REALNETWORKS, INC.
END USER LICENSE AGREEMENT
HELIX(tm) BASIC SERVER FROM
REALNETWORKS(r)

REDISTRIBUTION NOT PERMITTED

Software License for Helix(tm) Basic
Server from RealNetworks(r)

IMPORTANT -- READ CAREFULLY: This
RealNetworks License Agreement ("License
Agreement") is a legal agreement between
you (either an individual or an entity)
and RealNetworks, Inc. and its suppliers
and licensors (collectively "RN") for
RN's Helix Basic Server, which includes
computer software and associated media
and printed materials, whether provided
in physical form or received on-line in
electronic form ("Software").  You may
install only ONE copy of the Software.
By choosing "Accept," installing,
copying or otherwise using the Software,
you agree to be bound by the terms of
this License Agreement.  If you do not
agree to the terms of this License
Agreement, select "Cancel" or "No"
and/or do not install the Software.

YOU AGREE THAT YOUR USE OF THE SOFTWARE
ACKNOWLEDGES THAT YOU HAVE READ THIS
LICENSE, UNDERSTAND IT, AND AGREE TO BE
BOUND BY ITS TERMS AND CONDITIONS.

ANY THIRD PARTY SOFTWARE, INCLUDING ANY
NON-RN PLUG-IN, THAT MAY BE PROVIDED
WITH THE SOFTWARE IS INCLUDED FOR USE AT
YOUR OPTION.  IF YOU CHOOSE TO USE SUCH
SOFTWARE, THEN YOUR USE SHALL BE
GOVERNED BY SUCH THIRD PARTY'S LICENSE
AGREEMENT, AN ELECTRONIC COPY OF WHICH
WILL BE INSTALLED IN THE "LICENSE"
FOLDER UNDER THE DIRECTORY ON YOUR
COMPUTER IN WHICH YOU CHOOSE TO INSTALL
THE SOFTWARE.

1.  SOFTWARE OWNERSHIP.  This is a
license agreement and NOT an agreement
for sale.  Title, ownership rights and
intellectual property rights in and to
the Software (including any images,
animations, video, audio, music, and
text incorporated into the Software),
accompanying printed materials, and any
copies you are permitted to make herein
are owned by RN or its suppliers and are
protected by United States copyright law
and international treaty provisions.
You may (a) make one copy of the
Software solely for backup or archival
purposes (in accordance with customary
practices for such purpose), provided
such copy must contain all of the
original Software's proprietary notices,
or (b) transfer the Software to a single
hard disk, provided you keep the
original solely for backup or archival
purposes.  You may not copy the printed
or electronically transmitted materials
accompanying the Software.  Your rights
to use the Software are specified in
this License Agreement, and RN retains
all rights not expressly granted to you
in this License Agreement.  Nothing in
this License Agreement constitutes a
waiver of RN's rights under U.S. or
international copyright law or any other
federal or state law.

2.  GRANT OF LICENSE.  Subject to the
provisions contained herein, RN hereby
grants you a non-exclusive,
non-transferable license to install and
use the version of the Software
specified by your server license key.

(a)     Installation.  You may install
ONLY ONE COPY of the Software on a
single computer containing one or more
central processing units ("CPU's").
Only one free License is allowed per
individual (or the entity or company for
whom any individual has downloaded the
Software).

