ZOOM Software License

The ZOOM Lite version is licensed to users including  *academic*  users within a
limited time period.

If we are evaluating a time limited  trial version of ZOOM and we wish to update
the  software  to the  full version,  we must  purchase ZOOM  and obtain  a full
version registration key. 

1.  License.   Subject  to   the  terms   and  conditions   of  this  Agreement,
Bioinformatics  Solutions  (BSI)  grants  to  you  (Licensee)  a  non-exclusive,
perpetual, non-transferable, personal  license to install,  execute and use  one
copy of ZOOM (Software) on one single CPU at any one time. Licensee may use the
Software for its internal business purposes only.

2. Ownership. The Software is a  proprietary product of BSI and is  protected by
copyright  laws  and  international   copyright  treaties,  as  well   as  other
intellectual property laws and treaties. BSI  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 10  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. Assignment.  Customer may  assign Customer's  rights under  this Agreement to
another party if the other party  agrees to accept the terms of  this Agreement,
and Customer either  transfer all copies  of the Program  and the Documentation,
whether in  printed or  machine-readable form  (including the  original), to the
other  party, or  Customer destroy  any copies  not transferred.  Before such  a
transfer, Customer must deliver a hard copy of this Agreement to the recipient.

9. Maintenance and Support. BSI will  provide technical support for a period  of
thirty (30)  days from  the date  the Software  is shipped  to Licensee. Further
maintenance and support is available to subscribers of BSI's Maintenance plan at
BSI's then current rates. Technical support is available by phone, fax and email
between the hours of 9 am and 5 pm, Eastern Time, excluding statutory holidays.

10.  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.