INFORMATION LICENSING AGREEMENT (RAW DATA)



INFORMATION LICENSING AGREEMENT (RAW DATA)





	This Agreement is made this 5th of December, 2000 by and between DIT
Ventures("Licensee"), a corporation organized under the laws of the State of Michigan and having
its principal place of business at 9420 Telstar Ave., Ste. 211, El Monte, CA, 91731, and ZACKS
Investment Research, Inc ("ZACKS"), a corporation organized under the laws of the State of
Illinois and having its principal place of business at 155 North Wacker Drive, Chicago, IL 60606.


Recitals


	WHEREAS, 





ZACKS is in the business of providing certain equity research, analysis and investment information
as set forth in Schedule A hereto (the "Information"); and





	WHEREAS,





Licensee desires to license a data feed of the Information from ZACKS for the purpose of
providing direct access to certain of the Information via Licensee's Internet web site.


Agreement;





	NOW, THEREFORE,





in consideration of the foregoing and of the mutual promises set forth herein, the parties agree as
follows:


SECTION 1:LICENSE


1.1	ZACKS hereby grants to Licensee a non-exclusive, worldwide right and license (the
"License") to use the Information in the development and production of Licensee's Internet web
site, to incorporate the Information into such Internet web site, and to make the Information
available to users of the Licensee Internet web site.  This license shall be effective as of the first
date written above (the "Effective Date"), and shall include, but not be limited to, the right to
combine the Information with images, photographs, animation, video, audio, text, user interfaces,
software and other information as Licensee may choose.  This License is non-exclusive.  





1.2	ZACKS will provide Licensee with a File Transfer Protocol (FTP) account allowing Licensee
periodic access to ZACKS' secure database containing the Information.  





1.3	ZACKS shall perform, at its expense, all technical development and support work
necessary to meet its obligation to create and maintain the Information and FTP databases as
required hereunder.  Such technical development and support work shall include, without
limitation, a reasonable (in ZACKS' discretion) amount of support and technical assistance,
available Monday through Friday (excluding market holidays) 9am to 5pm CST via the technical
support phone number, to Licensee as reasonably necessary to enable Licensee to access the
ZACKS Information in the agreed-upon formats.   ZACKS shall also provide Licensee with a
reasonable (in ZACKS' discretion) amount of telephone and e-mail technical support for Licensee
questions regarding the Information.  Said support shall include providing support persons from
ZACKS specifically designated to respond to Licensee inquiries. 





SECTION 2:OBLIGATIONS OF LICENSEE


2.1	Licensee's use and formatting of the Information on Licensee's Internet web site shall be
subject to ZACKS review from time to time, and Licensee shall ensure that ZACKS has ongoing
access to Licensee's Internet web site to monitor such use.  ZACKS prior consent as to the use of
the Information is not required; however, ZACKS retains the right to request Licensee to promptly
modify its use of any of the Information.  If Licensee refuses such request, ZACKS may, by
delivering written notice to Licensee, terminate this Agreement and Licensee's use of ZACKS'
Information upon a least five (5) days written notice of such intent to terminate.  Upon such
termination, Licensee shall be entitled to a refund of any License Fees paid ZACKS by Licensee
for any period after such termination. 





2.2	Licensee will provide one or more graphics with ZACKS' attribution and branding at the
bottom of all pages containing Information (the "ZACKS Content Pages"), subject to Licensee
guidelines and as otherwise set forth herein.  Licensee shall provide links on the ZACKS Content
Pages to read "Data Provided by ZACKS Investment Research, Inc., www.zacks.com."  Hypertext
and/or graphic links from the ZACKS Content Pages will be directed to ZACKS' Internet web site
"(www.zacks.com)" or otherwise, at ZACKS' direction.  ZACKS reserves the right to change these
attribution and/or copyright declarations by providing written notice to Licensee.  The following
copyright notices and disclaimers are applicable with respect to the Information, and shall be used
by Licensee in a prominent location whenever and wherever Licensee uses or copies any of the
Information:  


	Copyright (c) 1999-_____ by ZACKS Investment Research, Inc ("ZACKS").
The information, data, analyses and opinions contained herein (1) includes the
confidential and proprietary information of ZACKS,  (2) may not be copied or
redistributed, for any purpose, (3) does not constitute investment advice offered by
ZACKS, (4) are provided solely for informational purposes, and (5) are not
warranted or represented to be correct, complete, accurate or timely.  ZACKS shall
not be responsible for investment decisions, damages or other losses resulting
from, or related to, use of this information, data, analyses or opinions.  Past
performance is no guarantee of future performance.  ZACKS is not affiliated with
[Insert Name of Licensee].