(b)     Use. You may use your installed
copy of the Software to deliver to
End-User client computers the number of
Streams or quantity of megabits per
second ("Mbps") specifically enabled by
the Server License Key. A "Stream" means
the stream of digitally encoded data
that delivers a digital media type
(e.g., RealAudio, RealVideo, Mp3, etc.)
to a single end-user client computer.
The number of Streams delivered by a
given Host Computer is measured by
counting the number of End-Users
simultaneously served by Streams
originating at that Host Computer. The
quantity of Mbps delivered is measured
by the total amount of digital media
(e.g., RealAudio, RealVideo, Mp3, etc.)
delivered by a given Host Computer at
any given time. If you wish to deliver
additional Streams or Mbps capacity, you
must purchase an additional Software
License Key from RN.  You may only serve
the media types that are authorized by
your Server License Key.  If you have
purchased more than one Server License
Key on a Stream count basis, you may
deploy the Software on licensed Host
Computers so that the licensed Streams
are distributed among the Host
Computers, provided that (i) the
configuration of the Host Computers
cannot serve more simultaneous Streams
than the aggregate number of Streams
allowed by the individual Server License
Keys for the Host Computers; and (ii)
the number of Host Computers on which
you install the Software may not exceed
the number of Server License Keys you
have purchased.  For example, if you
have purchased three Server License Keys
of 100 Streams each, you may deploy the
Software so that the Streams are
distributed among up to three Host
Computers, so long as the configuration
of Host Computers cannot serve more than
300 simultaneous Streams. Mbps-based
Server License Keys may NOT be
distributed among Host Computers. For
example, if you have purchased three
Server License Keys of 10 Mbps each, the
Software shall be installed on three
Host Computers and each Host Computer
cannot serve more than 10 Mbps each.
(a) (c)     Educational Institutions
Only.  If you are an accredited
educational institution that provides
primary, collegiate, or graduate
education ("Educational Institution"),
and you have licensed the Software for
use in connection with such Educational
Institution, you may additionally: (i)
install the Software on a computer
acting as network server to deliver
multimedia content; (ii) enable
authorized individuals within the
Educational Institution to access the
Software, subject to the terms and
conditions contained herein; (iii) use
the Software to deliver multimedia
content in connection with the
Educational Institution's activities,
including but not limited to classroom
instruction; and (iv) use the Software
to serve Streams in conjunction with any
public Website of the Educational
Institution.

(d)     Attribution.  You must indicate
which publicly available files are in
the RealAudio (.ra) or RealVideo (.rm).
RN hereby grants you a non-exclusive,
limited license to use RN's trademarks
in accordance with RN's Trademark and
Logo Usage Policy at
http://www.realnetworks.com/company/guide/policy.html
and for the sole purpose of informing
Website visitors that RealAudio or
RealVideo content is available at your
Website.  You agree not to use any RN
trademark in a way that may imply that
(i) you are an agency or branch of RN or
(ii) that RN endorses, is affiliated
with, or sponsors you or your products
without RN's express written permission.
You also agree that you may not link
directly to any media file or .ram file
made available from the RN Website.

(e)     Use of GUIDs and Cookies.  If
you enable the Software to utilize any
global unique identifiers (GUIDs) and/or
cookies placed in or contained in the
RealOne Player or other RN product, RN
recommends and encourages you to
prominently disclose such use to your
end users and customers and obtain
consent to use such GUIDs and/or cookies
from your end users and customers, and
give each end user and customer the
opportunity to opt out of your use of
GUIDs and/or cookies with respect to
each such end user or customer.  You
agree to hold harmless, indemnify and
defend RN, its officers, directors and
employees, from and against any losses,
damages, fines and expenses (including
attorneys' fees and costs) arising out
of or relating to any claims that you
have inappropriately used GUIDs and/or
cookies.

3.  LIMITATIONS OF YOUR LICENSE.  No
Resale of Software, Streams, or Mbps
Capacity. You may not, under any
circumstances, rent, resell, sublicense
host or deliver the Software, Streams,
or Mbps capacity on a stand-alone basis
to any third-party.  If you desire to
resell the Software or to deliver
Streams or Mbps on a stand-alone basis,
please contact RN regarding
participating in its Reseller Program.
This does not prevent you from selling
access to Streams or Mbps to End Users
on a "pay-per-view" basis or otherwise.
Wireless Networks. You may not deploy
the Software in a 2.5G or 3G mobile
network. Notice to Users.  You agree to
inform all users of the Software, other
than End Users receiving Streams, of the
terms of this License Agreement.
Dual-Media Software.  You may receive
the Software in more than one medium
(e.g., by electronic distribution and on
CD-ROM).  Regardless of the type or size
of medium you receive, you may use only
one medium that is appropriate for your
single computer.  You may not use or
install the other medium on another
computer.  You may not loan, rent,
lease, grant a security interest in, or
otherwise transfer the other medium to
another user.  No Copying.  You may not
copy the Software or Documentation,
except that you may make a single copy
of the software for archival purposes
only, provided such copy must contain
all of the original Software's
proprietary notices.  No Modifications
or Reverse Engineering.  You may not
modify, translate, reverse engineer,
decompile or disassemble (except to the
extent that this restriction is
expressly prohibited by applicable law),
or create derivative works based on the
Software.  Rental/Transfer.  You may not
rent, lease, sell, or transfer the
Software or documentation without RN's
express written consent, which RN may
withhold in its discretion.  Audit
Rights.  You shall permit RN to audit
your compliance with this License
Agreement, as RN deems reasonably
necessary.  Reservation of Rights.  All
rights not expressly granted to you are
reserved to RN.

