<PAGE>
 
                                                                    Exhibit 10.2

                                  Certificate


     Pursuant to the requirements of the Securities Act of 1934 and Rule 306 of
Regulation S-T, I hereby certify that the attached translation of the Lease
Agreement for 10 Duke Street, Montreal between TGR Z Zone (Lessor) and Discreet
Logic Inc. (Lessee) dated as of July 4, 1997 (the "Lease Agreement") is a fair
and accurate English translation of the Lease Agreement.

 

                         /s/ Francois Plamondon
                         ----------------------
                         Francois Plamondon
                         Vice President, Chief Financial Officer,
                         Treasurer and Secretary
<PAGE>
 
                                LEASE AGREEMENT
                                      for
                           10 DUKE STREET, MONTREAL



                                    BETWEEN



                             TGR ZONE CORPORATION

                                    LESSOR



                                      AND



                              DISCREET LOGIC INC.

                                    LESSEE



                                 July 4, 1997
<PAGE>
 
                               TABLE OF CONTENTS
<TABLE> 
<CAPTION> 
<S>                                                                                       <C> 
1        DEFINITIONS AND INTERPRETATION.....................................................1.
         1.1      Definitions...............................................................1.
                  1.1.1    "Lease"..........................................................1.
                  1.1.2    "Fiscal Year"....................................................1.
                  1.1.3.   "Operating Costs"................................................1.
                  1.1.4    "Building".......................................................4.
                  1.1.5    "Facilities and common areas"....................................4.
                  1.1.6    "Leased Premises"................................................4.
                  1.1.7    "Proportional Share".............................................4.
                  1.1.8    "Leased Area(s)".................................................4.
                  1.1.9    "Property Taxes".................................................4.
                  1.1.10   "Land"...........................................................4.
         1.2      Titles and Numbering......................................................5.
         1.3      Interpretation............................................................5.
         1.4      Null and Inoperative Provisions...........................................5.
         1.5      Duration of Provisions....................................................5.
         1.6      Appendices................................................................5.

2        LEASING AND DELIVERY OF LEASED PREMISES............................................5.
         2.1      Leasing of Leased Premises................................................5.
         2.2      Delivery and Completion of Leased Premises................................5.
         2.3      Late Delivery.............................................................5.
         2.4      No Relocation.............................................................6.

3        LEASE TERM.........................................................................6.
         3.1      Starting Date.............................................................6.
         3.2      Access Before Starting Date...............................................6.

4        RENT...............................................................................6.
         4.1      Rent......................................................................6.
                  4.1.1    Minimum Rent.....................................................6.
                  4.1.2    Additional Rent..................................................7.
         4.2      Place of Payment..........................................................8.
         4.3      Interest..................................................................8.
         4.4      Disagreement..............................................................8.
         4.5      Net Lease.................................................................8.

5        OPERATING COSTS....................................................................8.
         5.1      Proportional Share of Operating Costs.....................................8.
         5.2      Payment of Proportional Share.............................................8.
         5.3      Estimated Operating Costs.................................................8.
         5.4      Actual Operating Costs....................................................8.
         5.5      Reasonable Operating Costs................................................9.

6        TAXES..............................................................................9.
         6.1      Proportional Share of Taxes...............................................9.
         6.2      Contestation..............................................................9.
         6.3      Water, Business and Public Service Taxes.................................10.
         6.4      Goods and Services Tax (G.S.T. and Q.S.T)................................10.
         6.5      Additional Taxes.........................................................10.

7        USE OF LEASED PREMISES............................................................10.

8        SERVICES, FACILITIES AND COMMON AREAS.............................................10.
         8.1      Description of Services..................................................10.
         8.2      Use of Facilities and Common Areas.......................................11.
         8.3      Suspension of Services...................................................11.
         8.4      Lessor's Failure to Comply...............................................11.
         8.5      Additional Services......................................................12.
</TABLE> 
<PAGE>
 
<TABLE> 
<S>                                                                                      <C> 
9        USE AND MAINTENANCE OF LEASED PREMISES............................................12.
         9.1      Peaceful Enjoyment.......................................................12.
         9.2      Good condition of Leased Premises........................................12.
         9.3      Lessee's Default.........................................................12.
         9.4      Glass....................................................................12.