2.3	Except as expressly permitted by this Agreement, Licensee shall not:  (a) use,
copy, modify, merge or install any of the Information; (b) reverse-engineer, decompile,
translate or disassemble any of the Information; (c) sublicense, rent, sell, resell, lease or
otherwise transfer or distribute any of the Information; (d) use any Information in violation of
any applicable law (including data privacy laws and communication regulations and tariffs)
or post any Information to any database or catalog which infringes the intellectual property
rights, or misuses proprietary information, of a third party or which is made in furtherance of
an illegal or fraudulent scheme or activity; or (e) use any of the Information for third-party
training, commercial time-sharing or in the operation of a service bureau.  Notwithstanding
anything to the contrary in this Agreement, Licensee shall not distribute any Information as
part of a general distribution or for marketing, advertising or promotional purposes.  





2.4	Licensee may copy the Information as necessary for archival and backup purposes;
provided that all such archival or backup copies are destroyed upon termination of this Agreement.
All titles, trademarks and copyright, disclaimers and restricted rights notices contained on or with
the Information must be accurately reproduced on each such archival or backup copy (including
on any storage media containing the Information if the Information is archived or backed up on
physical media).


2.5	Licensee shall promptly notify ZACKS if Licensee learns of any unauthorized use of
ZACKS' intellectual property.  Licensee agrees to cooperate with ZACKS' efforts to protect its
interests with respect to ZACKS' intellectual property.  Licensee shall comply with all applicable
laws, rules and regulations with respect to its business and its use of the Information.








SECTION 3: OWNERSHIP


3.1	Not withstanding the licenses granted here in, Licensee acknowledges and agrees that:
(a) the Information is ZACKS' property and contains the valuable copyrighted and proprietary
material of ZACKS; (b) the Information is licensed and not sold to Licensee pursuant to this
Agreement; (c) Licensee shall not have any rights in and to the Information, except as specifically
licensed under this Agreement; and  (d) any and all trademarks and trade names which ZACKS
uses in connection with the Information are and shall remain the exclusive property of ZACKS.
ZACKS shall retain all ownership rights in and to the Information, and nothing contained herein
shall be deemed to transfer to Licensee any ownership rights therein.  Specifically, Licensee does
not have the right to resell or redistribute the Information, or copy in other manner or make
derivative works of the Information in any form for use in any medium currently in existence or
under development, now or in the future.  All rights in and to the Information not specifically
licensed under this Agreement to Licensee shall be owned by ZACKS.  





3.2	Nothing in this Agreement shall impair Licensee's rights at all times to make use of, without
obligation to ZACKS, information similar to the Information which has been, without infringement
upon ZACKS' copyrights, trade secrets or other intellectual property rights, independently obtained
by Licensee or which have become publicly known, whether before or after execution of this
Agreement.





SECTION 4: FEES AND BILLING


4.1	Licensee agrees to pay total annual license fees of $24,000  (the "License Fees") to
ZACKS for the initial one year term (the "Term") of the Agreement which commenced on the
Effective Date.  Fees will be broken down into twelve (12) monthly payments of $2,000.  The initial
monthly License Fee is due upon signing this Agreement and the remaining monthly payments are
payable monthly in advance and pursuant to ZACKS' invoices sent to Licensee each month
thereafter during the Term.  





4.2	Invoices are due and payable upon Licensee's receipt of such invoice. All amounts not
paid to ZACKS within sixty (60) days of the date of the invoice shall accrue interest at the lower of
1.5% per month or the highest rate permitted by applicable law from the due date of such invoice.
Unless Licensee objects in writing to ZACKS concerning a ZACKS invoice within thirty (30) days of
Licensee's receipt of such invoice, ZACKS' information reflected in such invoice and such invoice
itself shall be deemed conclusive and accepted by Licensee.  If Licensee fails to pay any amount
due under this Agreement or otherwise breaches any provision of this Agreement, Licensee shall
pay ZACKS' reasonable attorneys' fees, costs and ancillary fees or expenses incurred in enforcing
this Agreement.