4.  BETA RELEASE VERSIONS.  In the event
that the Software is a beta release
version, the terms of this Section shall
apply.  Your license to use the Software
expires 120 days after download (or such
other period as indicated by the
Software) and the Software may cease to
function. The Software you are receiving
may contain more or less features than
the commercial release of the RN Product
that RN intends to distribute.  While RN
intends to distribute a commercial
release of the Software, RN reserves the
right at any time not to release a
commercial release of the Software or,
if released, to alter features,
specifications, capabilities, functions,
licensing terms, release dates, general
availability or other characteristics of
the commercial release.  You agree that
the Beta Release Versions are not
suitable for production use and may
contain errors affecting their proper
operation.  You agree that you will not
do anything to circumvent or defeat the
features designed to stop the Software
from operating after the license
expires.

5.  UPGRADES/SUPPORT.  You shall not be
entitled under this License Agreement to
receive any updates, upgrades, or
corrections to the Software, nor any
support services.

6.  DISCLAIMER OF WARRANTIES/LIMITATION
OF LIABILITY. THE SOFTWARE AND
DOCUMENTATION ARE PROVIDED AS IS WITHOUT
WARRANTY OF ANY KIND.  TO THE MAXIMUM
EXTENT PERMITTED BY APPLICABLE LAW, RN
FURTHER DISCLAIMS ALL WARRANTIES,
INCLUDING WITHOUT LIMITATION ANY IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS
FOR A PARTICULAR PURPOSE, AND
NONINFRINGEMENT.  THE ENTIRE RISK
ARISING OUT OF THE USE OR PERFORMANCE OF
THE SOFTWARE AND DOCUMENTATION REMAINS
WITH YOU.  TO THE MAXIMUM EXTENT
PERMITTED BY APPLICABLE LAW, IN NO EVENT
SHALL RN OR ITS SUPPLIERS BE LIABLE FOR
ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT,
SPECIAL, PUNITIVE, OR OTHER DAMAGES
WHATSOEVER (INCLUDING, WITHOUT
LIMITATION, DAMAGES FOR LOSS OF BUSINESS
PROFITS, BUSINESS INTERRUPTION, LOSS OF
BUSINESS INFORMATION, OR OTHER PECUNIARY
LOSS) ARISING OUT OF THIS AGREEMENT OR
THE USE OF OR INABILITY TO USE THE
PRODUCT, EVEN IF RN HAS BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES. RN's
TOTAL LIABLITY FOR ANY DIRECT DAMAGES
SHALL NOT EXCEED FIVE DOLLARS ($5.00).
BECAUSE SOME STATES/JURISDICTIONS DO NOT
ALLOW THE EXCLUSION OR LIMITATION OF
LIABILITY FOR CONSEQUENTIAL OR
INCIDENTAL DAMAGES, THE ABOVE LIMITATION
MAY NOT APPLY TO YOU.

7.  INDEMNIFICATION.  This software is
intended for use only with properly
licensed media, content, and content
creation tools.  It is your
responsibility to ascertain whether any
copyright, patent or other licenses are
necessary and to obtain any such
licenses to serve and/or create or
compress such media and content.  You
agree to transmit and/or compress only
those materials for which you have the
necessary patent, copyright and other
permissions, licenses, and/or
clearances.  You agree to hold harmless,
indemnify and defend RN, its officers,
directors and employees, from and
against any losses, damages, fines and
expenses (including attorneys' fees and
costs) arising out of or relating to any
claims that you have encoded,
compressed, copied or transmitted any
materials (other than materials provided
by RN) in connection with the Software
in violation of another party's rights
or in violation of any law.  If you are
importing the Software from the United
States, you shall indemnify and hold RN
harmless from and against any import and
export duties or other claims arising
from such importation.

8.  TERMINATION.  This Agreement and
your right to use this Software
automatically terminate if you fail to
comply with any material provision of
this Agreement.  RN may terminate this
License at any time by delivering notice
to you and you may terminate this
License at any time by destroying or
erasing your copy of the Software.  Upon
termination of this License Agreement,
you agree to destroy or erase the
Software.

