY.
THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO
LIABILITY FOR DEATH OR PERSONAL INJURY TO THE EXTENT
APPLICABLE LAW PROHIBITS SUCH LIMITATION. FURTHERMORE,
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR
LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES,
SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU.

HIGH RISK ACTIVITIES.

The Software is not fault-tolerant and is not designed,
manufactured or intended for use or resale as on-line
control equipment in hazardous environments requiring
fail-safe performance, such as in the operation of
nuclear facilities, aircraft navigation or communication
systems, air traffic control, direct life support
machines, or weapons systems, in which the failure of the
Software could lead directly to death, personal injury,
or severe physical or environmental damage ("High Risk
Activities").  Live Picture and its suppliers
specifically disclaim any express or implied warranty of
fitness for High Risk Activities.

MISCELLANEOUS.

If the copy of the Software you received was accompanied
by a printed or other form of "hard-copy" End User
License Agreement whose terms vary from this Agreement,
then the hard-copy End User License Agreement governs
your use of the Software.  This Agreement represents the
complete agreement concerning this license and may
amended only by a writing executed by both parties. THE
ACCEPTANCE OF ANY PURCHASE ORDER PLACED BY YOU IS
EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO THE TERMS
SET FORTH HEREIN, AND NOT THOSE IN YOUR PURCHASE ORDER.
If any provision of this Agreement is held to be
unenforceable, such provision shall be reformed only to
the extent necessary to make it enforceable.  This
Agreement shall be governed by California law (except for
conflict of law provisions). The application the United
Nations Convention of Contracts for the International
Sale of Goods is expressly excluded.

U.S. GOVERNMENT RESTRICTED RIGHTS.  Use, duplication or
disclosure by the Government is subject to restrictions
set forth in subparagraphs (a) through (d) of the
Commercial Computer-Restricted Rights clause at FAR
52.227-19 when applicable, or in subparagraph (c)(1)(ii)
of the Rights in Technical Data and Computer Software
clause at DFARS 252.227-7013, or at 252.211-7015, or to
Live Picture's standard commercial license, as applicable,
and in similar clauses in the NASA FAR Supplement.
Contractor/manufacturer is Live Picture, Inc., 
5617 Scotts Valley Drive, Suite 180
Scotts Valley, CA 95066