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       ³±±±  Tel-FX Terminal Licence Agreement ±±±±±±±±±±±±±±±±±±±±±±±±±³
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       This End User Licence Agreement is for TEL-FX TERMINAL also known 
       as FXTERM.  Please read this End User Licence Agreement carefully 
       and understand its' contents.

       TEL-FX TERMINAL  may be referred  to as  "FXterm" throughout  this 
       Licence Agreement  and the remainder  of  these  Documents.   This 
       licence agreement  covers  the distribution archive  compiled  and 
       distributed  by  Hamilton TeleGraphics Inc.   The  FXterm  archive 
       package  contains  terminal software,  accompanying documentation, 
       and  support  data.   FXterm  means  all  the  EXECUTABLE   files, 
       CONFIGURATION, DOCUMENTATION, SOURCE CODE EXAMPLES,  and any other 
       DATA  included in  digitally  encoded machine readable form  found 
       within the FXterm archive as distributed by Hamilton TeleGraphics 
       Inc..
       
       NOTICE TO  COMMERCIAL DISTRIBUTORS  AND PRODUCERS OF  CD ROMS: YOU 
       MUST READ THIS LICENCE AGREEMENT.  YOUR  RIGHTS  ARE  VERY CLEARLY 
       DEFINED UNDER THIS AGREEMENT.  FAILURE TO COMPLY WITH THIS LICENCE 
       AGREEMENT WILL BE DEALT WITH ACCORDINGLY.
       
       1. Scope of Use:  YOU MAY use FXterm  on your computer  system  or 
       local area network.
       
       2. Proprietary Rights and Obligations:   FXterm  is  the  valuable 
       property of Hamilton TeleGraphics Inc.   You agree not to  modify, 
       adapt, translate, reverse engineer, decompile, disassemble, create 
       derivative works based on FXterm or any part of it.  You agree not 
       to modify,  or  disassemble  the  FXterm  archive  distributed  by 
       Hamilton  TeleGraphics  Inc..      Trademarks  shall  be  used  in  
       accordance   with    accepted   trademark   practice,    including 
       identification of trademark owners name.
       
       3. Distribution of FXterm by private individuals: You agree not to 
       modify,  or disassemble the FXterm archive distributed by Hamilton 
       TeleGraphics Inc..  You may distribute the  FXterm archive  to any 
       other party  provided that there  is no exchange  of  currency  or 
       goods.  You may upload  the FXterm archive  to any BBS.  Any  such 
       copies shall contain the same proprietary notices  which appear in 
       or on FXterm. Trademarks shall be used in accordance with accepted 
       trademark practice,  including identification of  trademark owners
       name.
       
       4. Owners  and  operators of BBSs (bulletin  board  systems):  You 
       agree not to modify, or disassemble the FXterm archive distributed 
       by Hamilton TeleGraphics Inc..  If you own or  operate a  BBS this 
       licence agreement gives  you  permission  to  keep  a  copy of the 
       FXterm archive  by  Hamilton TeleGraphics Inc.  on  your  BBS  for 
       download purposes.  You may NOT surcharge users of your BBS,  over 
       and above your normal BBS rates  for a copy of the FXterm archive.  
       Any such copies shall contain  the same proprietary notices  which 
       appear in or on FXterm.   Trademarks shall be used  in  accordance 
       with  accepted  trademark practice,  including  identification  of
       trademark owners name.
       
       5. DISTRIBUTORS AND PRODUCERS OF CD ROMS: You agree not to modify, 
       or  disassemble  the   FXterm  archive  distributed   by  Hamilton
       TeleGraphics Inc..  You may  NOT distribute FXterm  or the  FXterm 
       archive   without  explicit  written   permission  from   Hamilton 
       TeleGraphics Inc..  You may NOT package, bundle, or include FXterm 
       with any other product, on any media, in any form.   We will grant 
       WRITTEN  permission  to  most  PRODUCERS OF CD ROMS   without  any 
       hassles. Our Fax number is 1-819-685-0994.  
        
       6. Right of Ownership:  Hamilton TeleGraphics Inc.  retains  title 
       and ownership  of  FXterm.  This Agreement does NOT grant  you any 
       rights to intellectual property rights in FXterm.  This  Agreement 
       does NOT grant you any rights to use of the trademarks.  FXterm is 
       protected by copyright laws and international treaty. 
       
       7. Limited Warranty:  FXterm is provided "as is"  without warranty 
       of any kind,  either  expressed  or  implied,  including  but  not 
       limited to the fitness for a particular purpose.   The entire risk 
       as to the quality and performance  of  FXterm is with you.  Should 
       the Software prove defective, you (not Hamilton TeleGraphics Inc.) 
       assume  the entire cost  of all necessary   servicing,  repair  or
       correction.   Hamilton TeleGraphics Inc.  does  not  warrant  that 
       Software will meet your requirements  or  that  the  operation  of 
       Software will be uninterrupted or error free.
       
       8. Limit of Liability: In NO event will Hamilton TeleGraphics Inc. 
       be liable  to YOU  for any  consequential  or  incidental damages, 
       including lost profits or lost savings,  or for any claim  by  any 
       party,  even if a representative of Hamilton TeleGraphics Inc. has 
       been advised of the possibility of such damages. 
       
       9. Term:  The  Licence  Agreement  is effective  until terminated.  
       Hamilton TeleGraphics Inc. has the right to terminate your licence 
       immediately if you fail to comply with the terms  of this  Licence 
       Agreement.  Hamilton TeleGraphics Inc.  retains the right to  stop 
       supporting FXterm, at any time without any notice.  
       
       10. Governing Law:  This Licence Agreement will be governed by the 
       Laws  of the  Province of Ontario,  Canada,  and you  specifically 
       attorn to the jurisdiction of the Ontario Courts,  in the Judicial 
       District of Ottawa Carleton for any proceedings relating  to  this 
       Licence Agreement.
       
       11. General:  If you have any questions concerning this agreement, 
       please contact Hamilton TeleGraphics Inc. Box 633, Aylmer, Quebec, 
       J9H 6L1,  Fax:1-819-685-0994