                ANTHISTLE SYSTEMS & PROGRAMMING LTD.
                         563 Patricia Drive,
                         Oakville, Ontario,
                           CANADA L6K 1M4

 Telephone 416-845-7959 (Area Code will change to 905 Oct.4th. 1993)

                                                   3rd. April, 1991


                    REGISTRATION FOR PAYROLL USA
                    ============================

      PAYROLL USA is a super payroll program - user friendly, menu 
driven, pop up windows, on line edits, and it comes with built in 
interfaces to Lotus 123 and Symphony, other programs which can read 
.DIF files, also programs which can read dBASE III / dBASE IV .DBF 
files, so that you can easily use those popular programs to create 
your own additional custom reports, do further analysis etc. The 
PAYROLL USA system is complete in itself, handles large or small (1 
employee and up) payrolls, does all calculations, prints Pay Checks 
(Regular Pin Feed or Laser) or Pay Slips (with an option to transfer
pay directly into employee bank accounts). Prints Check Register, 
Payroll Register, Lists of Employees who had a particular pay or 
deduction item (example list for your health insurance carrier of 
who paid what premiums), etc. It also provides a printed Summary 
Journal Entry which can be rekeyed into any accounting system or 
even used with manual accounting. The Registered User Version 
includes Quarterly Government Reports and Year End W-2 Printing 
(W-2's can be edited before printing). PAYROLL USA requires a 
computer with at least 512K of memory and a hard disk installed. 

     If you are not a Registered User then you have the time limited 
trial version with the 1991 Federal Taxes. These Taxes are OK for 
1991 so you can try the system out (but keep your pay dates and 
system clock dates prior to end Mar. 1994 or the system will stop 
working). State Taxes are user updatable, but Federal Taxes are not. 
You must become a registered user if you want 1992 Federal Taxes,
the W-2, 941, 940, and Quarterly State Unemployment print programs, 
and the data encryption program. 


SHAREWARE PRICE
---------------

     The ShareWare SPECIAL price of PAYROLL USA is U.S.$149.95 -that 
may sound high for a ShareWare product but after you have looked at 
the programs you will have an appreciation of the work and the skill 
which has gone into crafting this masterpiece. This is the Rolls 
Royce of PC Payroll Systems. Development costs have been very high, 
and the market is more restricted than for most programs. It is of 
interest only to business owners and accountants who have an IBM PC 
XT or IBM AT or IBM PS/2, or compatibles (including 286 and 386 
machines), and who do, or wish to do, their own payroll. It is not 
therefore going to have the wide appeal of, for example, a Word 
Processor, or a general Menu Program, which private individuals as 
well as companies might want to buy. The per copy price is largely 
governed by the likely number of copies which will be sold. 

     At $149.95 it will repay its cost many times over in savings of 
time for your Bookkeeper or Payroll Manager, not to mention the 
increased accuracy and reduced frustration. You could not develop 
something like this in house without adding 3 or 4 zeroes at the end 
of that figure. Sad to say, some companies have tried. You may also
want to compare it to the Payroll Modules offered by several 
accounting packages at $799.95 and up, or the IBM Accounting 
Assistant Series Payroll Edition at around $700.00 for the PC, or 
with one of the IBM System 36 Payroll Programs at around $3,750 or 
$4,500. 

     There is also a mandatory U.S.$50.00 annual fee for Tax 
Updates. The updates are a complete replacement of your existing 
programs and any other improvements or changes to the system will be 
included. You are therefore always assured of having the most recent 
release of the PAYROLL USA System. Your first year's tax update fee 
is included in your Registration, example if you Register for 1991 
the 1992 tax updates will be sent to you free of charge as soon as 
they are available. 

     Please mail us a check or money order. We have banking 
facilities which can handle regular U.S. Checks and Money Orders. 
Postage from the U.S.A. to Canada as at February 1991 is 40 cents 
for the 1st ounce (11 cents higher than U.S. Domestic Mail) plus (on 
heavy letters) 23 cents each additional ounce. 

     There is a file called INVOICE.TXT on your program directory 
for your ordering convenience. If you prefer to phone in your order 
and happen to get our answering machine please leave a message with 
your name, company, address, phone number and what it is you are 
ordering then immediately mail us your check in payment (if possible 
with the order form INVOICE.TXT completed to confirm correct 
spelling of name and address for future updates). 

