Exhibit 10.03

                           SOFTWARE LICENSE AGREEMENT

         THIS SOFTWARE LICENSE AGREEMENT (this "Agreement") is made effective
the 28th day of April, 2001, by and between Dan Faust, who resides in Duchesne,
Utah, hereinafter referred to as "Faust" or "Licensor", and Systems Research,
Inc., a Nevada corporation, whose office is in St. George, Utah, hereinafter
referred to as "Systems Research" or "Licensee".

         WHEREAS, Faust owns certain computer software more particularly
described in Schedule "A" attached hereto currently using the code name Quick
Access hereinafter referred to as the "Software"; and,

         WHEREAS, Licensor and Licensee agree that Licensor grants the sole and
exclusive license to the Software with the code name Quick Access, as is more
fully described in Schedule "A" to Licensee.

         NOW THEREFORE, upon the terms and conditions contained herein, Licensor
grants to Licensee the full and exclusive license to the Software as is more
fully described in Schedule "A".

1.       DEFINITIONS.

         a.       "Application" shall mean Licensee's development efforts, which
                  are developed using the Software.

         b.       "Confidential Information" shall mean all Source Code and any
                  materials marked as Confidential Information, but excluding
                  Object Code or Documentation that does not disclose Source
                  Code. Confidential Information also does not include
                  information that:

                  (1) was in Licensee's possession before receipt from Faust;
                  (2) is or becomes a matter of public knowledge through no
                      fault of Licensee;
                  (3) is rightfully received by Licensee from third party
                      without a duty of confidentiality;
                  (4) is disclosed by Faust to a third party without a duty of
                      confidentiality on the third party;
                  (5) is independently developed by Licensee;
                  (6) is disclosed under operation of law; or
                  (7) is disclosed by Licensee with Faust's prior written
                      approval.

         c.       "Documentation" shall mean written explanatory materials
                  relating to the Software delivered to licensee and derivative
                  works based thereon.

         d.       "Enhancements" shall mean all improvements, fixes,
                  modifications, and other enhancements developed by or on
                  behalf of Licensee that relate to the Software.

         e.       "Intellectual Property Rights" shall mean the following rights
                  that pertain to the Software:

                  (1) rights in all U.S. and foreign letters patent and
                      applications for letters patent whether filed or to be
                      filed;
                  (2) rights in the trademarks that are enforceable under common
                      law, state law, federa1 law, or laws of foreign countries;
                  (3) rights in copyrights and rights in authorship;
                  (4) rights under the Semiconductor Protection Act or
                      equivalent domestic or foreign law; and,
                  (5) rights in trade secrets under common law, state law,
                      federal law, and the laws of foreign countries.

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         f.       "Object Code" shall mean any machine executable code derived
                  in whole or in part from the Software.

         g.       "Source Code" shall mean any human readable code derived in
                  whole or in part from the Software.

2. TERM; LICENSING FEES.

         a.       Term. The term of the license shall commence on the date of
                  this Agreement and shall terminate three years thereafter.
                  Licensee shall have an option to purchase the Software upon
                  expiration of the term of this Agreement. See Option to
                  Purchase at End of License Term.

         b.       Licensing Fees. In consideration for the rights granted under
                  this Agreement, Licensee shall pay Faust:

                  (1)      an initial license fee of 4,000,000 shares of the
                           common stock of Systems Research, Inc. These shares
                           shall be restricted shares as defined by the
                           Securities Act of 1933 and shall bear an appropriate
                           restrictive legend; and

                  (2)      a license fee equal to ten percent (10%) of all
                           license fees collected by Licensor for each
                           non-exclusive license sold, distributed, or otherwise
                           disposed of, externally by Licensee. The first
                           licensing fees shall be due on the first day of the
                           calendar month, or other period specified herein. and
                           the second and each subsequent license fee shall be
                           due on the same day of such subsequent month, or
                           other specified period, in which such license fee is
                           due until all fees have been paid. This license fee
                           shall be paid until a total of $2,000,000 ("Total
                           Licensee Fee") has been paid to Licensor. In the
                           event Licensee exercises its option to purchase the
                           Software at the end of the term of this Agreement
                           pursuant to paragraph 7, the option to purchase
                           payment shall reduce the amount payable under this
                           paragraph by the purchase option amount. If the Total
                           License Fee has not been paid at the end of the term
                           of this Agreement and the Licensee elects to exercise
                           its purchase option pursuant to Section 9
                           hereinafter, the license fee described herein shall
                           continue until the Total License Fee (less the
                           purchase option amount) has been paid Licensee.