10       ALTERATIONS, REPAIRS, IMPROVEMENTS,
         INSTALLATIONS AND ADDITIONS.......................................................12.
         10.1     Lessor's Agreement.......................................................12.
         10.2     Legal Mortgages In Favour of Persons Involved in construction work.......13.
         10.3     Return of Improvements at End of Lease...................................13.

11       INSURANCE.........................................................................13.
         11.1     Lessee's Insurance Coverage..............................................13.
         11.2     No subrogation...........................................................13.
         11.3     Increased Risk...........................................................13.
         11.4     Certificate of Insurance Coverage........................................14.
         11.5     Lessor's Insurance Coverage..............................................14.
         11.6     Liability................................................................14.
         11.7     Indemnification..........................................................14.

12       LESSOR'S ACCESS TO LEASED PREMISES................................................14.
         12.1     Inspections and Repairs..................................................14.
         12.2     Visit of Leased Premises.................................................15.
         12.3     Lessor's Employees.......................................................15.
         12.4     Maintenance Employees....................................................15.

13       DAMAGE AND DESTRUCTION............................................................15.
         13.1     Destruction of Leased Premises...........................................15.
         13.2     Destruction of Building..................................................16.
         13.3     Insurance Benefits.......................................................16.
         13.4     No Obligation to Rebuild.................................................16.
         13.5     Destruction Attributable to Lessee.......................................16.

14       EXPROPRIATION.....................................................................16.
         14.1     Cancellation of Lease....................................................16.
         14.2     No Obligation to Contest.................................................16.

15       NO DISTURBANCE OF LESSEE..........................................................16.
         15.1     Creditors................................................................16.
         15.2     Sale or Assignment of Building...........................................17.

16       OBSERVANCE OF LEGISLATION AND INDEMNIFICATION.....................................17.
         16.1     Observance of Legislation................................................17.
         16.2     Indemnification of Lessor................................................17.

17       ASSIGNMENT AND SUBLEASING.........................................................17.
         17.1     Lessor's Agreement.......................................................17.
         17.2     Justified Refusal........................................................17.
         17.3     Lessor's Reply...........................................................18.
         17.4     Affiliated Companies.....................................................18.
         17.5     Joint and Several Liability..............................................18.
         17.6     Cancellation of Lease....................................................18.

18       DEFAULT, RECOURSE.................................................................18.
         18.1     Default Cases............................................................18.
         18.2     Cancellation of Lease....................................................19.
         18.3     Damages..................................................................19.
         18.4     No Waivers...............................................................19.

19       DEPOSIT...........................................................................19.
</TABLE> 
<PAGE>
 
<TABLE> 
<S>                                                                                       <C> 
20       NOTICES OF REQUESTS...............................................................19.

21       EXPIRY OF LEASE...................................................................20.
         21.1     No Renewal...............................................................20.
         21.2     Possession after Expiry of Lease Term....................................20.

22       VARIOUS PROVISIONS................................................................20.
         22.1     Assigns..................................................................20.
         22.2     No Company...............................................................20.
         22.3     Cancellation of Previous Agreements......................................20.
         22.4     Mediation and Arbitration................................................21.
         22.5     Brokerage Fees...........................................................21.
         22.6     Applicable Legislation...................................................21.
         22.7     Recording of Lease.......................................................21.
         22.8     Regulations..............................................................21.
         22.9     Negotiation of Lease.....................................................21.