     At the present time we do not take credit cards, but we will 
not delay shipment of your order while waiting for your check though 
this policy is subject to change if we start getting bad checks or 
none payments. It is pointless for rip off artists to phone in 
orders and not pay for them as the programs they receive will be 
useless anyway after the next Federal Tax change when our tax update 
service will not be available to them. In the case of monthly 
reminders being required for slow payers additional processing fees 
will be debited to your account and tax updates will not be 
available until all outstandings including these additional costs 
have been cleared by certified check or money order. 

     Go ahead, try it out, use it if you wish, but please do not let
that stop you from Registering right away. The number of 
Registrations we get, and the time frame we get them in, will 
influence our marketing plans for the future. This in turn has an 
influence on price. We do not see it going any lower, but poor 
response may force a loading for sales expenses so we can profitably 
sell it by more conventional means. 

     Please note that these fees cover your contribution to writing 
the program and distribution media only, in particular they do not 
confer ownership of the program, nor are they high enough to spend 
hours on the telephone answering questions. The odd simple query we 
don't mind, but if you are on to us for more than a total ( of all 
your calls) of 30 minutes we will have to bill you U.S. $45.00 hour 
(75 cents/minute) consulting fees for the excess time. All telephone 
calls are at your expense, if you leave messages for us to call you 
back long distance it will be on a collect basis, the price we are 
charging is not high enough to do it any other way. 

     The fees were set based on the assumption that the programs 
will be used on one computer at one location. If your organisation 
does Payroll at multiple locations and you have it in mind to
purchase one copy then copy and distribute the programs to all 
locations, then you are obviously costing us money. The same 
principle applies if you are for example an Accounting Practice with 
multiple partners who will each want their own copy to process their 
own clients payroll. If this is your situation then please contact 
us with the circumstances and we can discuss a group rate. 


MAILING DELAYS
--------------

     Please do not wait until the last minute to Register. December 
and January are very busy months for us and additional delays may 
occur then due to peak loads.  In normal circumstances your check 
takes about a week to reach us, the disks take about a week or 10 
days to reach you. Remember to use 40 cents postage when mailing 
your order and check to Canada. Some do get through at the domestic 
29 cent rate but most are returned to sender by the U.S. Post Office 
for the 11 cents extra postage - it only slows things up. To speed 
things along you can also phone in your order, and if you need super 
fast service then overnight delivery is available to most urban
(populated) areas for an extra $20.00 . 


DISK SIZE
---------

     Please be sure to mention if the 3 1/2 inch 720K disk size is 
needed (for PS/2 and most portables), else we ship on 5 1/4 inch 
360K disks. 


WHY WE TIME LIMITED THE WORKING PROGRAMS
----------------------------------------

     The Slide Show is not limited in any way, but you should be 
aware that the ShareWare trial version of the working programs, 
which are otherwise fully functional, will stop working if either 
the current date or the pay date are beyond the expiry date (end 
March 1994). For all practical purposes this is not really a time 
limit at all as it is a very generous 3 years from release date and 
the Federal Taxes in this program will be well and truely obsolete
long before then. It might even protect you from inadvertantly 
calculating long obsolete taxes. We feel this limit is necessary for 
two reasons: 


  1. Not enough people voluntarily pay for "ShareWare".
     --------------------------------------------------

     Unfortunately the advertising of some of the Disk Copying 
     Services encourage this by emphasising words like "FREE" or 
     "$5.00 a Diskfull". Please do not confuse ShareWare with Public 
     Domain (P.D.). P.D. software is free, but there is little of 
     that for business use and to the best of my knowledge there are 
     no P.D. Payroll programs for the IBM PC. ShareWare is 
     Copyrighted Programs which you can try for free and purchase 
     for less than Commercial prices. It can be low cost, but never 
     that low. 

     The money you pay to Disk Copying Services for disks is solely 
     for their copying time, materials, postage, handling, other 
     overheads and profit. It does not pay for the ShareWare
     programs on those disks. It only pays for the opportunity to 
     try them out. Do not be misled into thinking otherwise. 

