<PAGE>

                       AGREEMENT TO DEVELOP OEM PRODUCTS

      This Agreement ("Agreement") is made by and between Amiable Technologies,
Inc., a corporation organized under the laws of the Commonwealth of
Pennsylvania, with offices at International Plaza Two, Suite 625, Philadelphia,
Pennsylvania 19113, USA (hereinafter referred to as "ATI") and ALPS ELECTRIC
CO., LTD., a Japanese corporation with its principal office at 1-7
Yukigaya-Otsuka-cho, Ota-ku, Tokyo, 145-8501 Japan (hereinafter referred to as
"OEM PARTNER").

Recitals:

      WHEREAS, ATI designs and manufactures graphics software and composes
related documentation for use with the Macintosh, Power Macintosh and PC
computers; and

      WHEREAS, OEM PARTNER desires to obtain a license from ATI of certain
rights with respect to certain of ATI's graphics software and related
documentation used with the Windows and Macintosh platforms, as designated
herein, and ATI desires to grant such license to OEM PARTNER, subject to the
terms and conditions set forth herein.

      NOW, THEREFORE, in consideration of the mutual promises contained herein
and intending to be legally bound hereby, the parties hereto agree as follows:

1.    DEFINITIONS

      When used in this Agreement, the following words and phrases shall have
      the meaning set forth below unless the context otherwise requires.

      1.1   "EFFECTIVE DATE" means the date this Agreement is formed, which
            shall occur upon execution thereof by an authorized representative
            of OEM PARTNER and acceptance thereof by an authorized
            representative of ATI.

      1.2   "INTELLECTUAL PROPERTY RIGHTS" means all of ATI's rights, title and
            interest in the Licensed Software and Licensed Documentation,
            including, but not limited to, such rights, title and interests
            provided under any and all patent, copyright, common or any other
            comparable laws of any country, governmental body, or jurisdiction.

      1.3   "LICENSED DOCUMENTATION" means all documentation, related to the
            Licensed Software and the purpose of which is to demonstrate use and
            operation of the Licensed Software, including, but not limited to,
            manuals and tutorials.

      1.4   "LICENSED SOFTWARE or 'SOFTWARE'" means the software programs
            identified on Appendix A, annexed hereto and made a part hereof, in
            object code form, supporting the Macintosh platforms, all Program
            Updates, Program Improvements, revisions thereto, and demonstrations
            thereof, supplied by ATI during the term of this Agreement. The
            parties may, from time to time, add other software programs to
            Appendix A by written agreement, whereupon the term "Licensed
            Software" or "Software" shall then also apply to such other software
            programs.

      1.5   "OEM PARTNER'S OEM PRODUCTS" means, collectively, the Licensed
            Software and Licensed Documentation.

      1.6   "PROGRAM IMPROVEMENTS" means new versions of any Licensed
            Software on the Windows 95,


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            Windows 98, Windows NT, or Macintosh platforms, which are introduced
            by ATI, in ATI's sole judgment, which contain substantial new
            functionality or other changes and additions to the Licensed
            Software.

      1.7   "DEMONSTRATION UNITS" means OEM PRODUCT provided by ATI to OEM
            PARTNER.
            (a)   To be used internally by OEM PARTNER for development purposes.
            (b)   For inclusion with demonstration printer to OEM PARTNER's
                  resellers and OEM PARTNER's OEM PARTNERS to show potential
                  buyers the printer or OEM SOFTWARE.

      1.8   "PROGRAM UPDATES" means any software program modifications with
            respect to Licensed Software implemented in ATI's sole judgment for
            purposes of improving a software program or introducing minor new
            functionality;

      1.9   "TERRITORY" means the entire world.

      1.10  "START DATE" means the date the Licensed Software and Licensed
            Documentation has been approved by OEM PARTNER or the first customer
            shipment by OEM, whichever is earlier.

      1.11  "TRADEMARK" means one or more words or symbols that uniquely,
            distinctly, and legally identifies ATI as the owner, maker, or
            seller of a particular product or indicating the origin of a
            product.

2.    LICENSE OF RIGHTS

      2.1   License. Subject to the terms and conditions of this Agreement, ATI
            will provide to OEM PARTNER a master copy of the Licensed Software
            and Licensed Documentation. ATI hereby grants to OEM PARTNER, and
            OEM PARTNER accepts, a non-transferable, non-exclusive license to
            use the Licensed Software and Licensed Documentation. The license
            granted herein to OEM PARTNER shall permit OEM PARTNER, at its sole
            expense:

            (a)   to copy any software program composing Software onto disk and
                  copy Licensed Documentation related to such Software; and

            (b)   to package and sublicense solely in the Territory the Licensed
                  Software and its related Licensed Documentation under
                  Trademark subject to a form license agreement pre-approved by
                  ATI.

            Nothing in this Agreement is intended or shall be construed to
            convey title in the Licensed Software or Licensed Documentation to
            OEM PARTNER or others, or to convey any right or interest whatsoever
            in the Licensed Software or Licensed Documentation, other than the
            license hereby created, and ATI expressly reserves all title and all
            rights accompanying thereto in and to the Licensed Software and
            Licensed Documentation.