4.3	Licensee and ZACKS agree to keep all proper records and books of account and all proper
entries therein relating to the License Fees paid and payable pursuant to this Agreement.





4.4	ZACKS may, from time to time, offer additional services to Licensee.  For all such
additional services that Licensee makes use of, Licensee shall pay ZACKS the additional charges
set forth in the applicable Order Form or Statement of Work, and if not specified therein, then such
fees shall be at ZACKS' then standard prices.


4.5	Licensee shall be liable for any and all transaction, sales, license, lease or other tax,
whether federal, state or local, resulting from the License or this Agreement, except any tax on
ZACKS' net income.  In the event that Licensee is required by law (including any applicable
international treaties) to deduct a withholding tax or other duty or fee from License Fees or other
payments by Licensee to ZACKS, such payments will be made less the amount of the taxes, duty
or other fees which are required to be withheld.  Licensee shall furnish ZACKS with sufficient
written proof, certificates or receipts as ZACKS may reasonably require to verify that such taxes,
duty or fees have been withheld and paid to the appropriate taxing authority.





SECTION 5:TERM AND TERMINATION


5.1	This Agreement shall be effective as of the Effective Date, and shall continue for the Term
of twelve (12) months commencing on date noted in Schedule B.  Unless either party delivers to
the other written notice of non-renewal at least ninety (90) days prior to the end of the then-current
Term, this Agreement shall automatically be extended for consecutive one-year periods at the end
of each one-year Term.


5.2	If either party shall default in the performance of, or compliance with, any provision
contained in this Agreement, and such default shall not have been cured within thirty (30) days
after written notice thereof shall have been given to the appropriate party, the party giving such
notice may then give further written notice which shall terminate this Agreement, in which event,
this Agreement and License granted hereunder, shall terminate; and the License granted
hereunder, shall terminate on the date specified in such further notice.  ZACKS reserves the right
to terminate Licensee's access to or use of any Information, or take other actions it reasonably
believes necessary to comply with the law and this Agreement. 





5.3	Either party may terminate this Agreement by written notice to the other and may regard
the other party as in default of this Agreement, if the other party becomes insolvent, makes a
general assignment for the benefit of creditors, files a voluntary petition of bankruptcy, suffers or
permits the appointment of a receiver for its business or assets, or becomes subject to any
proceedings under any bankruptcy or insolvency law, whether domestic or foreign, or has wound
up or liquidated, voluntarily or otherwise.  In the event that any of the above events occurs, the
party directly involved in the event(s) listed above shall immediately notify the other party of its
occurrence.


  5.4	Upon Termination of this Agreement by Licensee or ZACKS, Licensee will immediately
delete all files and data items (listed in Schedule A), transferred from ZACKS, and/or files and data
items which were derived from such transferred files, that are stored on Licensee's servers or in
any databases or systems owned by Licensee or under Licensee control, or under the control of
any contractor, service bureau, general or limited partner or agent, whose control and/or
possession of said data derives from an association or relationship with Licensee.  No ZACKS'
data in any form shall remain in the possession of Licensee or any contractors, service bureaus,
general or limited partners or agents, whose control and/or possession of said data derives from
an association or relationship with Licensee, after this Agreement has been terminated.
Notwithstanding the termination or expiration of this Agreement, the applicable rights and
obligations in Sections 2.3, 2.4, 3.1, 4, 5 and 8 through 12, shall survive termination or expiration
of this Agreement.





SECTION 6:ADVERTISING OR PROMOTION


6.1.	Neither party shall make, publish or distribute (whether in print, electronically or otherwise)
any public announcements, press releases, advertising, marketing, promotional or other materials
that use the other party's names, logos, trademarks or service marks or refer to the other party
with regard to the execution or performance of this Agreement, without the prior consent of the
other, which consent shall not be unreasonably withheld.  If within ten (10) days after delivery of
samples of such material, the receiving party has not notified the sending party of its disapproval,
such material shall be deemed approved. 





