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MATROX SOFTWARE LICENSE AGREEMENT

Notwithstanding any other provision in this License, if Licensee provides any ideas, suggestions or
recommendations to Matrox regarding the Licensed Software and/or Licensee's product ("Feedback"), Matrox is
free to use and incorporate such Feedback in Matrox's products, without payment of royalties or other
consideration to Licensee;

Licensee shall not have the right to alter or remove any Matrox or third party copyright, trademark or patent
notices in the Software.

OEM LICENSE

Licensee may reproduce and distribute the Software only as an integral part of or incorporated in Licensee's product or
as a standalone Software maintenance update for existing end users of Licensee's products, excluding any other
standalone products, subject to these conditions:

This Software is subject to a restrictive license therefore it is licensed for use only in conjunction with the Matrox
hardware product. Use of the Software in conjunction with non-Matrox products is prohibited and not licensed
hereunder;

No right to recopy, publish, display, sell, network, rent, loan, lend, distribute, license, sub-license, alter, modify,
disassemble, de-compile, create derivative works or reverse engineer any Software in any manner whatsoever is
hereby given, except as provided in this License. Violation may result in severe civil and/or criminal penalties, as
violators will be prosecuted to the maximum extent possible;

Licensee agrees to treat the Software as confidential information, and shall protect said information by using the
same degree of care Licensee uses to protect Licensee's own confidential information, but no less than a
reasonable degree of care, to prevent the unauthorized use, dissemination, disclosure or publication of such, or to
use this Software to: (i) develop inventions directly derived from confidential information to seek patent
protection; (ii) assist in the analysis of Licensee's patents and patent applications; or (iii) modify Licensee's
existing patents or patent applications;

Licensee may only distribute the Software to Licensee's customers pursuant to a written license agreement. At a
minimum such license shall safeguard Matrox's ownership rights to the Software and such agreement shall contain
similar terms and obligations;

Licensee may only provide and disclose parts of the Software to third parties who have a need-to-know for the
purpose of installation, service integration and/or support of said Software within Licensee's product. In such
event, Licensee may only disclose the relevant and necessary parts of the Software to permit the third party to
accomplish his work provided that all such disclosures shall be subject to the terms and conditions of this License;

Licensee shall not have the right to alter or remove any Matrox or third party copyright, trademark or patent
notices in the Software.

GENERAL LICENSE TERMS: (APPLICABLE TO BOTH END-USERS & OEM'S)

There are inherent dangers in the use of any software available for downloading on the Internet and Matrox cautions
Licensee to ensure that Licensee completely understands the potential risks before downloading any of the Software.
Licensee is solely responsible for adequate protection and backup of the data and equipment used in connection with
any of the Software, and Matrox will not be liable for any damages that may be suffered in connection with use of the
Software.

Licensee hereby acknowledges and agrees that this License, and all its terms and conditions, automatically applies,
without other notice, to future updates of the Software, firmware, BIOS, drivers and associated utilities.

In addition, certain third party intellectual property may be provided with or included in the Software. The third party
license terms accompanying such software, found at

http://www.matrox.com/video/licenses

and in the license.txt file

located in the root installation directory, will govern your use of such software. Matrox does not warrant and is not