      2.2   Acknowledgment of ATI Rights. OEM PARTNER hereby acknowledges that
            all Licensed Software delivered in any form hereunder, including,
            but not limited to, disks, CD-ROMs and the like, and Licensed
            Documentation are proprietary products of ATI, protected by
            copyright and other applicable laws, and otherxvise constitute trade
            secrets and proprietary information of ATI. OEM PARTNER agrees not
            to use Licensed Software and Licensed Documentation, except in
            accordance with and subject to the terms and conditions of this
            Agreement.

      2.3   Acknowledgment of OEM PARTNER's Rights. ATI hereby acknowledges that
            certain printer specific features, such as printer drivers, printer
            description files, communication with the printer and color profiles
            are a joint development between ATI and OEM PARTNER. ATI agrees to
            notify OEM


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            PARTNER should ATI offer OEM PARTNER'S OEM PRODUCTS to any other
            company besides OEM PARTNER. ATI agrees not to sell OEM PARTNER'S
            OEM PRODUCTS to any other company without OEM PARTNER's express
            written permission.

3.    PROTECTION OF ATI RIGHTS IN LICENSED SOFTWARE AND DOCUMENTATION

      3.1   Prohibited Acts. Except as provided herein or with the prior written
            consent of ATI, OEM PARTNER agrees not to, and will not permit
            others to, do the following:

            (a)   copy, reproduce, alter, reverse engineer, translate,
                  disassemble, or decompile the Licensed Software in whole or
                  in part, or

            (b)   copy, reproduce, alter or translate the Licensed
                  Documentation.

            OEM PARTNER may sell Licensed Software to its resellers and OEM
            partners with the written permission of ATI.

      3.2   Indemnification. OEM PARTNER agrees to indemnify and hold ATI, its
            agents, employees, successors and assigns, harmless for any and all
            claims, losses, damages, expenses, including attorney's fees, or any
            other liability, sustained by any of them, that may result, in whole
            or in part, from the use by OEM PARTNER or any other party, of any
            OEM PARTNER'S OEM PRODUCTS or any associated materials. OEM PARTNER
            agrees to protect ATI against any and all infringements of its
            Intellectual Property Rights by properly notifying ATI of those
            persons or entities who possess any OEM PARTNER'S OEM PRODUCTS, as
            well as all other parties, who are or might be considered to be in
            violation of ATI's Intellectual Property Rights.

            ATI agrees to indemnify and hold harmless OEM PARTNER from and
            against any loss by or liability to OEM PARTNER from any claim,
            loss, damage or liability of any third party arising out of or
            relating to any acts or omissions of ATI, its employees or
            resellers, and/or claims which may be caused by misinterpretation of
            Licensed Software manuals. Such right to indemnification shall
            extend to ATI's failure to perform any of its obligations under this
            Agreement or claims of negligence or strict liability resulting from
            the misuse of the Licensed Software or from defects therein found to
            have been caused by or arising out of ATI's failure to comply with
            any law, regulation or governmental or judicial ordinance.

            If any threatened or actual suit or claim is brought against OEM
            PARTNER and/or any user of Licensed Software for infringement of a
            patent or other legally protected interest caused solely by
            Licensed Software, ATI agrees to defend at its discretion and its
            expense such suit or claim, provided; (1)ATI is notified promptly in
            writing of such claim or of a threatened or actual suit or claim;
            and, (2)If ATI requests, OEM PARTNER shall provide ATI any and all
            of its rights to negotiate; and (3)If ATI so requests, and at ATI's
            expense, OEM PARTNER provides full cooperation and assistance for
            the defense of the same.

            ATI agrees that nothing in this Agreement shall be deemed to confer
            on it any right, title or interest in any of ATI's patents,
            copyrights, trademarks or other intellectual property.

      3.3   Trademark Usage. ATI hereby authorizes OEM PARTNER to use the
            Trademarks in the Territory on or in relation to the OEM PARTNER'S
            OEM PRODUCTS, for the sole purposes of exercising its rights and
            performing its obligations under this Agreement, and for no other
            purposes without the prior written consent of ATI. All products
            shall be marked with ATI's logo. ATI shall grant the use of its
            Trademarks to OEM PARTNER for the purpose of this Agreement only.


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      3.4   OEM PARTNER Assurances. OEM PARTNER agrees, warrants and will take
            steps to assure that:

            (a)   the ATI notice of copyright symbol (i.e. (C) Amiable
                  Technologies, Inc. 2000 All Rights Reserved) appears clearly
                  in the following areas of each and every OEM PARTNER'S OEM
                  PRODUCTS: on the start-up screen (also referred to as "About"
                  or "Help" screen), and

            (b)   each reference to and use of any of the Trademarks by OEM
                  PARTNER is and will be in a manner from time to time approved
                  by ATI and accompanied by an acknowledgment, in a form
                  approved by ATI, that the same is a Trademark (or registered
                  Trademark) of ATI as the case may be;

            (c)   a notice is affixed to or accompanies the OEM PARTNER'S OEM
                  PRODUCTS stating that the Software incorporated therein is
                  licensed for use by the purchaser thereof only, but only to
                  the extent that such use is reasonably necessary for the
                  proper use of the OEM PARTNER'S OEM PRODUCTS for the purposes
                  for which they were designed and providing that such Software
                  shall not be copied or altered.