SECTION 7:REPRESENTATIONS AND WARRANTIES


7.1	ZACKS represents and warrants to Licensee that to ZACKS' knowledge: (a) it has all rights
in and to all copyrights, patents, trademarks and other intellectual property rights associated with
the Information that are necessary to market, distribute and license the Information to Licensee in
accordance with the terms of this Agreement; and (b) the Information is not defamatory and does
not violate a third party's right of privacy. 


 7.2	Licensee represents and warrants that it has the authority to enter into this Agreement, and
the rights and licenses necessary to enter into and perform its obligations under this Agreement.





SECTION 8:DISCLAIMERS


8.1	Although the Information is obtained from sources that are, to ZACKS' knowledge, reliable,
ZACKS does not represent or warrant and Licensee acknowledges that ZACKS does not
guarantee:  (a) the accuracy, correctness, integrity, completeness or timeliness of the Information;
or (b) that the Information complies with any requirements of any private or public organization or
association, or the securities laws or regulations of any jurisdiction.  ZACKS is not responsible for
investment decisions, damages or other losses resulting from use of the Information.  The
timeliness of the Information is dependent upon ZACKS' collection schedule for the data upon
which such Information is based and the level of cooperation from the sources of such information,
which are outside of ZACKS' control.


  8.2	EXCEPT AS EXPRESSLY SET FORTH IN SECTION 7, THE INFORMATION IS
PROVIDED "AS IS" AND ALL FAULTS AND THE ENTIRE RISK AS TO SATISFACTORY
QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH LICENSEE.  ZACKS
DISCLAIMS ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OR CONDITIONS OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT,
ACCURACY OF INFORMATIONAL CONTENT, ABSENCE OF VIRUSES AND DAMAGING OR
DISABLING CODE, AS WELL AS IMPLIED WARRANTIES ARISING FROM COURSE OF
DEALING OR COURSE OF PERFORMANCE.  WITHOUT LIMITING THE GENERALITY OF THE
FOREGOING, ZACKS DOES NOT REPRESENT OR WARRANT THAT IT WILL CONTINUE TO
OPERATE ITS INTERNET WEB SITE(S) IN THEIR CURRENT FORM, THAT SUCH SITE(S)
WILL BE ACCESSIBLE WITHOUT INTERRUPTION, THAT SUCH SITE(S) WILL MEET THE
REQUIREMENTS OR EXPECTATIONS OF LICENSEE, OR THAT ANY MATERIALS ON SUCH
SITE(S) OR THE SERVER THAT MAKES SUCH SITE(S) AVAILABLE ARE FREE FROM
ERRORS, DEFECTS, DESIGN FLAWS OR OMISSIONS.  ZACKS SPECIFICALLY DISCLAIMS
ANY WARRANTY OR REPRESENTATION THAT THE INFORMATION WILL MEET LICENSEE'S
REQUIREMENTS OR THAT USE AND ACCESS TO THE INFORMATION WILL BE
UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE INFORMATION, IF ANY,
WILL BE CORRECTABLE OR CORRECTED, OR THAT THE INFORMATION FORMAT IS
COMPATIBLE WITH ANY PARTICULAR PLATFORM.





SECTION 9:LIMITATION OF LIABILITY


9.1	ZACKS' entire liability and Licensee's exclusive remedy, for any breach of a representation
or warranty under this Agreement shall be, at ZACKS' sole election, (a) the replacement of any
defective Information component, or (b) the termination of this Agreement, with a refund of any
License Fees associated with undelivered Information access, updates or upgrades to which
Licensee would otherwise have been entitled.


9.2	REGARDLESS OF THE BASIS ON WHICH LICENSEE OR ANY THIRD PARTY MAY BE
ENTITLED TO RECOVER DAMAGES FROM ZACKS (INCLUDING:  BREACH OF WARRANTY,
CONTRACT OR FIDUCIARY DUTY; FRAUD, NEGLIGENCE, MISREPRESENTATION OR
OTHER TORT; OR INDEMNITY), ZACKS' AGGREGATE LIABILITY UNDER THIS AGREEMENT
OR IN ANY WAY IN CONNECTION WITH THE INFORMATION OR THE USE  THEREOF, IS
LIMITED TO ACTUAL DIRECT DAMAGES THAT CAN BE PROVEN UP TO AN AMOUNT NOT
TO EXCEED THE AGGREGATE OF LICENSE FEES PAID TO ZACKS BY LICENSEE FOR THE
SIX-MONTH PERIOD PRIOR TO THE DATE WHEN SUCH PROBLEM OCCURRED IN
CONNECTION WITH THIS AGREEMENT.  FURTHERMORE, THE PARTY SUFFERING SUCH
DAMAGES OR LOSSES MUST FIRST EXHAUST ANY AVAILABLE LEGAL AND EQUITABLE
REMEDIES AGAINST PARTIES OTHER THAN ZACKS.


