                          END USER LICENSE AGREEMENT

                    Limited Use Software License Agreement

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ATTEMPTING TO USE THIS mp3HD SOFTWARE
AND RELATED DOCUMENTATION (COLLECTIVELY, THE "SOFTWARE") AND BEFORE CLICKING
ON THE "ACCEPT" BUTTON BELOW. BY CLICKING ON THE "ACCEPT" BUTTON BELOW, OR BY
INSTALLING OR USING THE SOFTWARE, YOU ARE CONSENTING TO BE BOUND BY THIS
AGREEMENT.

Subject to the terms and conditions of this Agreement, Technicolor S.A. and
Fraunhofer-Gesellschaft zur Frderung der angewandten Forschung e. V
(collectively, "the Owners") grant you a personal, non-exclusive and
non-transferable right to use the Software solely on any personal computer
and solely for non-commercial evaluation purposes.

You agree not to make any copies of the Software other than those inherent in
loading and using the Software on a single personal computer. Any copies made
must contain all copyright notices that appear on the furnished Software.
Except in the context of Art 69e of the German Copyright Act, you may not do
any of the following:

1. modify the Software; 
2. reverse assemble, reverse engineer, reverse compile or otherwise attempt
   to create a source code equivalent of the Software; 
3. permit others to use the Software; 
4. remove any proprietary notices or labels pertaining to the Software; or 
5. transfer, sell, publish, sublicense, rent, lease, lend, or otherwise
   distribute to others copies of all or any portion of the Software.

You agree that upon termination of this Agreement you will destroy all copies
of the Software and erase all computer programs relating to the Software from
the computer system in which they were loaded. You may terminate this license
at any time by destroying all copies of the Software in your possession. This
license will automatically terminate immediately if you use the Software for
any purpose not authorized by the terms herein.

Title, ownership rights and intellectual property rights in the Software shall
remain in the Owners, who reserve all rights not expressly granted herein.
Except as expressly provided in this Agreement, nothing contained herein shall
be construed as conferring by implication, estoppel or otherwise any license
or right, including without limitation, any right under any patent claim
directed to a combination of the functionality of the Software with the
functionality of any other software programs, or a combination of hardware
systems other than the combination of the Software and the hardware or
firmware into which the Software is loaded.

The Owners have no obligation to support the Software they are providing
hereunder. The Software is furnished to you "AS IS" without warranties of any
kind, express or implied. BY WAY OF EXAMPLE AND WITHOUT LIMITATION, THE OWNERS
MAKE NO REPRESENTATION OR WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY
PARTICULAR PURPOSE, OR THAT THE USE OF ANY SOFTWARE WILL NOT INFRINGE ANY
PATENT, COPYRIGHT, TRADEMARK OR OTHER INTELLECTUAL PROPERTY RIGHT. RECOGNIZING
THAT YOUR RIGHT TO USE THE SOFTWARE IS PROVIDED FREE OF CHARGE, YOU AGREE THAT
IT IS FAIR, REASONABLE AND NOT UNCONSCIONABLE TO RELEASE, AND HEREBY DO
RELEASE, THE OWNERS FROM ANY LIABILITY ARISING IN CONNECTION WITH THE
SOFTWARE. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING WITHOUT
LIMITATION TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE), SHALL THE OWNERS OR
THEIR AFFILIATES OR SUPPLIERS (OR THEIR RESPECTIVE EMPLOYEES OR AGENTS) BE
LIABLE TO YOU OR ANY OTHER PERSON FOR DAMAGES OF ANY KIND OR CHARACTER,
WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL OR ANY AND ALL
OTHER DAMAGES OR LOSSES, EVEN IF AN OWNER HAS BEEN INFORMED OF THE POSSIBILITY
OF SUCH DAMAGES. Some states and other jurisdictions do not allow for the
exclusion or limitation of implied warranties so the above exclusions or
limitations may not apply to you. You may also have other rights that vary
from state to state.

You agree not to export the Software either directly or indirectly to any
foreign country except when such export is authorized by, and in full
compliance, with the laws and regulation of the United States of America.

The Software is a "non-commercial item", as that term is used in 48 C.F.R.
227.7203. Consistent with 48 C.F.R. 227.7203-1 through 227.7203-4, all U.S.
Government End Users acquire the Software with only those rights set forth in
this Agreement.

This Agreement set forth the entire agreement and understanding between you
and the Owners pertaining to the subject matter hereof and merges all prior
written or oral discussions between them. This Agreement shall be construed in
accordance with and governed by the laws of the State of New York, United
States of America, excluding the United Nations Convention on Contracts for
the International Sale of Goods.

You further agree that by clicking on the "ACCEPT" button below, you shall
have manifested acceptance to enter into this Agreement and shall be deemed to
have manually signed and executed this Agreement making this an enforceable
agreement between the Owners and you.

YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND IT, AND THAT
BY INSTALLING OR USING THE SOFTWARE YOU AGREE TO BE BOUND BY ITS TERMS AND
CONDITIONS.