23       SPECIAL PROVISIONS................................................................22.
         23.1     Maximum Operating Costs..................................................22.
         23.2     Right of First Refusal...................................................22.
         23.3     Purchase Option..........................................................22.
         23.4     Compensation Allowed in Some Cases.......................................23.
         23.5     Assignment of Furniture and Fixtures.....................................23.
         23.6     Parking Spaces...........................................................23.
</TABLE> 
<PAGE>
 
LEASING AGREEMENT COVERING PREMISES LOCATED AT 10 DUKE STREET IN MONTREAL,
CONCLUDED

BETWEEN:

TGR ZONE CORPORATION / CORPORATION ZONE TGR, a body corporate legally
constituted  under the laws of the Province of Quebec, having its head office in
the City of Montreal, Province of Quebec, acting and represented herein by
Matthew Carson, duly authorized for the purposes of the present by a resolution
of the Board of Directors, dated October 29, 1997, a certified copy of which is
attached hereto;

     (hereinafter called the "Lessor")
     PARTY OF THE FIRST PART

AND

DISCREET LOGIC INC., / LOGIQUE DISCRETE INC., a body corporate legally
constituted  under the laws of the Province of Quebec, having its head office in
the City of Montreal, Province of Quebec, acting and represented herein by
Francois Plamondon, Senior Vice-President and Chief Financial Officer, duly
authorized for the purposes of the present, according to his declaration;

     (hereinafter called the "Lessee")
     PARTY OF THE SECOND PART


THE PARTIES HERETO AGREE AS FOLLOWS:

1    DEFINITIONS AND INTERPRETATION

1.1  Definitions

     The following words and expressions, when used in the present agreement,
     have the following meaning, except if they are incompatible with the
     context in which they are used:

     1.1.1     "Lease" and the expression "the present" and other similar
               expressions mean and refer to the present agreement and its
               appendices and any amendments and changes thereto;

     1.1.2     "Fiscal Year" means a period starting on the first day of January
               and ending on the last day of the following December, except that
               the first Fiscal Year will start at the same time as the present
               Lease and will end on December 31, 1997 and the last Fiscal Year
               will end at the same time as the present Lease;

     1.1.3     "Operating Costs" means all the expenses usually charged by a
               reasonable owner for the operation, management, protection,
               conservation, maintenance, supervision and repairs of the
               Building, and without limiting the generality of the foregoing,
               the Operating Costs include, without duplication:

               1.1.3.1   the usual management and administration costs and
                              expenses related to the Building, the wages and
                              salaries as well as any costs related to all types
                              of fringe benefits and pension plan for those
                              employees of the Lessor or of his agent who are
                              assigned exclusively to the operation, maintenance
                              and repair of the Building;

               1.1.3.2   the costs of all goods and services supplied for the
                              operation, maintenance and repair of the Building;

                                                                               1
<PAGE>
 
               1.1.3.3   the costs related to the installation, maintenance and
                              repair of the Facilities and Common areas of the
                              Building, including window cleaning, snow removal,
                              cleaning, repair and maintenance of the land;

               1.1.3.4   the costs of repairs to the Building, as well as the
                              replacement of any equipment, appliance, machinery
                              or other Building property, except those for which
                              the Lessee is responsible;

               1.1.3.5   the costs of electricity and energy as well as heating,
                              ventilation and air-conditioning costs;

               1.1.3.6   the costs of all of insurance policy premiums and
                              deductibles related to the Building and purchased
                              by the Lessor;

               1.1.3.7   the business and water taxes and other taxes or levies
                              of same nature assessed by a government,
                              municipal, inter-municipal or school authority,
                              provided these taxes or levies are not already
                              included in the Property Taxes or are not paid
                              directly by the tenants;

               1.1.3.8   any other direct costs or expenses related to the
                              adequate conservation, protection, operation and
                              maintenance of the Building;

               1.1.3.9   the expenses related to energy conservation measures or
                              programs providing they ensure a monetary
                              advantage resulting from an equivalent reduction
                              in Operating Costs;

               1.1.3.10       for the purposes of determining the Proportional
                              Share (as described hereunder) of Operating costs,
                              the large corporations tax will not be included in
                              said Operating Costs;

               1.1.3.11       the administration costs equal to ten percent
                              (10%) of the Operating Costs referred to in the
                              present clause 1.1.3, taking into account all the
                              exclusions stipulated hereunder and excluding the
                              costs referred to in sub-clause 1.1.3.10 of the
                              present.

