NOVOR ACADEMIC END USER LICENSE AGREEMENT

The  software  and related  documentation  that you  are  about to  access  (the 
"Software") is  offered by  Rapid Novor  Inc., an  Ontario Corporation,  to  you 
(either  as an  individual  or  on behalf  of  the entity you represent,  if you 
are authorized to  act on its  behalf) for use  in accordance with the terms and 
conditions below.

By downloading, installing, activating or using the Software, you represent that
you have read, understand and  agree to be bound by the terms and  conditions of
this agreement (this "License"). If you do not accept these terms and conditions
then you are not granted a license and are not authorized to download,  install,
activate, access or use any of the Software.

1.  License.   Subject  to   the  terms   and  conditions   of  this  Agreement, 
Rapid Novor Inc  grants  to  you  (Licensee) a limited, non-exclusive, personal, 
non-sublicensable, non-transferable and indivisible license to install,  execute 
and use   any number  of copies  of Novor  software on  any number of computers, 
provided that: 

(a) THE SOFTWARE IS BEING USED IN UNIVERSITIES  OR ACADEMIC RESEARCH INSTITUTES,

    AND

(b) THE ACTIVITIES DO NOT INCLUDE ANY USE IN  OR FOR ANY COMMERCIAL UNDERTAKING.

If your  intention is to  evaluate  the Software for commercial use,  DO NOT USE
THIS LICENSE. Please contact Rapid Novor Inc to obtain an Evaluation License.

2. Ownership. The Software is a   proprietary product of Rapid Novor Inc  and is 
protected  by copyright   laws  and   international   copyright   treaties,   as 
well   as  other intellectual property laws and treaties. Rapid Novor Inc  shall 
at  all times  own all   right, title  and interest  in and   to the   Software, 
including all  intellectual property rights  therein.  You shall not remove  any 
copyright  notice  or  other   proprietary  or  restrictive  notice  or   legend 
contained or included  in the Software  and  you shall reproduce  and copy   all 
such  information on  all copies   made hereunder, including such copies  as may 
be necessary for archival or backup purposes. 

3. Restrictions.  Licensee may  not use,  reproduce, transmit,  modify, adapt or 
translate the  Software, in  whole or  in part,  to others,  except as otherwise 
permitted  by  this Agreement.  Licensee  may not  reverse  engineer, decompile, 
disassemble, or create derivative works based on the Software.  Licensee may not 
use the Software  in any manner  whatsoever with the  result that access  to the 
Software may be obtained through the Internet including, without limitation, any 
web  page. Licensee  may not  rent, lease,  license, transfer,  assign, sell  or 
otherwise provide access to the Software, in whole or in part, on a temporary or 
permanent basis, except as otherwise permitted by this Agreement.  Licensee  may 
not alter, remove or cover proprietary  notices in or on the Licensed  Software, 
or storage media or use the Licensed Software in any unlawful manner whatsoever.

4. Limitation of Warranty. THE LICENSED  SOFTWARE IS PROVIDED AS IS WITHOUT  ANY 
WARRANTIES OR CONDITIONS OF ANY KIND, INCLUDING BUT NOT LIMITED TO WARRANTIES OR 
CONDITIONS OF  MERCHANTABILITY OR  FITNESS FOR  A PARTICULAR  PURPOSE.  LICENSEE 
ASSUMES  THE ENTIRE  RISK AS  TO THE  RESULTS AND  PERFORMANCE OF  THE  LICENSED 
SOFTWARE.

5. Limitation of Liability. IN NO EVENT WILL LICENSOR OR ITS SUPPLIERS BE LIABLE 
TO  LICENSEE FOR  ANY INDIRECT,  INCIDENTAL, SPECIAL,  OR CONSEQUENTIAL  DAMAGES 
WHATSOEVER, EVEN  IF THE  LICENSOR OR  ITS SUPPLIERS  HAVE BEEN  ADVISED OF  THE 
POSSIBILITY OF SUCH  DAMAGE OR CLAIM,  OR IT IS  FORESEEABLE. LICENSOR'S MAXIMUM 
AGGREGATE LIABILITY TO LICENSEE SHALL NOT EXCEED THE AMOUNT PAID BY LICENSEE FOR 
THE SOFTWARE. THE  LIMITATIONS OF THIS  SECTION SHALL APPLY  WHETHER OR NOT  THE 
ALLEGED BREACH OR DEFAULT IS A BREACH OF A FUNDAMENTAL CONDITION OR TERM.

6. Termination.  This Agreement  is effective  until terminated.  This Agreement 
will  terminate  immediately without  notice  if you  fail  to comply  with  any 
provision of this  Agreement. Upon termination,  you must destroy  all copies of 
the Software. Provisions  2,5,6,7 and 9  shall survive any  termination of  this
Agreement.

7. Export  Controls. The  Software is  subject at  all times  to all  applicable 
export control laws  and regulations in  force from time  to time. You  agree to 
comply strictly with all such laws and regulations and acknowledge that you have 
the responsibility  to obtain  all necessary  licenses to  export, re-export  or 
import as may be required.

8. Maintenance  and Support.  Rapid Novor  Inc will   provide limited  technical
support via email.  Further support may  be purchased on  a per incident  basis. 
Please contact suppor@rapidnovor.com for detail.

9.  Governing  Law.  This  Agreement shall  be  governed  by  and construed   in
accordance with the  laws in force  in the Province  of Ontario and  the laws of 
Canada applicable therein, without giving  effect to conflict of law  provisions 
and without  giving effect  to United  Nations Convention  on contracts  for the 
International Sale of Goods.