9.  NO ASSIGNMENT.  This Agreement is
personal to you, and may not be assigned
without RN's express written consent.
In the event that you are an entity that
merges with another entity or are
acquired by another entity during the
Term, you shall provide written notice
of such merger or acquisition not later
than the date on which any public
announcement is made.  If RN does not
consent to assignment of this Agreement
to the new or acquiring entity in such
merger or acquisition, RN may terminate
this Agreement on thirty (30) days'
written notice.  Both parties shall
perform under this Agreement until such
termination is effective.

10.  U.S. GOVERNMENT RESTRICTED RIGHTS.
U.S. GOVERNMENT RESTRICTED RIGHTS:  This
Software and documentation are provided
with RESTRICTED RIGHTS.  Use,
duplication or disclosure by the
Government is subject to restrictions
set forth in subparagraphs (a) through
(d) of the Commercial Computer
Software--Restricted Rights at FAR
52.227-19 when applicable, or in
subparagraph (c)(1)(ii) of the Rights in
Technical Data and Computer Software
clause at DFARS 252.227-7013, and in
similar clauses in the NASA FAR
supplement, as applicable.  Manufacturer
is RealNetworks, Inc./2601 Elliott,
Suite 1000/Seattle, Washington 98121.
You are responsible for complying with
all trade regulations and laws both
foreign and domestic.  You acknowledge
that none of the Software or underlying
information or technology may be
downloaded or otherwise exported or
re-exported (i) into (or to a national
or resident of) Cuba, Iraq, Libya,
Sudan, North Korea, Iran, Syria or any
other country subject to a U.S. embargo;
or (ii) to anyone on the U.S. Treasury
Department's list of Specially
Designated Nationals or the U.S.
Commerce Department's Denied Parties
List or Entity List.  By using the
Software you are agreeing to the
foregoing and are representing and
warranting that (i) no U.S. federal
agency has suspended, revoked, or denied
you export privileges, (ii) you are not
located in or under the control of a
national or resident of any such country
or on any such list, and (iii) you will
not export or re-export the Software to
any prohibited county, or to any
prohibited person, entity, or end-user
as specified by U.S. export controls.

11. MISCELLANEOUS.  This License
Agreement shall constitute the complete
and exclusive agreement between us,
notwithstanding any variance with any
purchase order or other written
instrument submitted by you, whether
formally rejected by RN or not.  The
acceptance of any purchase order is you
place is expressly made conditional on
your consent to the terms set forth
herein.  The terms and conditions
contained in this License Agreement may
not be modified except in a writing duly
signed by you and an authorized
representative of RN.  If any provision
of this License Agreement is held to be
unenforceable for any reason, such
provision shall be reformed only to the
extent necessary to make it enforceable,
and such decision shall not affect the
enforceability of such provision under
other circumstances, or of the remaining
provisions hereof under all
circumstances.  This License Agreement
shall be governed by the laws of the
State of Washington, without regard to
conflicts of law provisions, and you
hereby consent to the exclusive
jurisdiction of the state and federal
courts sitting in the State of
Washington.  Any and all unresolved
disputes relating in any way to, or
arising out of, the Software, your use
of the Software or this License
Agreement shall be submitted to
arbitration in the State of Washington;
except that, to the extent that you have
breached or have indicated your
intention to breach this License
Agreement in any manner which violates
or may violate RN's intellectual
property rights, or may cause continuing
or irreparable harm to RN (including,
but not limited to, any breach that may
impact RN's intellectual property
rights, or a breach by reverse
engineering), RN may seek injunctive
relief, or any other appropriate relief,
in any court of competent jurisdiction.
Any arbitration of a dispute under this
Agreement shall be conducted under the
rules then prevailing of the American
Arbitration Association.  The
arbitrator's award shall be binding and
may be entered as a judgment in any
court of competent jurisdiction.  This
License Agreement will not be governed
by the United Nations Convention of
Contracts for the International Sale of
Goods, the application of which is
hereby expressly excluded.

Copyright (c) 1995-2002 RealNetworks,
Inc. and/or its suppliers.  2601 Elliott
Ave., Suite 1000, Seattle, Washington
98121 U.S.A.  This product may
incorporate one or more of the
following: U.S. Patent # 5,793,980; U.S.
Patent # 5,917,835; U.S. Patent #
6,151,634. Other U.S. patents pending.
All rights reserved.  RealNetworks,
Helix, RealOne Player, RealAudio, and
RealVideo are trademarks or registered
trademarks of RealNetworks, Inc.