               The following costs will not be included in the Operating Costs
               and will be fully paid for by the Lessor:

               1.1.3.12       any expense or cost, or portion of same, for which
                              the Lessor is directly or indirectly compensated
                              or reimbursed, under legal or contractual
                              guarantees or indemnities, or for which the Lessor
                              receives some compensation from a company under an
                              insurance or similar contract, as well as any
                              expense for which the Lessor should have been
                              insured and received compensation or indemnities
                              had he acted in a prudent and reasonable manner,
                              taking into account the use made of the premises
                              and based on the normal standards of a building
                              landlord;

               1.1.3.13       the bad debts of a third party lessee and the
                              costs incurred to collect them, as well as any
                              expense or tax paid for the benefit of a third
                              party lessee, including any surtax;

               1.1.3.14       all amounts paid to third parties due to the
                              default, omission, error, fault or delay of the
                              Lessor or of the persons for whom he is legally or
                              contractually responsible in the fulfilment of his
                              or their obligations, including his
                              representatives, employees and agents, as well as
                              the cost or penalties resulting from the Lessor's
                              default to meet the obligations contracted under
                              any guarantee, bond or security affecting the
                              Building;

                                                                               2
<PAGE>
 
               1.1.3.15      all costs related to the replacement of major
                             components of the Building's basic systems
                             (including heating, ventilation, air-conditioning,
                             sprinklers, plumbing and elevators);

               1.1.3.16      the costs of any major repairs to the structure or
                             the replacement of any inherent structural defects
                             or weaknesses including, without limitations, the
                             replacement of the roof or any repairs (other than
                             minor) to the cement slabs, foundations, floors,
                             interior or exterior sustaining walls, exterior
                             walls, roof, support beams, supporting pillars, as
                             well as any structural repairs or additions to the
                             Building required to make the Building in
                             compliance with the applicable rules and
                             regulations, and the costs related to any
                             significant extension or renovation of the
                             Building;

               1.1.3.17      the Building's initial capital cost allowance and
                             any depreciation recorded against the initial cost
                             of the Building, as well as the depreciation on any
                             expansion of the Building;

               1.1.3.18      the expenses incurred to meet the conditions
                             stipulated in the leases of the Building's tenants,
                             including the costs of any tenant eviction as well
                             as all costs that may be charged exclusively to any
                             other Building tenant including, without limiting
                             the generality of the foregoing, any expense
                             incurred to induce potential tenants or existing
                             tenants to rent or to renew their lease, as the
                             case may be, including taking over the existing
                             lease or purchasing the building then occupied, as
                             well as any bonus or benefit granted exclusively to
                             a minority of Building tenants and the cost of any
                             item normally included in the Operating Costs and
                             that would have been paid by a third party tenant
                             of the Building in the absence of the waiver given
                             to this third party tenant by the Lessor.

               1.1.3.19      any repairs or replacements, or portion of same,
                             that become necessary due to a faulty design, a
                             latent defect, under the Civil Code of Quebec, or a
                             structural defect related to the Building;

               1.1.3.20      the taxes (except the Property Taxes referred to in
                             clause 1.1.9) levied upon the Lessor and pertaining
                             to Additional Rents, whether it be the Goods and
                             Services tax or any other similar sales tax, that
                             will be paid or payable by the Lessor and for which
                             the Landlord will obtain a credit or reimbursement
                             or other reduction, credit or reimbursement.

