		LICENSE AGREEMENT AND LIMITED WARRANTY

    READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE YOU
    PROCEED.  THIS LEGAL DOCUMENT IS AN AGREEMENT BETWEEN YOU AND
    PRENTICE-HALL, INC.  (THE "COMPANY"). BY ACCESSING THE SOFTWARE, YOU
    ARE AGREEING TO BE BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO
    NOT AGREE WITH THESE TERMS AND CONDITIONS, DO NOT ACCESS TO SOFTWARE
    AND ALL ACCOMPANYING ITEMS.

    1. GRANT OF LICENSE:
    In consideration of your agreement to abide by the terms and
    conditions of this Agreement, the Company grants to you a
    nonexclusive right to use, display and modify the Software being
    transmitted to you (hereinafter "the Software") for educational and
    research purposes and to include such Software as part of another
    computer program (i) for use by you; or (ii) for use by third
    parties, provided that copies to those third parties are distributed
    for educational or research purposes free of direct or indirect
    charges. If you wish to otherwise use or distribute the Software,
    you must enter into a separate agreement with the Company. To do so,
    please contact the person designated below.

    This license shall continue in effect so long as you comply with the
    terms of this Agreement and will automatically terminate if you fail
    to comply. The Company is and shall remain the copyright owner of
    the Software and reserves all rights not expressly granted to you
    under this Agreement. All provisions of this Agreement as to
    warranties, limitation of liability, remedies or damages and
    ownership rights shall survive termination.

    2. MISCELLANEOUS: 
    This Agreement shall be construed in accordance with the laws of the
    United States of America and the State of New York and shall benefit
    the Company, its affiliates and assignees.

    3. LIMITED WARRANTY AND DISCLAIMER OF WARRANTY:
    Because this Software is being given to you without charge, the
    Company makes no warranties about the SOFTWARE, which is provided
    "AS-IS." THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED,
    INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF
    MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE COMPANY
    DOES NOT WARRANT, GUARANTEE OR MAKE ANY REPRESENTATION REGARDING THE
    USE OR THE RESULTS OF THE USE OF THE SOFTWARE.  IN NO EVENT SHALL
    THE COMPANY OR ITS EMPLOYEES, AGENTS, SUPPLIERS OR CONTRACTORS BE
    LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL
    DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE LICENSE GRANTED
    UNDER THIS AGREEMENT INCLUDING, WITHOUT LIMITATION, LOSS OF USE,
    LOSS OF DATA, LOSS OF INCOME OR PROFIT, OR OTHER LOSSES SUSTAINED AS
    A RESULT OF INJURY TO ANY PERSON, OR LOSS OF OR DAMAGE TO PROPERTY,
    OR CLAIMS OF THIRD PARTIES, EVEN IF THE COMPANY OR AN AUTHORIZED
    REPRESENTATIVE OF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF
    SUCH DAMAGES.

    SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF IMPLIED WARRANTIES
    OR LIABILITY FOR INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL
    DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT ALWAYS APPLY. YOU MAY HAVE
    RIGHTS WHICH VARY IN ACCORDANCE WITH LOCAL LAW.


			    ACKNOWLEDGMENT

    YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND
    AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU ALSO AGREE THAT
    THIS AGREEMENT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE
    AGREEMENT BETWEEN YOU AND THE COMPANY AND SUPERSEDES ALL PROPOSALS
    OR PRIOR AGREEMENTS, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS
    BETWEEN YOU AND THE COMPANY OR ANY REPRESENTATIVE OF THE COMPANY
    RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.

    Should you have any questions concerning this agreement or if you
    wish to contact the Company for any reason, please contact

    Alan Apt (alan_apt@prenhall.com)
    Prentice Hall
    2629 Redwing Rd.
    Suite #260
    Ft.Collins,CO 80526