                  (3)      Licensee shall maintain true and accurate records in
                           accordance with generally accepted accounting
                           principles to provide the data necessary for the
                           computation of the licensee fee payable under the
                           terms of the Agreement.

                  (4)      Faust may, at his expense and no more frequently than
                           once each year, engage an independent auditor to
                           verify license payments. The auditor may take
                           abstracts from the relevant records of Licensee to
                           determine compliance with this Agreement. If any such
                           audit discloses short or incomplete payments by
                           Licensee exceeding $25,000 during any twelve-month
                           period, the cost of such audit shall be borne by
                           Licensee. If any such audits disclose short or
                           incomplete payments by Licensee for three or more
                           months in a twelve-month period, Licensee shall be
                           required to pay Faust a penalty equal to the amount
                           of all underpayments in that twelve-month period.

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                  (5)      Licensee shall be solely responsible for any taxes on
                           license fees paid under this Agreement, including
                           state and local use, sales, property, and similar
                           taxes, but excluding taxes calculated solely on
                           Faust's income.

         c.       Place of Payment. All payments called for under this Agreement
                  shall made to Licensor, or any assignee of Licensor pursuant
                  to Section 7, at Licensor's address as set forth herein, or at
                  such other place as may be designated by Licensor, or such
                  assignee, to Licensee in writing.

3. LICENSOR'S PROTECTION.

         a.       Insurance. Licensee shall, at Licensee's sole cost and
                  expense, maintain insurance in such amounts appropriate for
                  its size and the industry in which it operates. The policies
                  for such insurance shall provide that Licensor shall receive
                  thirty (30) days notice of any termination, cancellation, or
                  alteration of the terms of such insurance.

         b.       Risk of Loss. The Software shall be stored in a manner
                  consistent with industry standards to store and safeguard the
                  Software from theft, damage or loss. This includes maintaining
                  the necessary backup copies and procedures to insure its
                  safety.

         c.       Marketing. Licensee shall use its best efforts to market the
                  software and any application developed. All software data
                  sheets, sales training manuals, demonstration tools, and other
                  marketing or sales materials for such marketing shall be the
                  responsibility of Licensee.

         d.       Relationship and Agency. This Agreement does not create any
                  partnership, agency, or other relationship other than that of
                  licensee and licensor in accordance with the express
                  provisions of this Agreement.

         e.       Development. Licensee shall be solely responsible for an
                  development, manufacture, reproduction, assembly,
                  distribution, sales, installation, maintenance, and support of
                  the Applications, Software, and Documentation.

4.       REPRESENTATIONS AND WARRANTIES OF LICENSOR: DEFENSE OF LICENSED RIGHTS.
         Faust represents and warrants to Licensee that Faust has good and
         indefeasible title to and has all right and interest to and in all of
         the Software licensed to Licensee, and has acquired sufficient
         intellectual property rights protecting the Software such that the
         Software may be used without violating or infringing any patent,
         trademark or other intellectual property rights of any third party.
         Faust represents and warrants to Licensee that, with respect to the
         Software, neither Faust nor any of his Affiliates has received any
         notice or is otherwise aware of any infringement by the Software of any
         third party's patent, trademark or other intellectual property rights.

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         Neither Faust nor any of his Affiliates has received any notice of
         infringement, misappropriation or conflict from any person with respect
         to the Software. Faust covenants and agrees to indemnify, defend and
         hold harmless Licensee from and against any claims of infringement or
         violation of intellectual property rights of any person with respect to
         the Software, provided that the Software licensed to Licensee
         necessarily violates or infringes such rights. The consummation of the
         transactions contemplated by this Agreement will not conflict with, or
         constitute a breach or violation of, any agreement or understanding,
         whether written or oral relating to the Software.

5. UNFAIR TRADE PRACTICES BY THIRD PARTIES.

         a.       Faust shall have the first right to sue any party for any
                  unfair trade practices involving the Software, at its own
                  expense, and shall keep Licensee fully informed of any
                  threatened or initiated litigation. Licensee agrees to permit
                  the use of its name in all such suits, to execute any
                  necessary documents, and to do whatever necessary to assist
                  Faust in such suits, but at Faust's expense. Any recoveries
                  from such suit initiated by Faust shall belong to Faust, with
                  the provision that if damages are specifically allocated to
                  Licensee by a finder of fact or a settlement agreement, such
                  damages shall belong to Licensee.

         b.       If Faust fails within a reasonable time to sue any person for
                  any unfair trade practice, Licensee shall have the right to
                  file and maintain, at its own expense, such suits; however,
                  nothing in this agreement shall obligate Licensee to assume
                  any responsibility or liability respecting any action or
                  possible action for any unfair trade practices. Licensee shall
                  keep Faust fully informed of any such suit. Faust agrees to
                  permit the use of its name in all such suits, to execute any
                  necessary documents, and to do whatever necessary to assist
                  Licensee in such suits, but at Licensee's expense. Any
                  recoveries from such suit initiated by Licensee shall belong
                  to Licensee, with the provision that if damages are
                  specifically allocated to Faust by a finder of fact or a
                  settlement agreement. such damages shall belong to Faust.