               1.1.3.21      any brokerage fees and bonuses;

               1.1.3.22      any marketing, notification, market research and
                             advertising costs;

               1.1.3.23      all financing costs and any interest on any loan to
                             finance the Building;

               1.1.3.24      any dues or rental payable by the Lessor under an
                             emphyteutic lease, land lease or any other similar
                             agreement currently or eventually in force;

               1.1.3.25      the cost of any payment that the Lessor is
                             obligated to make under an agreement by which he is
                             committed to indemnify and take the harm caused by
                             any person, company or corporation, except inasmuch
                             as agreements of this type are usually entered into
                             by a reasonable and prudent lessor of a building of
                             the same nature and 

                                                                               3
<PAGE>
 
                             use as the Building;

               1.1.3.26      any expenses related to antennas, cables,
                             machinery, equipment, facilities or any other form
                             of communication equipment that do not usually form
                             part of the operations of a building of the same
                             category as the Building, and installed at the
                             request of any person or company other than the
                             Lessee or for the specific and limited use of such
                             person or company, whether or not such person or
                             company is a tenant in the Building;

               1.1.3.27      the rental value, if applicable, of the premises
                             occupied by the Lessor's employees, representative
                             or agents assigned to its administration,
                             supervision or management and administrative
                             services, in the same proportion as that of the
                             management of any other building; and

               1.1.3.28      the contributions to political parties or any other
                             contributions to social causes or other similar
                             causes, and to cultural, social, religious
                             organizations or any sum intended for the purchase
                             or rental of artwork;

               1.1.3.29      the taxes on the Lessor's income or profits.

1.1.4          "Building" means the Land and the buildings and structures
               thereon and bearing the civic addresses 10 Duke and 33 Nazareth,
               in Montreal.

1.1.5          "Facilities and Common areas" means all the Building areas and
               facilities, furnishings, improvements or equipment that, during
               the Term of the Lease, are intended for common use or for the
               benefit of all the Building tenants, their employees, clients or
               visitors.

1.1.6          "Leased Premises" means the premises having a Leased Area of
               fifty four thousand one hundred and fifteen (54,115) square feet
               in the Building, including the furnishings supplied by the
               Lessor, all the equipment and leasehold improvements already in
               place or installed by the Lessor or the Lessee during the course
               of the present Lease, such premises being marked off by a red
               line on the plan attached hereto as Appendix "A". The Leased Area
               of the Leased Premises will be adjusted following a final
               measurement by an architect or land surveyor upon completion of
               the Lessee's work. The certificate provided by the architect or
               land surveyor will be attached to the present Lease, as Appendix
               "B", and will take effect as if it were written in the present.

1.1.7          "Proportional Share" means the ratio of the Leased Area of the
               Leased Premises to the Leased Area of the Building, this ratio
               being currently set by the parties at one hundred percent (100%);
               this percentage may vary in the event of an increase or reduction
               in the Leased Area of the Leased Premises or of the Leased Area
               of the Building, pursuant to the final measurement or to any
               changes made to the Leased Premises.

1.1.8          "Leased Area(s)" in relation to the Leased Premises, means the
               floor area of the Leased Premises, calculated as per the Standard
               method to measure the floor area of spaces in office buildings,
               American National Standard, (ANSI BOMA Z65.1d 1996).

1.1.9          "Property Taxes" means all property taxes, municipal taxes,
               school taxes, local improvement taxes, water and business taxes
               other than those charged to the tenants or occupants of the
               Building, snow removal taxes that are raised, levied, or assessed
               with respect to the Building and any other extraordinary and

                                                                               4
<PAGE>
 
               special taxes, levies, assessments, contributions and charges if
               they prove to be of the same nature as the foregoing. For
               guidance and for the purposes of the present Lease, the Property
               Taxes specifically exclude:

               1.1.9.1   the surtax on non-residential buildings that the
                              Landlord would have to pay as a tenant or occupant
                              of premises in the Building;

               1.1.9.2   any tax on transfer of property following a complete or
                              partial sale of the Building;

               1.1.9.3   the tax on the Lessor's income or profits;

               1.1.9.4   any tax adjustment for a period where the Lessee was
                              not a tenant in the Building;

               1.1.9.5   the Lessor's capital tax

     1.1.10    "Land" means all the lots or parts of lots described in appendix
                       "C" attached hereto.

