DISTRIBUTION AGREEMENT

PKWARE, Inc.

9025 N. Deerwood Drive
Brown Deer, WI 53223
VC (414) 354-8699 - BBS (414) 354-8670
FAX (414) 354-8559

This agreement entered into, by and between PKWARE, Inc., a
Wisconsin corporation, located at 9025 N. Deerwood Drive,
Brown Deer, Wisconsin 53223	(hereinafter referred to as "LICENSOR"), and
THEODORE FATTALEH, A CALIFORNIA INDIVIDUAL
1834 S BENTLEY AVENUE #202
WEST LOS ANGELES	CA	90025
(hereinafter referred to as "LICENSEE").

This contract allows LICENSEE to distribute the program(s)
developed by LICENSOR referred to as PKUNZIP V. 2.04G
(For MS-DOS) with software developed by LICENSEE. This perpetual license
of the above referred to software by LICENSOR to LICENSEE is NON-EXCLUSIVE
AND NON-TRANSFERABLE. LICENSEE shall pay LICENSOR a one time fee of
$126.00	in exchange for said license. This is a license for UNLIMITED
distribution for use with:
LICENSEEIS MINUTEMAN SOFTWARE PACKAGE.

The LICENSOR warrants that it is the sole owner of the software and has full power and authority to grant the license herein without the consent of any other party.

PKWARE hereby disclaims all warranties relating to this software, whether express or implied, including without limitation any impli~edwarkanties of merchantability or fitness for any particular purpose. PKWARE will not be liable for any special, incidental, consequential, indirect or similar damages due to loss of data or any other reason, even if PKWARE or an agent of PKWARE has been advised of the possibility of such damages. In no event shall PKWARE's liability for any damages ever exceed the price paid for the license to use the software, regardless of the form of the claim. The person using the software bears all risk as to the quality and performance of the software.

This agreement shall be construed and enforced in accordance with the laws of the STATE OF WISCONSIN. Any action or proceeding brought by either party against the other arising out of or related to the agreement shall be brought only in a STATE or FEDERAL COURT of competent jurisdiction located in Milwaukee county, Wisconsin. The parties hereby consent to in personam jurisdiction of said courts.

This a reement can	y b	dified by mutual written consent of both parties.


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HORIZED 	SIGNATURE

COMPANY: THEODORE FATTALEH

PRINT OR TYPE 	TITLE

DATE

G4 ~4~ (4.0 00

PATRICIASPANNRAFT,JCFFICE MANKGER, PKWARE, INC.	DATE

PAID IN FULL. THANK YOU. INVOICE NUMBER xxxxxx.

MAR 0 3 1998