      3.5   Protection of Intellectual Property Rights. OEM PARTNER shall notify
            existing and future resellers and OEM partners of OEM PARTNER'S OEM
            PRODUCTS that they are required to assist OEM PARTNER in maintaining
            the validity and enforceability of ATI's Intellectual Property
            Rights during and subsequent to the termination of this Agreement.

      3.6   Infringement Notice. OEM PARTNER shall promptly notify ATI of any
            actual, threatened or suspected infringement in the Territory of any
            Intellectual Property Rights of ATI which comes to OEM PARTNER's
            attention, whether from OEM PARTNER'S resellers or otherwise. OEM
            PARTNER will also, at the request and expense of ATI, do all things
            as may be reasonably required to assist ATI in taking or resisting
            any legal proceedings during or subsequent to the termination of
            this Agreement.

4.    License OF OEM PARTNER'S OEM PRODUCTS

      4.1   License. Appendix A sets forth the OEM PARTNER'S OEM PRODUCTS
            subject to this Agreement on the date hereof, and the license fees
            payable by OEM PARTNER to ATI therefor. During the term of this
            Agreement, ATI agrees to license to OEM PARTNER, and OEM PARTNER
            agrees to license from ATI, copies of OEM PARTNER'S OEM PRODUCTS.
            The license of OEM PARTNER'S OEM PRODUCTS permits OEM PARTNER to use
            the master copy of the Licensed Software and Licensed Documentation
            to make the purchased OEM PARTNER'S OEM PRODUCTS. All transactions
            shall be initiated by the submission of a purchase order by OEM
            PARTNER to ATI. Any term of a purchase order inconsistent with the
            terms and provisions of this Agreement shall be null and void and
            deleted from the purchase order containing such term.

      4.2   Per-unit License Fee. The per-unit license fee for the OEM PARTNER'S
            OEM PRODUCTS, as of the date of this Agreement, is set forth on
            Appendix B, annexed hereto, and incorporated by reference herein.

      4.3   Non-exclusive fees. All license fees for OEM PARTNER'S OEM PRODUCTS
            are exclusive of any applicable value added, sales, use, privilege,
            excise, and similar taxes, customs and duties, or any other taxes or
            assessments imposed on such sales, uses or shipment. OEM PARTNER
            shall additionally be


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            liable for and shall pay any such amounts. In the event that ATI is
            required to pay any such amounts, OEM PARTNER will reimburse ATI
            within thirty (30) days after ATI issues an invoice therefor. In
            addition, OEM PARTNER agrees, at its sole expense, to indemnify,
            defend and hold ATI, its agents, employees, successors and assigns,
            harmless for, and forthwith reimburse ATI, its agents, employees,
            successors and assigns from and against any and all liability for
            taxes, assessments or any other governmental imposition of any
            nature whatsoever which may be levied upon or imposed in relation to
            OEM PARTNER'S OEM PRODUCTS after and/or in connection with delivery
            to OEM PARTNER or OEM PARTNER customers. This shall include, but not
            be limited to, any and all taxes, assessments or other charges
            imposed by any governmental authority in the Territory occasioned by
            sales by OEM PARTNER of the OEM PARTNER'S OEM PRODUCTS in the
            Territory.

      4.4   Shipment and Packaging.

            (a)   The cost of shipment for production units shall be home by and
                  billed to OEM PARTNER. The cost of shipment for samples,
                  betas, and products for developmental purposes shall be borne
                  by ATI.

            (b)   The OEM PARTNER'S OEM PRODUCTS shall be packaged in accordance
                  with ATI's then-current packaging specifications, for the mode
                  of shipment selected by ATI. If OEM PARTNER desires or
                  requires different or special packaging, OEM PARTNER shall
                  advise ATI thereof, and shall assume all liability therefor,
                  and shall pay ATI all costs associated therewith.

            (c)   The OEM PARTNER'S OEM PRODUCTS shall be delivered f.o.b. ATI's
                  shipping point, and thereafter, OEM PARTNER shall assume all
                  risk of loss therefor.