     The program developers receive no payment from the Disk 
     Copying/Distribution services, the arrangement exists only 
     because it provides a distribution channel to get those 
     programs into the hands of people who want to use them and are 
     willing to voluntarily pay the modest Registration Fee asked 
     rather than 3 to 5 times that amount through regular sales 
     channels. Please consider that when you buy a program through 
     regular channels you are paying more for the Distribution 
     Costs, Advertising, and Packaging, than for the program itself. 

     Because of various abuses several ShareWare authors no longer 
     release new programs as ShareWare. The future of ShareWare 
     depends on the willingness of end users to pay for programs 
     they use regularly, if it dies it will be a pity because it was 
     a good idea for program developer (free distribution) and end 
     user (try before you buy, low cost) alike. 


  2. To protect the future commercial marketability of this system.
     --------------------------------------------------------------

     Payroll is strictly a business application.  ShareWare 
     distribution has done O.K. for us since 1986, particularly in 
     recent years, but we have a feeling that our program is still 
     only reaching a small fraction of its potential market.  We 
     suspect most business owners have never heard of ShareWare so 
     we may consider using more conventional sales methods (at a 
     higher price to cover sales costs.) We do not think we would 
     still have that option if the system were available for free 
     and with no restrictions in the ShareWare market. We have to 
     protect our huge investment in development costs and maximize 
     our return on investment. Note that if we change marketing 
     methods existing ShareWare Registered Users will continue to 
     receive support. 


     We cannot replace the expired programs overnight, so allow a 
month for postal etc. delays and mail your payment in plenty of time 
before a federal tax update or program expiry. Federal deductions
will be obsolete 1-1-1992 and the price may increase October 1992 so 
please do not leave it until the last moment to pay. As soon as you 
decide you wish to use the system put a check in the mail. The 
sooner we get you on our mailing list the sooner we can start 
advising you of enhancements etc. 

     If you do not Register, we do not know you exist and if 
something comes up you should know about we cannot tell you. Because 
of the way ShareWare is passed around we may not even be aware that 
the BBS or Disk Copying Service that you got if from have it, so we 
cannot tell them either. If you want to tell us where you got it 
from when Registering it would help us to know where to send 
revisions, and to build records of who is selling the most copies 
for possible future business development plans. 

     We cannot afford to provide you with free software. We are 
giving you the advantage of trying the system out for the cost of 
disks and postage, or download time, before you decide whether or 
not you like it enough to pay in full for it, but we are not giving 
it away. We think that is fair - don't you. 

     Year end is a busy period, new Registrations then are subject 
to delays so do not wait, Register now - also take advantage of the 
SPECIAL price for early Registrations, we will guarantee that price 
until end October 1992 after that it MAY be increased substantially 
(depending on how many Registrations we get). 


PRINTED DOCUMENTATION / PACKAGING
---------------------------------

     To keep the price reasonable we are not supplying pre-printed 
documentation or any fancy packaging at the ShareWare price. These 
only push the price up without adding anything to the usefulness of 
the programs. The various documentation files on these disks, and 
the Slide Show, together contain far more information than would be 
in any pre-printed manual. Because of the high set up costs involved 
in printing, manuals tend to get carved in stone and not be updated 
as often as they should be. (Which program author wants to throw out 
a couple of thousand expensively printed manuals everytime a minor 
change is made). Keeping them on disk allow us the flexibility to 
quickly make changes to the documentation as new enhancements are
added. 


LEGAL DISCLAIMERS
-----------------

     The programs are be subject to the usual disclaimers, as 
follows: 

     Anthistle Systems & Programming Ltd. makes no warranty, either
express or implied, including but not limited to any implied 
warranties of merchantability and fitness for a particular purpose, 
regarding the programs and makes all programs available solely on an 
"as is" basis. 

     In no event shall Anthistle Systems & Programming Ltd. be 
liable to anyone for special, collateral, incidental, or 
consequential damages in connection with or arising out of the 
purchase or use of the programs and the sole and exclusive liability 
of Anthistle Systems & Programming Ltd., regardless of the form of 
action, shall not exceed the Purchase Price (excluding Annual Update
Fees) Paid. Moreover, Anthistle Systems & Programming Ltd. shall not 
be liable for any claim of any kind whatsoever by any other party 
against the user of the programs. 

     Governing Law - The above statements shall be construed, 
interpreted and governed by the laws of the Province of Ontario, 
Canada. 

                  Christopher Anthistle, President,
                          3rd. April, 1991
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