9.3	ZACKS SHALL IN NO EVENT BE LIABLE TO LICENSEE OR ANY THIRD PARTY
(INCLUDING LICENSEE'S CLIENTS) FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR
CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS, SAVINGS, REVENUES,
BUSINESS OPPORTUNITIES OR BUSINESS ADVANTAGES OR CLAIMS FOR
INDEMNIFICATION UNDER SECTION 10.1 HEREOF) UNDER THIS AGREEMENT OR IN ANY
WAY IN CONNECTION WITH THE INFORMATION OR THE USE THEREOF WHATSOEVER,
EVEN IF ZACKS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.


 9.4	Some jurisdictions do not allow the exclusion or limitation of incidental or consequential
damages.  Accordingly, the provisions of Sections 9.2 and 9.3 above may not be applicable or
enforceable in some jurisdictions.





SECTION 10:INDEMNITY





10.1	Indemnification by ZACKS. 


 	(a)	If a third party claims that the Information infringes that party's patent, copyright or
trademark or misappropriates that party's trade secret or other intellectual property right, ZACKS
will, at its expense, defend Licensee against that claim and pay all costs, damages and
reasonable attorney's fees that a court finally awards, provided that Licensee: (i) promptly notifies
ZACKS in writing of the claim; (ii) allows ZACKS to control, and cooperates with ZACKS in the
defense thereof and any related settlement negotiations; and (iii) in no event shall Licensee agree
to, or authorize settlement of, any such claim without ZACKS' prior written agreement.


	(b)	If such claim is made or appears likely to be made, ZACKS, in its sole discretion,
may elect:  (i) to procure for Licensee the right to continue use of the Information; (ii) to replace, at
ZACKS' cost, the Information, or any portion thereof, with a substitute product that functions
substantially in accordance with the specifications for such Information; (iii) to modify, at ZACKS'
cost, such Information so that it does not infringe or misappropriate, provided that the Information,
as modified, continues to perform substantially in accordance with the applicable specifications; or
(iv) to terminate this Agreement and to pay to Licensee a refund of any fees Licensee paid for the
subscription to use the Information for the remaining portion of the current Term.  This is ZACKS'
entire obligation to Licensee with respect to any claim of infringement or misappropriation.


	(c) 	Notwithstanding the foregoing, ZACKS shall have no obligation under Section
10.1(a) with respect to any claim of infringement or misappropriation based upon any modification
of the Information by or for Licensee, or its misuse, combination, operation or use with programs
or equipment not specified by ZACKS.


10.2	Indemnification by Licensee.  Licensee hereby indemnifies and agrees to hold ZACKS and
its affiliates, and its and their successors and assigns, and its and their directors, officers and
employees ("Licensee Indemnitees") harmless against any and all penalties, damages, costs,
judgments, attorney's fees or any other expenses incurred in connection with:  (a) claims by any
person or entity in connection with Licensee's use of the Information, or of the Licensee Internet
web site;  and (b) any breach by Licensee of the terms, covenants, representations or warranties
set forth in this Agreement. 





SECTION 11:CONFIDENTIALITY





11.1	The parties acknowledge that in the course of their dealings hereunder, each may acquire
information about the other, its business activities and operations, its technical information and its
trade secrets, all of which are proprietary and confidential (the "Confidential Information").  Both
parties agree that the terms of this Agreement shall be deemed Confidential Information of each
party. 