5.    TERM OF THE AGREEMENT

      5.1   Term. The term of this Agreement shall commence as of the Effective
            Date and unless sooner terminated by either party as provided
            herein, shall continue for a period of two (2) years from the
            Effective Date, and thereafter, for successive terms of one (1) year
            each, unless either party, at least sixty (60) days prior to the end
            of the initial or any successor term, gives written notice to the
            other party of its intention to terminate this Agreement at the
            conclusion of the term then in progress. Notwithstanding the
            termination of this Agreement and provided that the termination is
            not the result of breach of this Agreement by OEM PARTNER or by
            reason of those events set forth in "5.3" hereof, ATI agrees to
            license OEM PARTNER'S OEM PRODUCTS to OEM PARTNER for the six (6)
            month period following the termination of this Agreement, at ATI's
            then current license fees and upon such other terms and conditions
            as ATI may require.

      5.2   Prior Termination. This Agreement may be terminated at any time upon
            ninety (90) days prior written notice by either party if either
            party files a voluntary petition in bankruptcy or under any similar
            insolvency law, makes an assignment for the benefit of its
            creditors, becomes insolvent, or if any involuntary petition in
            bankruptcy or under any similar insolvency laws is filed against it,
            or if a receiver is appointed for, or a levy or attachment is made
            against substantially all of its assets, and such involuntary
            petition is not dismissed or such receiver or levy or attachment is
            not discharged within ninety (90) days after the filing or
            appointment thereof.

      5.3   Termination Upon Breach. This Agreement may also be terminated,
            without notice, by ATI if OEM PARTNER fails to pay the amount of any
            purchase order when payment is due under this Agreement. This
            Agreement may also be terminated upon ten (10) days' written notice
            by OEM PARTNER or by ATI if the other party fails to comply with any
            other undertaking, covenant, term, or provision of this


Agreement to Develop OEM Products (DRAFT)    5                   3/29/00
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            Agreement. ATI's and OEM PARTNER's right to terminate this Agreement
            under the preceding sentence of this paragraph may not be exercised
            unless the party seeking to terminate shall have given the other
            party notice of the failure and the other party shall have refused
            or failed to correct or cure its default within thirty (30) days
            following notice from the party seeking to terminate.

      5.4   Effect of Termination. The termination of this Agreement shall not
            (i) affect any of OEM PARTNER's obligations hereunder with respect
            to indemnification and the protection of ATI's Intellectual Property
            Rights in OEM PARTNER's OEM PRODUCTS, or (ii) affect the use of OEM
            PARTNER'S OEM PRODUCTS by any party who has acquired the right to
            use any OEM PARTNER'S OEM PRODUCTS, provided that such use is at all
            times subject to and in accordance with the terms and conditions of
            this Agreement. Furthermore, upon the termination of this Agreement,
            ATI shall have no further obligations under this Agreement excepting
            those that may be required under Section 5.1 hereof.

6.      AGREEMENTS OF ATI

        6.1    Telephone Technical Support. ATI agrees to provide reasonable
               telephone technical support, during normal business hours of ATI,
               to designated employees of OEM PARTNER and regarding certain
               customer situations that OEM PARTNER cannot resolve on their own.
               OEM PARTNER is responsible, at its cost, for providing technical
               support to its customers and end-users who acquire copies of OEM
               PARTNER'S OEM PRODUCTS.

        6.2    Obligation to Update OEM PARTNER'S OEM PRODUCTS. During the term
               of this Agreement, ATI agrees to provide annual Program Updates
               and Program Improvements to the Licensed Software listed in
               Appendix A. Program Updates and Program Improvements will be
               limited to support of new operating systems, compatibility with
               new third-party applications, and other similar improvements. New
               feature development and functional enhancements are not covered
               under this Agreement, nor are updates to substitute products
               listed in Appendix A. ATI may elect, upon sixty (60) days written
               notice to OEM PARTNER, to discontinue the design and manufacture
               of Program Updates and Program Improvements for OEM PARTNER'S OEM
               PRODUCTS, in the event that:

            (a)   OEM PARTNER shall become insolvent or fail to pay its
                  obligations as they arise or upon any proceeding being
                  commenced by or against OEM PARTNER under any laws providing
                  relief to OEM PARTNER as a debtor, or

            (b)   there is any actual, threatened or suspected infringement of
                  any Intellectual Property Rights of ATI which comes to OEM
                  PARTNER'S attention as mentioned in Section 3.6.

      6.3   "Bug" Fixes. ATI agrees to use its reasonable efforts to remedy any
            bugs in the Licensed Software in a timely fashion. Should the effort
            be considerable, ATI may notify OEM PARTNER of additional costs and
            charges.

      6.4   Language Translation. Without the prior written consent of ATI, OEM
            PARTNER shall not translate the Licensed Software and Licensed
            Documentation from English into any other language.

