LICENSE AGREEMENT

This Agreement is made and entered into by and between:

Bret Truchan doing business as Game Beep (hereafter "Licensor")

480 Fell Street, Apt 12
San Francisco, CA 94102

and the user (hereafter "Licensee")

WHEREAS, Licensor sells the product placed in the market as, and known under the name, (hereafter the "Product").

WHEREAS, Licensor sells the product to the user only for the purpose of being included in video games created by the Licensee.

WHEREAS Licensee desires to use the Product for Licensee's own use, and

WHEREAS, Licensor is willing to grant a license to Licensee under the terms and conditions set forth below.

NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the parties hereto agree as follows:

1. DEFINITIONS: Licensed Product means all of the components of the software, animation, modeling, and artistry created under the market package consisting of the Product, and all applications. All rights to the Product are protected by law and are reserved to Licensor. This agreement does not transfer any element of ownership, and grants the Licensee the right of limited, nonexclusive, use only.

2. LICENSE GRANT:

2.1 Licensor hereby grants to Licensee a nonexclusive license under the laws of the United States of America, and the State of California, to use the Product for the Licensee's own purposes. Software is licensed for use in commercial games and is not intended for resale. Licensee guarantees that the resources will be distributed in a format, and with their customers understanding, that the Licensee's Customers cannot and will not separate these licensed resources from the Software Package obtained from the Licensee. Otherwise commercial use by the Licensee shall immediately, by operation of law, without further act, cause the termination of the right to license without refund, and subject the Licensee to legal liability.

2.2 Licensee shall not grant any sub-license under this Agreement. Licensee shall at all times retain possession of the Product.

3. LICENSE FEE: Licensee will pay Licensor a one time license fee as specified by the Licensor.

4. The License Term shall remain open and will not terminate unless the rules set out in this contract are violated by the Lincensee.

5. COVENANTS, REPRESENTATIONS, WARRANTIES and DISCLAIMERS: Licensor represents and warrants that it has all power and authority necessary to grant the license that is granted by Licensor to Licensee hereunder.

6. ENTIRE AGREEMENT. This Agreement incorporates the entire understanding of Licensor and Licensee with respect to the subject matter of this Agreement and supercedes all prior agreements and understanding between Licensor and Licensee, whether oral or written, with respect to this subject matter. Any modification of this Agreement shall only be effective if it is made in writing signed by both Licensor and Licensee.

For free products, it is assumed that the one time license fee is $0.00.