                    DEMO SOFTWARE VENDOR LICENSE AGREEMENT


THIS SOFTWARE IS NEITHER FREEWARE NOR IN THE PUBLIC DOMAIN.  The software
(also known as the product), along with its components and associated
materials, is owned and copyrighted by NIGHTINGALE SOFTWARE and is protected
by all applicable federal and international copyright laws.  NIGHTINGALE
SOFTWARE retains Ownership of this product.

The VENDOR is hereby granted by NIGHTINGALE SOFTWARE a non-exclusive, Limited
License to distribute the accompanying DEMO software, subject to the Terms and
Provisions and Limited Warranty of this License Agreement as stated below.

TERMS AND PROVISIONS

The VENDOR is defined as any Seller, BBS SysOp, Distributor, Computer Club,
User Group, or other person or company who distributes the software as part of
their normal function, with or without a fee.

The VENDOR may duplicate and distribute this product to others subject to the
following conditions:

       1.   The product is defined as composed of the files listed in
            the accompanying file PACKING.LST.  ALL SUCH FILES MUST BE
            DISTRIBUTED TOGETHER, COMPLETE AND UNALTERED.  This includes
            any and all documentation or other support files that may be
            included with the original package.

       2.   No product having modified or missing files may be knowingly
            distributed.

       3.   Small supplements such as batch files added by some
            distributors or tag files added to compressed files by some
            BBS SysOps are permitted provided such files do not
            interfere in any way with the normal functioning of the
            product, including but not limited to the installation
            procedure.

       4.   No commercial fee or contribution may be solicited for the
            product exclusive of a small fee, not to exceed US$5.00, may
            be charged to cover duplication and distribution costs.

       5.   Any listing of the product MUST clearly display both the
            name of the product as well as that of NIGHTINGALE SOFTWARE.

      6.    Any listing of the product or packaging (such as disk
            labels) MUST clearly indicate that it is a DEMO version.

       7.   The VENDOR agrees to list and distribute the latest version
            of the product in its next catalog or other compilation
            following the delivery of the updated version by NIGHTINGALE
            SOFTWARE.

       8.   The product may NOT be sold or otherwise included in any
            commercial package or offer without the prior written
            consent of NIGHTINGALE SOFTWARE.

       9.   The product may be included in CD-ROM or other collections
            of similar, non-commercial products provided all other
            provisions of this agreement are met.

      10.   The product may be distributed as part of a monthly
            subscription or other similar service provided all other
            provisions of this agreement are met.

      11.   The product may NOT be rented or leased.

      12.   The product should NEVER be listed as being FREEWARE or as
            being in the PUBLIC DOMAIN.

      13.   The product, or any part thereof, may not be distributed in
            any format other than that as originally supplied.  For
            example, documentation in a text file may not be printed and
            distributed in that alternate medium.

      14.   By distributing the product, the VENDOR accepts the TERMS
            and PROVISIONS of this DEMO SOFTWARE VENDOR LICENSE
            AGREEMENT

No attempt may be made to disassemble, decompile, or otherwise modify or gain
access to the source code of the program.  This software may not be
incorporated as part of a compilation, used to create a derivative work, or
otherwise duplicated for resale in any way.

DISCLAIMER AND LIMITED WARRANTY

NIGHTINGALE SOFTWARE PROVIDES THIS SOFTWARE IS PROVIDED "AS IS."  NO WARRANT
IS MADE THAT THE OPERATION OF THIS SOFTWARE WILL BE UNINTERRUPTED OR
ERROR-FREE.

NIGHTINGALE SOFTWARE SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESSED OR
IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY
AND/OR FITNESS FOR A PARTICULAR PURPOSE IN ALL JURISDICTIONS WHERE THESE
WARRANTIES MAY BE DISCLAIMED IN THE LICENSING OF INTELLECTUAL PROPERTY.

The entire and exclusive liability and remedy for breach of this Limited
Warranty shall be limited to replacement of defective diskette(s) or
accompanying material and shall not include or extend to any claim for or
right to recover any other damages arising out of the use or inability to use
the product, including but not limited to, loss of time, resources, profit,
data, or use of the software, or special, incidental, indirect, or
consequential damages or other similar claims, even if NIGHTINGALE SOFTWARE
has been specifically advised of the possibility of such damages.  In no event
will NIGHTINGALE SOFTWARE's liability for any damages to the END-USER or any
other person ever exceed the lower of suggested list price or actual price
paid for the License to use the software, regardless of any form of the claim.

Some states do not allow the exclusion of implied warranties; therefore, the
above exclusions may not apply.  This warranty provides specific legal rights. 
Other rights may also apply which vary from state to state.

This agreement shall be governed by the laws of the state of North Carolina 

NIGHTINGALE SOFTWARE
P. O. Box 1509
Pisgah Forest, NC  28768
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