1.2  Titles and Numbering

     The titles, sub-titles, section, clause and sub-clause numbers and the
     table of contents in the present Lease are used only for reference purposes
     and in no way define, limit interpret or describe the scope or purpose of
     the parties to the present Lease, nor do they affect the present Lease.

1.3  Interpretation

     The words "above", "of the present", "above-mentioned" and "hereunder" and
     any similar expressions used in any section, clause or sub-clause of the
     present Lease refer to the complete Lease and not only to a specific
     section, clause or sub-clause, unless otherwise stipulated.  Where the
     context requires it, the singular form includes the plural, and the
     masculine includes the feminine.

1.4  Null and Inoperative Provisions

     In the event any  provision of the present Lease is declared null and
     inoperative or illegal by a court of competent jurisdiction, then the said
     provision will be considered as not forming part of the Lease, and the fact
     that this provision was declared null and inoperative will in no way affect
     the validity of all the other provisions of the Lease, and they will
     continue to have force of law.

1.5  Duration of Provisions

     Each and every provision of the Lease will be in force during the  Lease
     Term, as defined hereunder in clause 3.1.

1.6  Appendices

     The appendices form part and parcel of this Lease and are as follows:

     1.6.1     Appendix "A":  Plan of Leased Premises
     1.6.2     Appendix "B": Certificate of Measurement of Leased Premises
     1.6.3     Appendix "C": Description of Land
     1.6.4     Appendix "D": Lessor's Work and Assigned Furniture
     1.6.5     Appendix "E": Lessee's Work
     1.6.6     Appendix "F": Offer to Lease

                                                                               5
<PAGE>
 
     1.6.7     Appendix "G":Rules and Regulations
     1.6.8     Appendix "H": Assigned Furniture


2    LEASING AND DELIVERY OF LEASED PREMISES

2.1  Leasing of Leased Premises

     The Lessor hereby leases to the Lessee, present and willing, the Leased
     Premises, subject to the conditions, agreements and obligations contained
     herein.

2.2  Delivery and Completion of Leased Premises

     The Lessee will take possession of the Leased Premises with the fixtures,
     leasehold improvements and furniture in place on the date of the present,
     as described above in "Appendix "D" - "Lessor's work and assigned
     furniture", and which the Lessee recognizes that he has seen and accepted.
     The Lessee undertakes to inspect the Leased Premises, the Lessor's work and
     the assigned furniture upon taking possession of the Leased Premises and to
     notify the Lessor of any fault or defect within  thirty (30) days of such
     date, failing which it will be deemed that the Leased Premises and the
     assigned furniture were in good serviceable condition upon taking
     possession, that the duly completed work was accepted and to the Lessee's
     satisfaction.

     However, the Lessee's omission of failure to notify the Lessor of any fault
     or defect, as mentioned above, or to inform the Lessor of any problem
     affecting the Leased Premises and that could not reasonably be detected
     during the Lessee's inspection within the above-mentioned period, will not
     be interpreted as nor will constitute a waiver of the Lessee's rights and
     recourse for any fault or defect.  Should the fault or defect affect a
     system or any seasonal item including, without limiting the scope of the
     foregoing, the heating and air-conditioning systems, then the thirty-day
     (30) period will begin at the start-up of the said item or system and not
     at the beginning of the Lease Term.

     All the other work, particularly as described in Appendix "E" - "Lessee's
     Work", without limitations, will be carried out at the Lessee's expense and
     will comply with the applicable legislation, rules and regulations.  The
     plans of the Lessee's work will be submitted to the Lessor for prior
     approval.  In the event the Lessee's work is carried out by the Lessor, the
     costs and expenses incurred by the Lessor for such work, plus a ten percent
     (10%) administration fee, will be payable by the Lessee, as Additional
     rent, upon receipt of a statement.