 11.2	Each party hereby agrees that:  (a) all Confidential Information shall remain the exclusive
property of the owner; (b) such party shall maintain, and shall use prudent methods to cause its
employees and agents to maintain, the confidentiality and secrecy of the other's Confidential
Information; (c) such party shall use prudent methods to ensure that its employees and agents do
not copy, publish, disclose to others or use (other than pursuant to the terms hereof) the other's
Confidential Information; and (d) such party shall return or destroy all copies of other's Confidential
Information upon request of the other party.  Notwithstanding the foregoing, Confidential
Information shall not include any information to the extent it:  (i) is or becomes a part of the public
domain through no act or omission on the part of the receiving party; (ii) is disclosed to third parties
by the disclosing party without restriction on such third parties; (iii) is in the receiving party's
possession, without actual or constructive knowledge of an obligation of confidentiality with respect
thereto, at or prior to the time of disclosure under this Agreement; (iv) is disclosed to the receiving
party by a third party having no obligation of confidentiality with respect thereto; (v) is
independently developed by the receiving party without reference to the disclosing party's
Confidential Information; or (vi) is released from confidential treatment by written consent of the
disclosing party. Notwithstanding the foregoing, portions of a parties' Confidential Information may
be disclosed pursuant to the request of a governmental agency or third party if such disclosure is
required by operation of law, regulation or court order, provided the receiving party gives the
disclosing party prior written notice of such proposed disclosure sufficient to enable the disclosing
party to obtain an appropriate protective order, if it so desires. 





SECTION 12:MISCELLANEOUS


12.1	Notices.  All notices, requests and other communications under this Agreement shall be in
writing and be delivered in person, or sent by certified mail, return receipt requested, overnight
courier service, or by facsimile to the address or facsimile number of the party set forth in the
beginning of this Agreement, or to such other addresses or numbers as may be stipulated in
writing by the parties pursuant hereto.  Unless otherwise provided, notice will be effective on the
date it is officially recorded as delivered by return receipt or equivalent or by facsimile confirmation
date.


12.2	Entire Agreement; Amendment.  This Agreement, together with any appendices or other
attachments hereto, sets forth the entire understanding between the parties and supersedes any
and all oral or written agreements or understandings between the parties as to the subject matter
of this Agreement.  This Agreement may be modified only in a document signed by both parties.
This Agreement shall be binding upon and shall inure to the benefit of the undersigned parties and
their respective successors and permitted assigns. 


12.3	Assignment.  Licensee's benefits and obligations in this Agreement shall not be assigned
(including assignment to a parent, subsidiary or fellow subsidiary company of Licensee, any
change of control of Licensee or assignment by operation of law or otherwise) without the prior
written consent of ZACKS.  ZACKS may assign the benefits and obligations of this Agreement.
This Agreement shall apply to, inure to the benefit of, and be binding upon the parties hereto and
upon their permitted successors in interest and permitted assigns.


12.4	Third Party Beneficiaries.  The parties acknowledge that there are no intended third party
beneficiaries of this Agreement.


  12.5	Force Majeure.  In no event shall either party be liable to the other for any delay or failure to
perform hereunder, which delay or failure to perform is due to causes beyond the control of said
party including, but not limited to, government restrictions, exchange or market rulings, labor strike,
war, act of civil or military authority, sabotage, epidemic, flood, earthquake, fire, other natural
disaster or any other event, condition or occurrence beyond the reasonable control of such party.


12.6	Waiver.  The failure of either party at any time to require performance by the other party of
any provision hereof shall in no way affect the full right to require such performance at any time
thereafter, nor shall the waiver by either party of a breach of any provision hereof be taken or held
to be a waiver of any succeeding breach of such provision or as a waiver of the provision itself.





12.7	Separability.  If any provision of this Agreement or the application thereof to any person or
circumstances shall to any extent be held to be invalid or unenforceable, the remainder of the
Agreement, or the application of such provisions to persons or circumstances as to which it is not
held to be invalid or unenforceable, shall not be affected thereby, and each provision shall be valid
and be enforced to the fullest extent permitted by law.





12.8	Relationship of the Parties.  This Agreement does not and shall not be deemed to
constitute a partnership or joint venture between the parties and neither party nor any of their
respective directors, officers, employees or agents shall, by virtue of the performance of their
obligations under this Agreement, be deemed to be an agent or employee of the other.





12.9	Injunctive Relief.  Licensee acknowledges that ZACKS' legal remedies (including the
payment of damages) would not adequately compensate ZACKS for any breach by Licensee of
any provisions of this Agreement regarding the ownership, use, copying, distribution, confidentiality
or nondisclosure of the Information or ZACKS' Confidential Information, and that ZACKS would
suffer continuing and irreparable injury to its business as a direct result of such breach.  Therefore,
in the event of any such breach, Licensee consents to entry of any injunctive relief necessary to
prevent or cure such breach (including temporary and preliminary relief, and relief by order of
specific performance), without posting of bond or other security or proof of irreparable harm.





