THOUGHT Inc. SimpleText SOURCE LICENSE AGREEMENT 


GRANT. THOUGHT Inc.("THOUGHT") grants a limited, non-exclusive license to
use one copy of the application development tool called THOUGHT Inc.'s
SimpleText for the purpose of developing applications for the JAVA 
environment. This copy of THOUGHT Inc. SimpleText must exist on a 
single terminal connected to a single computer (i.e., with a single CPU). 
You may only network THOUGHT Inc. SimpleText or otherwise use them for 
shared development if this use does not violate this agreement.

RESTRICTED USE. The Software is protected by the copyright laws of the United
States and international copyright treaties. You may not copy the Software, 
except for backup or archival purposes. Any such copy shall be subject to 
this Agreement and shall contain all of THOUGHT notices regarding proprietary 
rights as contained in the Software THOUGHT originally provided to you. This 
license does not grant you any right to any enhancement or update to the 
Software. Enhancements and updates, if available, may be obtained at 
THOUGHT's then current standard pricing, terms, and conditions. You may not 
lend, rent, lease or otherwise transfer the Software. 

OTHER RESTRICTIONS. You may not rent or lease THOUGHT Inc. SimpleText 
Software, but you may transfer the software and accompanying written materials 
if present on a permanent basis provided you retain no copies and the 
recipient agrees to the terms of this Agreement, and any transfer fees which 
may be due are paid in full as well. You may not reverse engineer, decompile, 
or disassemble this software. 

TITLE. Title, ownership rights, and intellectual property rights in the 
Software shall remain in THOUGHT and/or its suppliers. This Agreement does 
not include the right to sublicense the Software and may not be assigned 
(by operation of law or otherwise) without the prior written consent of 
THOUGHT, and only upon the full payment of any related fees of transfer by
the parties transferring the license. You agree not to attempt to decipher,
decompile or disassemble the Software or develop derivative works of the 
Software or knowingly allow others to do so, except to the extent applicable 
laws specifically prohibit such restriction. You may not modify or create 
derivative works of the Software. 

CONTENT. Title, ownership rights, and intellectual property rights in and 
to the content accessed through the Software is the property of the 
applicable content owner and may be protected by applicable copyright or 
other law. This License gives you no rights to such content. 

COPYRIGHT. THOUGHT Inc. SimpleText is owned by THOUGHT Inc. and the Coriolis 
Group is protected by United Sates copyright laws and international treaty 
provisions. You may make one copy of the software for backup purposes. 
You may not under any circumstances, copy the manual and other written 
materials that accompany this software. 

RUNTIME DISTRIBUTION LICENSE. THOUGHT Inc. grants you a royalty-free right 
to distribute copies of the JAVA classes included with this product for
use with applications you have developed using THOUGHT Inc. SimpleText
provided that the complete distribution is made available to clients.
These JAVA classes may not be distributed for any other purpose than to 
accompany software that you have developed using THOUGHT Inc. 
SimpleText. You may use THOUGHT Inc. SimpleText in your 
specific purpose application programs, in which case THOUGHT Inc. grants 
you permission under THOUGHT Inc.'s copyright to use, give away or sell 
such programs without additional license fees, as long as all copies of 
these programs bear a valid copyright notice and provided that your program
is not merely a set or subset of THOUGHT Inc. SimpleText or a 
compilation or development tool or library which includes all or a portion 
of THOUGHT Inc. SimpleText, or is otherwise a product that is 
generally competitive with or a substitute for THOUGHT Inc. SimpleText. 
This permission is granted solely for the purpose set forth above, and you 
are not authorized to use THOUGHT Inc. SimpleText in any other manor. 

LIMITED WARRANTY. THOUGHT Inc. warrants that the software herein will
perform substantially in accordance with the accompanying materials for a 
period of thirty days from the date of receipt. Any implied warranties on 
THOUGHT Inc. are limited to thirty days. Some states do not allow 
limitations on duration of an implied warranty, so the above limitation 
may not apply to you. 

LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, 
TORT, CONTRACT, OR OTHERWISE, SHALL THOUGHT 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 THOUGHT 
BE LIABLE FOR ANY DAMAGES IN EXCESS OF THOUGHT'S LIST PRICE FOR A LICENSE 
TO THE SOFTWARE, EVEN IF THOUGHT 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 STATES 
DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL 
DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU. 

TERMINATION. This is a legal agreement between you, the end user, and
THOUGHT Inc. with head offices at 2222 Leavenworth St. Suite 304, 
San Francisco, Ca 94133. If after reading this agreement, you do not 
agree with its terms , or if after use you are dissatisfied with 
THOUGHT Inc. SimpleText software, destroy the software, and 
notify THOUGHT Inc. in writing at the head office (or notify seller of 
the software if other than THOUGHT Inc.) within thirty days of purchase 
for a refund. IF YOU PURCHASE THE SOURCE THE SALE IS FINAL. 

MISCELLANEOUS. This Agreement represents the complete and exclusive
statement of the agreements concerning this license between the parties 
and supersedes all prior agreements and representations between them. 
It may be amended only by a writing executed by both parties. If any 
provision of this Agreement is held to be unenforceable for any reason, 
such provision shall be reformed only to the extent necessary to make it 
enforceable, and such decision shall not affect the enforceability (i)
of such provision under other circumstances or (ii) of the remaining 
provisions hereof under all circumstances. Headings shall not be 
considered in interpreting this Agreement. This Agreement shall be 
governed by and construed under California law as such law applies to 
agreements between California residents entered into and to be performed 
entirely within California, except as governed by Federal law. 

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, 
and in similar clauses in the NASA FAR Supplement. Contractor/manufacturer 
is THOUGHT Inc., 2222 Leavenworth Street Suite 304, San Francisco, Ca 94133. 


Accepted by:_________________________________ Date:_________________________

Title:______________________________________________________________________

Number of Licenses:_________________________________________________________

Company:____________________________________________________________________

Address:____________________________________________________________________

Contact Name:_______________________________________________________________

Phone/Fax:__________________________________________________________________

Email:______________________________________________________________________