      6.5   Rights of Any Third Party. ATI warrants that the use of the Licensed
            Software, by itself, shall not infringe any patent or copyright
            covering the Licensed Software. Not withstanding 8.1 (b) and 8.2 to
            the contrary, ATI agrees, at its own expense, to: (i) defend OEM
            PARTNER against or, at its option, settle any claim, suit or
            proceeding brought against OEM PARTNER on the issue of United States
            patent or copyright infringement with respect to the Licensed
            Software; and (ii) pay OEM PARTNER


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            any reasonable costs, damages and reasonable attorney's fees OEM
            PARTNER is found liable for (other than attorneys' fees incurred by
            OEM PARTNER) as the result of any lawsuit based on such a claim;
            provided that ATI (i) is notified immediately after OEM PARTNER
            receives notice of such claim; (ii) is solely in charge of the
            defense of any settlement negotiations with respect to such claim;
            and (iii) has the right, upon either the occurrence of or the
            likelihood (in the opinion of ATI) of the occurrence of a finding of
            infringement, to (a) procure for OEM PARTNER the right to continue
            using the Licensed Software; or (b) replace the Licensed Software
            with other equivalent, noninfringing software. ATI assumes no
            responsibility for any product not supplied by it, or for any
            product supplied by it which has been changed, modified, adapted or
            refitted without the express authorization in writing from ATI.

      6.6   Non-Disclosure. ATI agrees to prevent disclosure of Licensed
            Software's pre-release products, versions, updates, upgrades and
            features. Without OEM PARTNER'S prior written consent, ATI further
            agrees not to reveal OEM PARTNER'S marketing strategies, pricing
            schedules, or other trade secrets which are not publicly known
            through no wrongful act of ATI.

      6.7   Training. ATI agrees to provide one week of training at its
            facilities to OEM PARTNER on OEM PARTNER'S OEM PRODUCTS at no
            charge. OEM PARTNER may request additional training at its
            facilities with thirty (30) days notice. OEM PARTNER assumes all
            associated costs of training for its employees.

      6.8   Specifications. ATI agrees to develop precise product specifications
            for OEM PARTNER'S OEM PRODUCTS. OEM PARTNER agrees to provide
            feedback and/or approval of specifications within ten business days
            of receipt.

      6.9   Warranty. ATI represents and warrants that:

            a)    ATI is the rightful owner of all rights, title and interests
                  in and to the Licensed Software, including, without
                  limitation, any patents, copyrights, trademarks and other
                  intellectual property rights with respect thereto

            b)    ATI is under no restraints arising from contractual or
                  confidential relationships with any third party which may
                  adversely affect or be inconsistent in any manner with the
                  parties respective rights and obligations hereunder

            c)    To ATI's knowledge, sale and distribution of the Licensed
                  Software to the end users does not and will not infringe upon
                  any patents, copyrights, or any other proprietary rights of
                  any third party

            d)    ATI has neither granted any rights or licenses nor entered
                  into any transaction or contractual relation with any third
                  party which is/are inconsistent with any of the rights,
                  licenses, and/or obligations of OEM PARTNER under this
                  Agreement.

            ATI further warrants to OEM PARTNER that, at the time of delivery,
            the Licensed Software sold hereunder shall conform substantially to
            the description/specification agreed by the parties and shall be
            free from defects in material and workmanship.

            ATI warrants and accepts responsibility regarding claims, demands,
            proceedings or costs resulting from any alleged infringement by
            Licensed Software of any intellectual property rights of third
            parties.

7.    AGREEMENTS OF OEM PARTNER


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      7.1   Minimum License. OEM PARTNER agrees to license a minimum quantity of
            [information redacted]## per year, starting with Start Date. Over
            the initial term of this agreement, OEM PARTNERS will purchase a
            minimum of [information redacted]## units from the Start Date of
            this contract to December 31, 2001.

      7.2   Payment of Royalties. All royalties due in accordance with the term
            of this Agreement shall be paid in US Dollars within 30 days after
            invoice receipt. With each royalty payment OEM PARTNER shall include
            a written summary, broken out by OEM company, month of sale and
            country categories of: (a) the number and types of licensed systems
            distributed or used internally by OEM during the monthly; and (b)
            any other information which may be required to determine whether OEM
            PARTNER is paying the correct royalty amount hereunder.

      7.3   When Royalties Are Earned. All royalties due hereunder shall be
            eamed on the date OEM PARTNER ships a Licensed System to its
            customer. ATI may, but is not obligated to, provide DEMONSTRATION
            UNITS to OEM PARTNER at reduced or no cost to OEM PARTNER Any uses
            or applications which fall outside of definition of DEMONSTRATION
            UNITS, are defined as "LICENSED SOFTWARE" and subject to the terms
            and conditions of Agreement. This includes, but is not limited to,
            DEMONSTRATION UNITS provided with demonstration printers, which are
            later sold. In such cases, DEMONSTRATION UNITS becomes LICENSED
            SOFTWARE and are subject to the terms and conditions of Agreement.
            ATI will provide OEM PARTNER with a maximum number of DEMONSTRATION
            UNITS of 1% of OEM PARTNER'S annual commitment.

