VIDEO MATERIALS LICENSE AGREEMENT



1. PURPOSE
The Video Materials License Agreement (the "Agreement") is made effective as of
the date of purchase of the license (the "Effective Date") by and between
CyberWeb Consulting ("Licensor") and the customer or end-user ("Licensee").

In consideration of the mutual promises contained in this Agreement, the parties
agree as follows:

2. GRANT OF LICENSE
Licensor hereby grants to Licensee a "site-wide"/"worldwide" non-exclusive
license to use, copy, and distribute internally Licensor's pre-recorded video
lectures (the "Video Materials") entitled: CyberWeb Consulting "Introduction
to Python" solely to train Licensee personnel.

Video Materials may be delivered in electronic (MPEG/MPG, AVI, MOV, etc.) or
digital media (DVD disc) format.  Video Materials and may only be used for
training purposes.  Any other use, broadcast, resale, reverse engineering,
duplication, sale of, or distribution, electronic, networked, or digital, is
strictly forbidden without prior written consent of Licensor unless superseded
by a new written Agreement.

For the purposes of "site-wide" licenses, a "site" is defined as the offices of
a legally recognized entity at a single, verifiable postal address.  For the
purposes of worldwide licenses, "worldwide" means only a restriction of being
a legally defined business entity.  Licensor reserves the right to determine
what defines "site" and "worldwide" on a case-by-case basis.  (Site-wide
licenses differ from "single copy" and "worldwide" licenses, in both governing
rules and license fees.)

Licensee acknowledges that Licensee's rights in and to Video Materials are
sole as set forth herein and do not include any rights of ownership in any of
the Video Materials.  Licensee agrees that the Licensor owns all right,
title, and interest, including but not limited to copyright, patent, trade
secret, and all other intellectual property rights, in and to the Video
Materials, and any changes, modifications, derivative works, or corrections
thereof.  Licensor reserves all rights not expressly granted to Licensee.

3. LICENSE FEE
In consideration of the license granted herein, Licensee shall pay to Licensor
a one-time lump sum payment of $2,500.00USD, unless this Agreement accompanies
an Educational Services Agreement, in which case the license fee shall be
reduced.  The reduction in the license fee determined by Licensor and is
applicable only within six (6) months of the purchase of the Video Materials
license.  The license fee is non-refundable.

4. LIMITED WARRANTY
By purchasing the Video Materials, you also accept and agree to these warranty
terms:  the Video Materials are distributed without warranty.  Neither the
authors, presenters, video contractors, directors, actors, publishers,
producers, nor Licensor make any representation, or warranty, express or
implied, with respect to the Video Materials, their quality, merchantability,
accuracy, or fitness for a specific or particular purpose.

Therefore, neither the authors, presenters, video contractors, directors,
actors, publishers, producers, nor Licensor shall have any liability to you or
any other person or entity with respect to any liability, loss, or damage caused
or alleged to have been caused directly or indirectly by the content contained
on the media or in the Video Materials.  This includes, but is not limited to,
interruption of service, loss of data, damage to or loss of hardware, software
corruption, loss of or from potential, current or future and prospective
clients, loss of consulting or anticipatory fees or revenues, or any other
consequential damages from the use of these Video Materials.

5. GENERAL
The terms of this Agreement shall be for two (2) years from the Effective Date
of this Agreement (the "Term").

The terms of this Agreement may only be modified by a written agreement duly
signed by both parties hereto.  Licensee may assign this Agreement to successor
only with prior written consent from Licensor in an acquisition, merger, or
other similar corporate transaction.  This Agreement shall be governed,
construed, and interpreted in accordance with the laws of the State of
California, USA, regardless of its choice of law principles.

This Agreement constitutes the entire agreement between such parties pertaining
to the subject matter hereof and merges all prior negotiations and drafts of the
parties with regard to the transactions contemplated herein.

Any dispute between the parties arising out of or with respect to this Agreement
shall be brought in Superior Court for Santa Clara County, State of California,
USA, and the parties hereby submit to the jurisdiction of that court.

If any provision of this Agreement should be held to be invalid, illegal, void,
or unenforceable in whole or in part, the remaining provisions shall remain
enforceable to the maximum extent possible permitted by applicable law.

Licensee indicates their Agreement to these terms and conditions by submitting
monies to purchase the Video Materials license and taking possession of a copy
of the Video Materials.