12.10	Governing Law; Place For Disputes.  Licensee may not bring legal action under this
Agreement more than one (1) year after the cause of action arose.  All disputes arising out of this
Agreement or the performance thereof shall be determined exclusively under the laws of the State
of Illinois without regard to its conflict of laws provisions.  In the event of any legal proceedings
arising out of this Agreement or the performance thereof, Licensee agrees and consents to the
exercise of personal jurisdiction over Licensee by any state or federal court of law or equity located
in Cook County, Illinois, U.S.A.  Licensee shall not initiate any legal proceeding arising out of this
Agreement or the performance thereof in any jurisdiction other than in the state or federal courts
located in Cook County, Illinois.





IN WITNESS WHEREOF, the parties have caused this Agreement to be executed, and do each
hereby warrant and represent to the other, that their respective signatory whose signature appears
below has been and is on the date of this Agreement duly authorized by all necessary and
appropriate corporate action to execute this Agreement.





DIT Ventures, Inc.        
ZACKS Investment Research, Inc.


By: /s/ Kenneth
Yeh      By: Leonard Zacks


		Name:	Kenneth Yeh    
Name:  Leonard Zacks


Title:	President            
Title:	 CEO	














SCHEDULE ADESCRIPTION AND UPDATE FREQUENCYOF LICENSED
INFORMATIONZACKS will make available to Licensee the following ZACKS' files, via an FTP
account, for the ZACKS Universe of North American equities (US Exchanges and Canadian
Issues):


Common File name (ZIR File name)						Update Frequency:1.	ZACKS Earnings Estimates File (ZN1)						Daily 2.	ZACKS Consensus Earnings Estimates Trend File (ZN2)				Daily 3.	ZACKS Historical Earnings Surprise File (ZN3)					Daily


4.	ZACKS  Analyst Recommendation Revision Trend File (ZN5)			Daily


5.	ZACKS Company Portrait File							Daily


6.	ZN_Ratios File									Daily





Addendum to the Information Licensing Agreement Between


Zacks Investment Research and DIT Ventures, Inc.





This Addendum is made on the 13th day of December 2000 between Zacks Investment Research and DIT Ventures, Inc. (The
"Parties"), to the Original Agreement between the Parties dated December 5th 2000 (the "Original Agreement") and is
effective as of the signing of this Addendum.





Schedule A (Description and Update Frequency of Licensed Information) is amended to read in its entirety:





SCHEDULE A


DESCRIPTION AND UPDATE FREQUENCY OF LICENSED INFORMATION





ZACKS will make available to LICENSEE the following ZACKS' files, via an FTP account, for the ZACKS Universe of
North American equities (US Exchanges and Canadian Issues):





Common File Name (ZIR File Name)					Update Frequency:





1. ZACKS Earnings Estimates File (ZN1)					Daily





2. ZACKS Consensus Earnings Estimates Trend File (ZN2)			Daily





3. ZACKS Historical Earnings Surprise File (ZN3)				Daily





4. ZACKS Analyst Recommendation Revision Trend File (ZN5)		Daily





5. ZACKS Complete Portrait Product


1.	Company Portrait File (Port.CSV)				Daily


2.	Company Description File (Z_CompDesc)			Weekly


3.	Corporate Contact Information File				Monthly





6. ZN_Ratio Files


1.	ZN_Ratios File - current value only (ZNR)			Daily


2.	ZN_Historic Ratio File


- current value plus 5 year High & Low value (ZMR)		Monthly





IN WITNESS WHEREOF, intending to be legally bound by all of the foregoing terms, the parties have caused this
Addendum to be executed and do each hereby warrant and represent that their respective signatory whose signature appears
below has been and is on the date of this Addendum duly authorized by all necessary and appropriate corporate action to
execute this Addendum to the Agreement.





DIT Ventures, Inc.                   
Zacks Investment Research








/s/ Ken Yeh                                
/s/ Leonard Zacks


Ken Yeh                                     
Leonard Zacks


President                                    
President and CEO