      7.4   Right of Audit. OEM PARTNER shall maintain a complete, clear,
            accurate record of: (a) the number and types of Licensed Systems
            distributed or used intemally by OEM PARTNER; (b) the number and
            types of Coded Font Programs, by Typefaces, bundled with Licensed
            Software; and (c) any other information which may be required to
            determine whether OEM PARTNER is paying the correct royalty amount
            hereunder. To ensure compliance with the terms of this Agreement,
            ATI, at its own expense, shall have the right to conduct an
            inspection and audit of all the relevant accounting and sales books
            and records of OEM PARTNER during regular business hours at OEM
            PARTNER'S offices and in such a manner as not to interfere with OEM
            PARTNER'S normal business activities. In no event shall audits be
            made hereunder more frequently than every six (6) months. If such
            inspections should disclose any underreporting, OEM PARTNER shall
            promptly pay ATI such amount, together with interest thereon at the
            rate of 1-1/2% per month or the highest interest rate allowed by
            law, whichever is lower, from the date on which such amount became
            due.

      7.5   Marketing Efforts. OEM PARTNER agrees to use its reasonable,
            commercial efforts to market, sell and distribute the OEM PARTNER'S
            OEM PRODUCTS, and further agrees that the marketing and advertising
            efforts will be of high quality, and will preserve the professional
            image and reputation of ATI.

      7.6   Published/Printed Materials. OEM PARTNER agrees to refrain from
            placing any reference to OEM PARTNER'S OEM PRODUCTS being based on
            ATI STANDARD SOFTWARE in any printed materials other than those set
            forth in 3.4 (a) and (b) hereof.

      7.7   Non-Disclosure. OEM PARTNER agrees to prevent disclosure of
            pre-release products, versions, updates, upgrades and features,
            including Program Improvements and Program Updates, that it may be
            privileged to receive from ATI before the general public. Without
            ATI's prior written consent, OEM PARTNER further agrees not to
            reveal ATI's marketing strategies, pricing schedules, or other trade
            secrets which are not publicly known through no wrongful act of OEM
            PARTNER.

      7.8   Non-exclusive License. ATI hereby reserves all of its rights, title
            and interests to software and documentation which it owns or may own
            in the future which is similar to Licensed Software and

-------------------
## The information contained in this portion of the agreement has been omitted
and filed separately with the Securities and Exchange Commission pursuant to a
request for confidential treatment.

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            Licensed Documentation, including but not limited to, the right to
            sell such software using the trademark PhotoPRINT or any other
            trademark.

      7.9   Reports. OEM PARTNER agrees to provide ATI with copies of all
            technical reports of problems or bugs discovered, if any, in the
            Licensed Software, and suggestions and feedback from customers.

      7.10  Responsibity for OEM PARTNER'S OEM PRODUCTS. OEM PARTNER shall have
            the exclusive control over the use and disposition of OEM PARTNER'S
            OEM PRODUCTS licensed under this Agreement. OEM PARTNER agrees to be
            responsible for the proper use, production, supervision, and
            ultimate disposition of OEM PARTNER'S OEM PRODUCTS in accordance
            with OEM PARTNER'S own rules and regulations which shall not be in
            derogation of the terms and provisions of this Agreement.

      7.11  Indemnity. OEM PARTNER agrees, at its sole expense, to indemnify,
            defend, and hold ATI, its agents, employees, successors and assigns,
            harmless for, and forthwith reimburse ATI, its agents, employees,
            successors and assigns, for any loss, cost, damage or expense
            (including attomey's fees and other costs of litigation) arising
            from the breach by OEM PARTNER of any of its obligations under the
            terms and provisions of this Agreement.

      7.12  Modification of OEM PARTNER'S OEM PRODUCTS. OEM PARTNER shall not
            modify the Licensed Software, except upon the written consent of
            ATI. In the event that ATI provides written consent to OEM PARTNER,
            any modification shall merge and become a part of the Licensed
            Software subject to the terms and conditions of this Agreement.

      7.13  Return of Master Copies of Licensed Software and Licensed
            Documentation. Upon the termination of this Agreement, OEM PARTNER
            agrees to immediately return to ATI all master copies of Licensed
            Software and Licensed Documentation and all demonstration copies
            provided to OEM PARTNER with respect to OEM PARTNER'S OEM PRODUCTS.

      7.14  Security of Software. To ensure that OEM PARTNER'S OEM PRODUCTS are
            limited to be sold with OEM PARTNER'S equipment, OEM PARTNER will
            make reasonable adjustments to equipment firmware to allow OEM
            PARTNER'S OEM PRODUCTS to detect a printer identification code.

8.    MISCELLANEOUS PROVISIONS

      8.1   Limitation of Liability.

            (a)   ATI shall not be liable for delays in delivery or failure to
                  manufacture or deliver any OEM PARTNER'S OEM PRODUCTS or
                  otherwise to perform any obligation due to OEM PARTNER under
                  this Agreement resulting from any cause beyond ATI's
                  reasonable control, including but not limited to, acts of God,
                  acts of civil or military authority; labor disputes, fire,
                  riots, civil commotion, sabotage, war, embargo, blockage,
                  floods, earthquakes, epidemics, power surges, Governmental
                  restrictions, or failure of a supplier to deliver sald
                  products.

