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             End User License Agreement




             THIS SOFTWARE LICENSE AGREEMENT IS A LEGAL AGREEMENT ("AGREEMENT")
             BETWEEN YOU ("CUSTOMER") AND PHOTODEX CORPORATION, A TEXAS
             CORPORATION ("PHOTODEX").
              BY CLICKING ON "I AGREE" AND INSTALLING THE SOFTWARE, CUSTOMER AGREES
             AND IS SUBJECT TO THE LICENSE TERMS SET FORTH BELOW.
             IF CUSTOMER DOES NOT ACCEPT THESE LICENSE TERMS, CUSTOMER MUST NOT
             INSTALL THE SOFTWARE.
             Customer represents and warrants that Customer is authorized to bind himself or
             herself to the terms of this Agreement and has adequate legal capacity to enter into
             this Agreement. IF CUSTOMER IS BELOW THE AGE OF 18, CUSTOMER'S PARENT OR
             LEGAL GUARDIAN MUST REVIEW THIS AGREEMENT AND AGREE TO THIS AGREEMENT.
             THE SOFTWARE IS NOT INTENDED FOR CHILDREN UNDER 13. Customer affirms that
             Customer is either older than 13 years of age, or possess legal parental or guardian
             consent, and is fully able and competent to enter into the terms, conditions,
             obligations, affirmations, representations, and warranties in this Agreement, and to
             comply with the terms and conditions of this Agreement.

             1.     LICENSE GRANT.

             In exchange for the fee for the Software paid by Customer to Photodex (the
             "Software Fee"), Photodex hereby grants to Customer a limited, non-exclusive, non-
             transferable license ("License") to use the ProShow Producer® software ("Software")
             in executable code form and any applicable installation manuals and other printed
             materials provided with the Software ("Documentation"), pursuant to the terms and
             conditions set forth herein. All rights not expressly granted are reserved by Photodex.
                  a.     Copies. Customer may make one copy of the Software solely for backup
             purposes. Customer may NOT copy the Documentation.
                  b.     Named User. Customer shall be designated to Photodex in writing during the
             ordering process to serve as the named user for this License.
                  c.     Installation. Photodex hereby grants to Customer the right to install and use
             copies of this Software. The Software may be installed on one Computer, including a
             storage device as specifically set forth in this Section 1(c). Except as provided in
             Section 1(d), Customer may only install the Software once on a single Computer.
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