LICENSE AGREEMENT

VSS Inc. ("LICENSOR") IS WILLING TO LICENSE THE ENCLOSED SOFTWARE TO YOU 
ONLY IF YOU ACCEPT ALL OF THE TERMS IN THIS LICENSE AGREEMENT. 
PLEASE READ THE TERMS CAREFULLY BEFORE YOU INSTALL THE SOFTWARE. 
BY INSTALLING OR OTHERWISE USING THE SOFTWARE, 
YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT.  

Ownership of the Software

1.  The enclosed Licensor software program, VSS Video Codec
("Software") and the accompanying written materials are owned by 
Licensor and are protected by United States copyright laws, by 
laws of other nations, and by international treaties.

Grant of Evaluation License

2.  Subject to the terms of this license agreement, you may use 
Software for evaluation purposes without charge ("Evaluation Period"). 
The Evaluation Period commences when you first install Software, 
and expires sixty (60) days later.
Use of Software after the Evaluation Period has expired requires 
payment of a license fee to Vanguard Software Solutions, Inc. 
For more information about payment methods, please refer to the website 
of Vanguard Software Solutions, Inc. (http://www.vsofts.com)
Use of Software after the Evaluation Period has expired is in 
violation of this license agreement, and U.S. and international 
copyright laws.

Restrictions on Use and Transfer

3.  You may not copy the Software, except that (1) you may make one copy of 
the Software solely for backup or archival purposes, and (2) you may
transfer the Software to a single hard disk provided you keep the original 
solely for backup or archival purposes. You may not copy the written materials.

4.  You may permanently transfer the Software and accompanying 
written materials (including the most recent update and all prior versions) 
if you retain no copies and the transferee agrees to be bound by the terms of 
this Agreement. Such a transfer terminates your license. You may not rent or 
lease the Software or otherwise transfer or assign the right to use the Software, 
except as stated in this paragraph.

5.  You may not reverse engineer, decompile, or disassemble the Software.

Limited Warranty

6.  Licensor warrants that the Software will perform substantially in accordance 
with the accompanying written materials for a period of 90 days from the date of your 
receipt of the Software. Any implied warranties on the Software are limited to 90 days. 
Some states do not allow limitations on duration of an implied warranty, so the 
above limitation may not apply to you.

7.  LICENSOR DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, 
INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, 
FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT, 
WITH RESPECT TO THE SOFTWARE AND THE ACCOMPANYING WRITTEN MATERIALS. 
This limited warranty gives you specific legal rights. 
You may have others, which vary from state to state.

8.  LICENSOR'S ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY SHALL BE, 
AT LICENSOR'S CHOICE, EITHER (A) RETURN OF THE PRICE PAID OR (B) REPLACEMENT 
OF THE SOFTWARE THAT DOES NOT MEET LICENSOR'S LIMITED WARRANTY AND 
WHICH IS RETURNED TO LICENSOR WITH A COPY OF YOUR RECEIPT.  
Any replacement Software will be warranted for the remainder of the original 
warranty period or 30 days, whichever is longer. These remedies are not 
available outside the United States of America.

9.  This Limited Warranty is void if failure of the Software has resulted from 
modification, accident, abuse, or misapplication.

10.  IN NO EVENT WILL LICENSOR BE LIABLE TO YOU FOR DAMAGES, INCLUDING ANY 
LOSS OF PROFITS, LOST SAVINGS, OR OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES 
ARISING OUT OF YOUR USE OR INABILITY TO USE THE SOFTWARE.  
 Because some states do not allow the exclusion or limitation of liability for 
consequential or incidental damages, the above limitation may not apply to you.

11.  This Agreement is governed by the laws of the State of California.

12.  U.S. Government Restricted Rights. The Software and documentation are 
provided with Restricted Rights. Use, duplication, or disclosure by the Government 
is subject to restrictions set forth in subparagraph (c)(1) of The Rights in Technical 
Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs 
(c)(1)(ii) and (2) of Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as applicable.