            (b)   Any provision of this Agreement to OEM PARTNER, any end-user
                  of an OEM PARTNER'S OEM PRODUCTS or other third party, whether
                  based to the contrary notwithstanding, in no event shall ATI's
                  liability under or arising out of this Agreement, whether
                  based upon breach of contract, warranty, negligence, gross
                  negligence, strict liability, negligent misrepresentation or
                  any other legal or equitable ground of action, include any
                  special, indirect, incidental, consequential,


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<PAGE>

                  exemplary or punitive damages of any kind whatsoever, or
                  include claims for loss of use, loss of business, loss of
                  data, or loss of profits, all of the foregoing of which are
                  acknowledged by the parties as specifically excluded from
                  ATI's liability, even if ATI shall have been advised of the
                  possibility of such potential loss or damage. The liability of
                  ATI arising hereunder or out of the supplying of any OEM
                  PARTNER'S OEM PRODUCTS or license of software or their use,
                  whether based upon warranty, contract, negligence, strict
                  liability, negligent misrepresentation or otherwise, shall not
                  in any case exceed the original cost to OEM PARTNER of such
                  Products.

      8.2   Negation of Warranty. THE OEM PARTNER'S OEM PRODUCTS ARE PROVIDED ON
            AN "AS IS" BASIS, AND THERE ARE NO WARRANTIES OF ANY KIND, EXPRESS
            OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF
            MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. OEM PARTNER
            SHALL BE SOLELY RESPONSIBLE FOR THE SELECTION, USE, EFFICIENCY AND
            SUITABILITY OF THE OEM PARTNER'S OEM PRODUCTS, AND ATI SHALL HAVE NO
            LIABILITY THEREFOR.

      8.3   Entire Agreement. This is the entire and exclusive Agreement of the
            parties with respect to the subject matter thereof. This Agreement
            supersedes all prior proposals, oral or written, and all
            negotiations, conversations or discussions heretofore between the
            parties related to this Agreement. OEM PARTNER acknowledges that it
            has not been induced to enter into this Agreement by any
            representations or statements, oral or written, not expressly
            contained herein, including statements or representations contained
            in general sales literature or made by sales personnel. The terms
            and conditions of this Agreement shall prevail, notwithstanding any
            variance with the terms and conditions of any order or other
            instrument submitted by OEM PARTNER. This Agreement shall not be
            modified except by a subsequently dated written amendment or
            appendix signed on behalf of ATI and OEM PARTNER by respective duly
            authorized representative.

            Notices. Any notices, demands or requests required or permitted to
            be made pursuant to, under or by virtue of this Agreement must be in
            writing and mailed, postage prepaid and by certified or registered
            mail, return receipt requested, or delivered by Federal Express or
            other reputable independent overnight delivery service providing
            written evidence of delivery, or by hand delivery by reputable
            independent courier providing written evidence of delivery,
            addressed as follows:

            To ATI:
            Amiable Technologies, Inc.
            Attn: VP Marketing
            International Plaza Two, Suite 625
            Philadelphia, PA 19113 USA

            To OEM PARTNER:
            ALPS ELECTRIC CO., LTD.
            Attn:
            1-7 Yukigaya
            Otsuka-cho, Ota-ku
            Tokyo, 145-850
            Japan

            Such notices, demands or requests shall be deemed to have been given
            and delivered on the earlier of the date of actual receipt thereof,
            or (i) if delivered by Federal Express or other reputable overnight
            delivery service, on the business day next succeeding the date on
            which the same was delivered by the sender to such courier, or (ii)
            if by United States certified or registered mail, three (3) business
            days


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<PAGE>

            after the date of mailing, or on the date of actual receipt,
            whichever is earlier. Either party may change the address to which
            such notices, demands or requests shall be mailed hereunder by
            written notice of such new address mailed to the other party hereto
            in accordance with the provisions of this paragraph. Notice given by
            legal counsel on behalf of any party shall be deemed to be given by
            such party.

      8.4   Headings. The subject headings of the paragraphs of this Agreement
            are included for convenience of reference only and shall not affect
            the construction or interpretation of any of its provisions.

      8.5   Governing Law. The parties hereto agree that the rights and
            obligations under this Agreement shall not be governed by the United
            Nations Convention on Contracts for the International Sale of Goods.
            The validity, interpretation, or performance of this Agreement and
            the transactions contemplated by this Agreement, shall be governed
            by the laws of the Commonwealth of Pennsylvania, USA, excluding the
            application of its conflicts of laws rules. Any dispute arising
            hereunder shall be referred to the courts of Pennsylvania, or at
            ATI's sole discretion, to the courts where OEM PARTNER business is
            situated.

      8.6   Assignment. OEM PARTNER shall not assign or otherwise transfer its
            rights and obligations under this Agreement, whether by operation of
            law or otherwise, without the written consent of ATI. For purposes
            of this Agreement, the merger, consolidation, reorganization or
            sale, transfer or conveyance of substantially all of OEM PARTNER
            assets to a third party shall be considered a prohibited transfer
            hereunder.