6.       CONFIDENTIALITY. Confidential Information received by either party from
         the other, and which is identified by the disclosing party as being
         confidential or proprietary, shall be held in trust and confidence by
         the receiving party. The Software shall be and remain the property of
         Faust and shall be presumed to be Confidential Information to the
         extent not disclosed in printed publications or other publicly
         available documents. The existence of some information respecting the
         Software in the public domain shall not be considered or offered to
         establish the presence in the public domain of all of the Software.
         Nothing herein shall preclude either party from disclosing information
         required by governmental action, law, or regulation; however, the party
         required to disclose the information shall provide the other party with
         a copy of the request or demand for such information and a statement of
         its intended response at least 72 hours before the information is
         disclosed. The duties and obligations to maintain Confidential
         Information in this paragraph shall survive any termination of this
         Agreement.

7.       TERMINATION.

         a.       Faust shall have the right to terminate all rights and all
                  options granted to Licensee hereunder if Licensee defaults
                  upon any of its obligations hereunder by giving 15 days'
                  written notice of termination to Licensee specifying the
                  default(s) for which termination is noticed and the date (not
                  less than 15 days distant) on which termination shall be
                  effective; provided, however, that if Licensee shall have
                  cured the specified default(s) prior to the date for which
                  termination was noticed, such notice shall be of no force or
                  effect.

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         b.       All rights and all options granted hereunder shall terminate
                  automatically in the event Licensee should (i) voluntarily
                  seek, consent to, or acquiesce in the benefit or benefits of
                  any Debtor Relief Law ( defined hereinafter), or (ii) become a
                  party to (or be made the subject of) any proceeding provided
                  for by any Debtor Relief Law, other than as a creditor or
                  claimant, that could suspend or otherwise adversely affect the
                  Rights (defined hereinafter) of Faust granted herein (unless,
                  in the event such proceeding is involuntary, the petition
                  instituting same is dismissed within 60 days of the filing of
                  same). "Debtor Relief Law" means the Bankruptcy Code of the
                  United States of America and all other applicable liquidation,
                  conservatorship, bankruptcy, moratorium, rearrangement,
                  receivership, insolvency, reorganization, suspension of
                  payments, or similar Laws from time to time in effect
                  affecting the Rights of creditors generally. "Rights" means
                  rights, remedies, powers, and privileges. "Laws" means all
                  applicable statutes, laws, ordinances, regulations, orders,
                  writs, injunctions, or decrees of any state, commonwealth,
                  nation, territory, possession, county, parish, municipality,
                  or Tribunal. "Tribunal" means any court or governmental
                  department, commission, board, bureau, agency, or
                  instrumentality of the United States or of any state,
                  commonwealth, nation, territory, possession, county, parish,
                  or municipality, whether now or hereafter constituted and/or
                  existing.

         c.       In the event of termination of this Agreement:

                  1.       All obligations of confidentiality shall remain in
                           full force and effect; and

                  2.       Licensee shall return, deliver, and assign to Faust
                           all written records containing know-how, notebooks,
                           reports, data, applications for approval, approvals,
                           and all writings, including magnetically recorded
                           writings or legible and readable copies thereof,
                           which relate to or describe the use or
                           characteristics of the Software that are in its
                           possession, custody, or control.

7.       ASSIGNMENT. Licensee shall not assign this exclusive license, or part
         with possession of any source code, without the prior written consent
         of Licensee or an Agreement by the assignee to abide by the terms of
         this Agreement. Licensor's rights, title and interest in and to this
         Agreement may be transferred and assigned by Licensor without notice
         and Licensors assignee shall have all the rights, powers, privileges
         and remedies of Licensor hereunder.

