THIS PRODUCT CONTAINS CERTAIN COMPUTER PROGRAMS AND OTHER           
PROPRIETARY MATERIAL, THE USE OF WHICH IS SUBJECT TO THE TERMS AND  
CONDITIONS OF GEO INTERACTIVE PUBLISHING INC.'S END USER SOFTWARE   
LICENSE AGREEMENT.  OPENING THE SEALED PACKAGE, PRESSING THE "ACCEPT
ALL" KEY ENABLING ACCESS TO THE SOFTWARE OR LOADING THE SOFTWARE    
ONTO YOUR COMPUTER CONSTITUTES YOUR ASSENT TO AND ACCEPTANCE OF THIS
END USER SOFTWARE LICENSE AGREEMENT.  IF YOU DO NOT AGREE WITH ALL  
THE TERMS, YOU MUST RETURN THIS PRODUCT (WITH THE PACKAGE STILL     
SEALED), ALL MANUALS AND DOCUMENTATION, AND PROOF OF PAYMENT, TO THE
 PLACE YOU OBTAINED THEM FOR A FULL REFUND WITHIN 30 DAYS OF FIRST  
ACQUIRING THIS PRODUCT.  IF YOU HAVE ORDERED THIS PRODUCT,          
ACCEPTANCE IS EXPRESSLY CONDITIONAL ON YOUR ASSENT TO THESE TERMS TO
THE EXCLUSION OF ALL OTHER TERMS; IF THESE TERMS ARE CONSIDERED AN  
OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.

	Emblaze.WebCharger
	END USER SOFTWARE LICENSE AGREEMENT
	TERMS AND CONDITIONS

This is an agreement between you (Licensee) and GEO Interactive     
Publishing, Inc. (hereinafter "GEO"), under license from GEO        
Interactive Media Group Ltd.

                        SOFTWARE LICENSE

OWNERSHIP.  The enclosed software ("Software"), any accompanying    
printed materials and all copies of the Software and printed        
materials, are owned by GEO Interactive Media Group, Ltd. and its   
licensors and are protected by copyright, trademark and trade secret
laws and international treaty provisions. This Software is licensed 
and not sold. 

GRANT OF LICENSE.  This agreement permits the use of one copy of the
Software, which is licensed as a single product, in accordance with 
the accompanying documentation.  The Software is "in use" on a      
single computer when it is loaded into the temporary memory (i.e.,  
RAM) or installed into the permanent memory (e.g., hard disk or     
other storage device) of that computer.  

LICENSE RESTRICTIONS.  You may not make any unauthorized copies of  
the Software, except that you may either make one copy of the       
Software solely for backup or archival purposes or transfer the     
Software to a single hard disk provided you keep the original solely
for backup or archival purposes.  You may not permit other          
individuals to use the software except under the terms listed above.
You may not modify, rent, lease, sub-license or use the Software for
 service bureau purposes, but you may transfer your rights under    
this Agreement on a permanent basis provided you transfer the       
license granted by this Agreement, the Software and all associated  
printed materials, retain no copies, and the recipient agrees to the
terms of this Agreement.  You may not reverse engineer, decompile or
disassemble the Software, except to the extent expressly permitted  
by applicable law.

NOTICES.  You must not remove any product identification, copyright 
or other notices from the Software, and must reproduce and include  
the copyright notice and any other notices that appear on the       
original Software ("Notices") on any copies and on any products     
created using the Software and any media therefor.  All right, title
, interest to and ownership of the Software, any copies or portions 
contained in any products created using the Software, and all       
intellectual property rights related thereto are and at all times   
shall remain in GEO Interactive Media Group Ltd.  and its licensors 
The names "GEO Interactive" and "EMBLAZE WEBCHARGER" (with or       
without GEO's logo design) and GEO's logo ("Marks") are owned by GEO
Interactive Media Group Ltd.  The use of the Software pursuant to   
this Agreement does not confer any right to you to use the Marks    
except to reproduce the Notices as required by this Agreement and in
such a manner that shall avoid any confusion with regard to the     
ownership of the Marks and the Software.