      8.7   Severability. In case any one or more of the provisions contained in
            this Agreement shall, for any reason, be held to be invalid,
            illegal, or unenforceable in any respect, such invalidity,
            illegality or unenforceability shall not affect any other provision
            of this Agreement, and this Agreement shall be construed as if such
            invalid, illegal, or unenforceable provision had never been
            contained herein.

      8.8   Consent to Breach Not Waiver. No term or provision hereof shall be
            deemed waived and no breach excused, unless such waiver or consent
            shall be in writing and signed by the party claimed to have waived
            or consented. Any consent by any party to, or waiver of, a breach by
            the other, whether express or implied, shall not constitute a
            consent to, waiver of, or excuse for any other different or
            subsequent breach.

      8.9   Counterparts. This Agreement may be executed in any number of
            counterparts. Each counterpart shall be deemed to be an original
            instrument, and all such counterparts, together shall constitute but
            one instrument.

      8.10  Construction. Each and every provision of this Agreement has been
            mutually negotiated, prepared and drafted, and in connection with
            the construction of any provision hereof, no consideration shall be
            given to the issue of which party actually prepared, drafted,
            requested, or negotiated any provision of this Agreement or its
            deletion. All capitalized terms used herein and not otherwise
            defined herein shall have ascribed to them the meaning contained in
            this Agreement. For purposes of this Agreement, the neuter shall
            include the masculine and the feminine, the masculine shall include
            the feminine, the feminine shall include the masculine, the singular
            shall include the plural, and the plural shall include the singular,
            as the context may require.

      8.11  Relationship of Parties. Each party acknowledges and agrees that it
            is not the partner, joint venture, agent, legal representative, or
            employee of the other. Neither party is granted the right or
            authority to assume or to create any obligation or responsibility,
            express or implied, on behalf of or in the name of the other or to
            bind the other in any manner to anything whatsoever.


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<PAGE>

      8.12  Binding Effect. This Agreement shall be binding upon and inure to
            the benefit of the parties and their respective representatives,
            agents, permitted successors and permitted assigns.


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<PAGE>

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date set
forth below and each party holds one original copy.


     Amiable Technologies, Inc.                ALPS ELECTRIC CO.,LTD.

          DR. RAMON HAREL                           YOZO YASUOKA
     --------------------------               -----------------------
           (Printed Name)                          (Printed Name)

             PRESIDENT                             General Manager
     --------------------------               -----------------------
              (Title)                                  (Title)

     By: /s/ Ramon Harel                      By: /s/ Yozo Yasuoka
     --------------------------               -----------------------
            (Signature)                              (Signature)

           March 29, 2000                         March 31, 2000
     --------------------------               -----------------------
            (Date Signed)                           (Date Signed)


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<PAGE>

                                   Appendix A

                            OEM PARTNER'S OEM PRODUCTS

The Licensed Software and Licensed Documentation shall be delivered on Gold CD
consisting of the following:

Micro-Dry RIP
Basic Personal Edition
A stand-alone printer driver with the following prelimirary specifications:
1       Ability to drive the ALPS PS-1 printer;
2.      Printing directly from supported third-party applications;
3.      Support of four-color printing; and
4.      Support of Macintosh platform

Advanced Personal Edition (optional)

DOCUMENTATION
        User manual and on-line help consisting of the following:
        o  Hardcopy installation sheet.
        o  User Manual in PDF format

LOCALIZATION
       Software shall be provided in the following languages:
        o  English
        o  Japanese

        Documentation shall be provided in the following languages:
        o  English


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<PAGE>

                                   Appendix B

1.    LICENSE FEE

The per-unit license fee for OEM PARTNER'S OEM PRODUCT shall be [information
redacted]## for units without Kanji fonts. Within Japan, two fonts must be
licensed with each OEM PARTNER'S OEM PRODUCT including the DEMONSTRATION UNITS
sold at [information redacted]## apiece. Therefore, units with Kanji fonts are
[information redacted]##. ATI will provide Roman fonts for all units. These
Roman fonts will correspond to what is provided by bundle from Adobe to ATI.
Should a hardware key (dongle) be necessary, it can be included at a cost of
[information redacted]## per key.

2.    NON-RECURRING ENGINEERING (NRE) CHARGES

NRE charges related to customization of OEM PARTNER'S OEM PRODUCT of
[information redacted]## shall be due based on the following schedule:

March 31, 2000 - [information redacted]##
June 30, 2000 - [information redacted]##

Windows option
o  OEM PARTNER will decide by May 1, 2000
o  [information redacted]## additional NRE

3.    PAYMENT SCHEDULE

Royalty fees will be calculated on a quarterly basis based on number of OEM
PARTNER'S OEM PRODUCTS licensed by OEM PARTNER. OEM PARTNER will provide ATI a
quarterly royalty report listing total units sold and royalty due.


-------------------
## The information contained in this portion of the agreement has been omitted
and filed separately with the Securities and Exchange Commission pursuant to a
request for confidential treatment.


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