NetBak License Agreement


Your first use of NetBak software constitutes your agreement to the
following provisions:

Definitions:  NetBak software ("the Software") is a computer program
licensed by D & D Software Inc. ("D & D") that provides a measure of
security to the process of performing an unattended backup of a
Novell Netware file server.  The Software is designed to operate on
IBM PC and compatible computers under the MS/PC-DOS operating system
version 3.0 or above when the computer is acting as a workstation to
a file server operating under Novell's 286 or 386 operating systems.

Shareware License:  A limited license at no charge is granted to use,
test and duplicate the enclosed version of the Software for no more
than 30 calendar days. Thereafter you must either pay the license fee
to continue to use the Software or cease all use of the Software.

License:  Upon payment of the license fee, D & D will grant a
non-exclusive license to use the Software by one natural person
regardless of whether the license is owned by the person or by a
business (the "licensee") for use with one file server or, in the
case of the multi-server version, for use on one internetwork with up
to eight servers attached.  Licensed copies of the Software may be
kept only on computers actually used by the licensee. No purported
transfer of the license shall be effective unless the person
transferring the license (the "transferor")  (a) notifies D & D in
writing of the name and address of the recipient of the license (the
"transferee"), and (b) transfers all copies of the Software to the
transferee, and (c) removes or destroys any other copies of the
Software in the possession or under the control of the transferor. 

Limited Warranty:  The Software is distributed and licensed on an "as
is" basis. For a period of ninety (90) days from the date that you
pay the license fee for the Software, you may return any disks and
documentation provided by D & D for replacement, should the media
prove defective.

Limitation of Remedies:  Should you encounter problems with the
Software, D & D's entire liability and your exclusive remedy shall
be, at the sole option of D & D, either (a) to terminate the license
and return any license fee that you paid D & D for the Software, or
(b) repair or replace the Software. 

Disclaimer of Warranties:  D & D make no claims as to the suitability
of the Software for any specific use. Except for the Limited Warranty
stated above, D & D disclaims any and all other warranties, express
or implied, oral or written, including any implied warranties of
merchantability or fitness for a particular purpose. The limited
warranty stated above gives you specific legal rights, but you may
have other rights, which vary from state to state. 

Limitation of Liability:  In no event shall D & D be liable for any
damages whatsoever arising out of the use of the Software, including
without limitation any direct, incidental or consequential damages or
any damages for loss of profits, business interruption, loss of

information or any pecuniary loss even if D & D has been advised of
the possibility of such damages. Some states do not allow exclusion
or limitation of liability for incidental or consequential damages,
therefore the above limitation may not apply to you.

General:  You may not rent, lease, sub-license or time-share the
Software or copies of the Software. In the event you breach this
Agreement, you shall be liable for all damages to D & D, and this
Agreement shall be terminated. If any provision of this Agreement
shall be deemed to be invalid, illegal, or unenforceable, the
validity, legality and enforceability of the remaining portions of
this Agreement shall not be affected or impaired thereby. This
Agreement shall be governed by the laws of the State of New York.