8. OTHER PROVISIONS.

         a.       Notices. All notices, demands, requests, or other
                  communications required or authorized hereunder shall be
                  deemed given sufficiently if in writing and if personally
                  delivered; if sent by facsimile transmission, confirmed with a
                  written copy thereof sent by overnight express delivery; if
                  sent by registered mail or certified mail, return receipt
                  requested and postage prepaid; or if sent by overnight express
                  delivery:

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                  If to Faust, to:       Dan Faust
                                         276 East Main Street
                                         Duchesne, Utah 84021

                  If to Licensee, to:    Systems Research, Inc.R. Bret Jenkins
                                         765 North Bluff Street #0
                                         St. George, Utah 84770

                  or such other addresses and facsimile numbers as shall be
                  furnished by any party in the manner for giving notices
                  hereunder, and any such notice, demand, request, or other
                  communication shall be deemed to have been given as of the
                  date so delivered or sent by facsimile transmission, five days
                  after the date so mailed, or one day after the date so sent by
                  overnight delivery.

         b.       Entire Agreement; Modification. This Agreement and the
                  Schedule executed pursuant hereto constitute the entire
                  agreement between the parties with respect to the subject
                  matter hereof and supersede all prior agreements, whether
                  written or oral. This Agreement shall not be modified except
                  by a writing signed by both parties.

         c.       No Waiver. No waiver of any of the provisions contained in
                  this Agreement shall be valid unless made in writing and
                  executed by the waiving party. It is expressly understood that
                  in the event either party shall on any occasion fail to
                  perform any terms of this Agreement and the other party shall
                  not enforce that term, the failure to enforce on that occasion
                  shall not prevent enforcement on any other occasion. Further,
                  no single or partial exercise by Licensor of any right
                  hereunder shall preclude any further exercise thereof or the
                  exercise of any other right.

         d.       Headings. The headings of this Agreement are for convenience
                  only and shall not alter or otherwise affect the meaning
                  hereof, nor be referred to in construing this Agreement.

         e.       Time is of the essence of this Agreement.

         f.       Invalidity. If any section of this Agreement is held invalid
                  by any law, rule, order, regulation, or promulgation of any
                  government or by the final determination of any court having
                  competent jurisdiction, such law, rule, order, regulation,
                  promulgation, or determination shall have no effect outside
                  the jurisdiction of such government or court and shall not
                  affect the enforceability of any other sections not held to be
                  invalid, and this Agreement shall be and remain in full force
                  and effect as to all provisions not held to be invalid.

         g.       Governing Law and Venue. This Agreement, and all transactions
                  contemplated hereby, shall be governed by, construed and
                  enforced in accordance with the laws of the State of Utah. The
                  parties herein waive trial by jury and agree to submit to the
                  personal jurisdiction and venue of a court of subject matter
                  jurisdiction located in Salt Lake County, State of Utah.

         h.       Limitations Period. No action shall be entertained by any
                  court of competent jurisdiction if filed more than one year
                  subsequent to the date the cause(s) of action actually
                  accrued, regardless of whether damages were otherwise as of
                  said time calculable.

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         i.       Attorneys' Fees. In the event that litigation or arbitration
                  results from or arises out of this Agreement or the
                  performance thereof, the parties agree that the non-prevailing
                  party shall reimburse the prevailing party's reasonable
                  attorneys' fees, court costs, and all other expenses, whether
                  or not taxable by the court as costs, in addition to any other
                  relief to which the prevailing party may be entitled.

9.       OPTION TO PURCHASE AT END OF LICENSE TERM. Licensor hereby grants
         Licensee an option to purchase the licensed Software at the expiration
         of the term, for the consideration of $1.00. Licensee shall have sixty
         days after the term of this Agreement to notify Licensor of its intent
         to exercise this option to purchase. Such payment shall be made to
         Licensor within 60 days of the end of the term.

         The parties hereto have caused this agreement to be executed on their
behalf, or individually, effective the day and year first above written.

/s/ Dan Faust
--------------------
Dan Faust
                                          Systems Research, Inc.
/s/ Leonard Cooke                         By: /s/ R. Bret Jenkins
--------------------                         ----------------------------
Leonard Cooke                                Its President


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                                   SCHEDULE A


1. SOFTWARE LIST.

         The Software licensed hereunder is code named Quick Access. This
license, with the option to purchase, includes all rights to the source code
developed, up to and including the date of this agreement, and any and all
enhancements, improvements, modifications, and developments to the source code.
It is the intent of the parties to licensee all rights and interests either
developed or to be developed in the Software. It includes:

         a.       All machine code, object code or other source code that has
                  been developed or is developed in the future,
         b.       All derivative works and personal modifications,
         c.       All intellectual property rights,
         d.       All applications and custom work completed, all trade secrets,
                  confidential information and documentation regarding the
                  Software.

Initials:
Licensor          RBJ
                  LC
Licensee          DF