USE OF SOFTWARE:  RESPONSIBILITIES.  In connection with your use and
creation of products using the Software on the Internet (e.g. as    
part of a Web site or Home Page):  (i) you shall place the Marks, in
a visible, prominent and clear manner in every Web site in or for   
which the Software is used. GEO requests that you place a hyper-link
to GEO's Web site at <http://www.emblaze.com> (or then current      
successor address), including a link from any "Hot Links" or "Cool  
Links" page within any of such Home Pages under the title of        
"Technology" or in another appropriate place; and (ii) you agree to 
send an e-mail message to GEO at <EMBLAZE_SITES@geo.co.il> (or then 
current successor address), stating your name or company name, Web  
site address, a description of your Web site or Home Page and its   
function and your method of using the Software.  If the Software or 
products created using the Software are used by you other than on   
the Internet, such use must clearly contain the Notices and Marks   
required above and include GEO's Web site URL.

UPGRADES, SUPPORT.  From time to time GEO may release new versions  
of the Software which contain improvements.  If you purchase an     
upgrade, unless such upgrade is provided pursuant to a separate     
written agreement with GEO, this agreement will be extended to      
include both the original version of the Software and the new       
version.

Support for the Software will be provided in accordance with GEO's  
then current support terms and policies, which may require a        
separate written support agreement and payment of additional fees.

TERM.  This agreement will remain in effect unless it is terminated 
due to a breach of its terms.  Upon termination you will cease all  
use of the Software and destroy, or return to GEO, all printed      
materials and copies of the Software.

LIMITED WARRANTY.  GEO warrants that the Software will perform      
substantially in accordance with the accompanying printed materials 
for a period of thirty (30) days from the date of receipt.  This    
warranty covers only problems reported to GEO during the warranty   
period.

CUSTOMER REMEDIES.  GEO'S AND GEO INTERACTIVE MEDIA GROUP LTD.'S AND
THEIR LICENSORS' AND SUPPLIERS' ENTIRE LIABILITY AND YOUR EXCLUSIVE 
REMEDY UNDER ANY WARRANTY OR LEGAL THEORY SHALL BE LIMITED TO       
REPLACEMENT OF THE SOFTWARE OR RETURN OF THE PRICE PAID.

NO OTHER WARRANTIES.  GEO AND GEO INTERACTIVE MEDIA GROUP LTD.      
DISCLAIM ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING,
BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS  
FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT, WITH RESPECT TO THE    
SOFTWARE AND THE ACCOMPANYING PRINTED MATERIALS.  EXCEPT FOR THE    
FOREGOING, THE SOFTWARE IS PROVIDED "AS IS."

LIMITATION OF LIABILITY.  IN NO EVENT SHALL GEO OR GEO INTERACTIVE  
MEDIA GROUP LTD. OR THEIR LICENSORS OR SUPPLIERS BE LIABLE UNDER ANY
 CONTRACT, NEGLIGENCE, STRICT LIABILITY OR THEORY FOR ANY INDIRECT  
OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF    
PROFITS, BUSINESS INTERRUPTION, LOSS OR INACCURACY OF INFORMATION), 
ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF 
GEO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  IN NO     
EVENT WILL GEO'S OR GEO INTERACTIVE MEDIA GROUP LTD.'S  LIABILITY   
EXCEED THE AMOUNT PAID BY YOU FOR THE SOFTWARE.  Because some       
jurisdictions do not allow the exclusion or limitation of liability 
of consequential or incidental damages, the above limitation may not
apply to you.

MISCELLANEOUS.  This agreement is the complete and exclusive        
statement of the mutual understanding of the parties and supersedes 
any other agreement relating to the Software.  This agreement shall 
be construed pursuant to the laws of the State of Israel without    
regard to the conflict of laws provisions thereof and without regard
to the United Nations Convention on Contracts for the International 
Sale of Goods.  To the extent that EC law is applicable, the        
restriction on reverse engineering is limited to prohibit such      
activity to the maximum extent without violating the EC Directive on
the legal protection of computer programs.

Licensee shall comply with all applicable export laws and           
restrictions and regulations of the U.S. Department of Commerce or  
other United States or foreign agency or authority, and not to      
export, or allow the export or reexport of the SOFTWARE, or any     
direct product thereof, in violation of any such restrictions, laws 
or regulations.

Copyright (c) 1997 GEO Interactive Media Group, Ltd. Portions (c)   
1990-1995 Asymetrix Corporation. All Rights Reserved.  If Licensee  
is a unit or agency of the government, or acquiring the Software    
with government funds, the software and documentation are provided  
subject to GEO's standard commercial license; provided, however,    
that any contracts with non-defense agencies subject to the FAR, the
 Government shall have the rights set forth in subparagraph (c) of  
FAR 52.227-19, "Commercial Computer Software-Restricted Rights," as 
applicable.