2.3  Late Delivery

     Should the Leased Premises not be ready for delivery on the scheduled date,
     the starting date of the Lease will be deferred by the number of days
     corresponding to the number of late days.

2.4  No Relocation

     At no time will the Lessor relocate all or part of the Leased Premises,
     either in the Building or in any other building, without the written
     agreement of the Lessee.


3    LEASE TERM

3.1  Starting Date

     The lease term will start on the earliest of the following dates:

                                                                               6
<PAGE>
 
     3.1.1.    the 7/th/ day of July 1997; or

     3.1.2     on the date the Lessee begins operations in the Leased Premises,

     and will end at midnight on July 6, 2007 (hereunder called the "Term").

3.2  Access Before Starting Date

     If the Lessee enters in the Leased Premises before the starting date of the
     Lease Term, for the purpose of carrying out work or installing fixtures,
     all the conditions of the Lease will then become effective and will apply
     during the duration of such occupation.  However, during this period, the
     Lessee will not be required to pay to the Lessor any Minimum Rent or
     Proportional Share of Operating Costs or Property Taxes, but will have to
     pay to the Lessor, upon request, all costs related to such occupation.


4    RENT

4.1  Rent

     The Lessee will pay to the Lessor , as rent ("Rent") for the Leased
     Premises, during the Lease Term, without any deductions, compensation or
     reduction, the minimum rent described in clause 4.1.1. ("Minimum Rent") and
     any amount or costs required under the present Lease ("Additional Rent").

     4.1.1.    Minimum Rent
               ------------

               The Lessee will pay to the Lessor, without any prior request, as
               Minimum Rent, equal consecutive monthly payments, in advance, on
               the first day of each month as follows, subject to any adjustment
               described in the present Lease:


               4.1.1.1   for the first year of the Lease Term, an amount equal
                              to thirteen dollars ($13.00) per square foot of
                              Leased Area, payable in equal monthly instalments
                              of fifty eight thousand six hundred and twenty
                              four dollars and fifty eight cents ($58,624.58);

               4.1.1.2   for the second year of the Lease Term, an amount equal
                              to thirteen dollars and seventy cents ($13.70) per
                              square foot of Leased Area, payable in equal
                              monthly instalments of sixty one thousand seven
                              hundred and eighty one dollars and twenty nine
                              cents ($61,781.29);

               4.1.1.3   for the third year of the Lease Term, an amount equal
                              to fourteen dollars and twenty cents ($14.20) per
                              square foot of Leased Area, payable in equal
                              monthly instalments of sixty four thousand thirty
                              six dollars and eight cents ($64,036.08);

               4.1.1.4   for the fourth year of the Lease Term, an amount equal
                              to fourteen dollars and seventy cents ($14.70) per
                              square foot of Leased Area, payable in equal
                              monthly instalments of sixty six thousand two
                              hundred and ninety dollars and eighty eight cents
                              ($66,290.88);

               4.1.1.5   for the fifth year of the Lease Term, an amount equal
                              to fifteen dollars and twenty cents ($15.20) per
                              square foot of Leased Area, payable in equal
                              monthly instalments of sixty eight thousand five
                              hundred and forty five dollars and sixty seven
                              cents ($68,545.67);

               4.1.1.6   for the sixth year of the Lease Term, an amount equal
                              to fifteen dollars and seventy cents ($15.70) per
                              square foot of Leased Area, payable in 

                                                                               7
<PAGE>
 
                              equal monthly instalments of seventy thousand
                              eight hundred dollars and forty six cents
                              ($70,800.46);

               4.1.1.7   for the seventh year of the Lease Term, an amount equal
                              to sixteen dollars and twenty cents ($16.20) per
                              square foot of Leased Area, payable in equal
                              monthly instalments of seventy three thousand
                              fifty five dollars and twenty five cents
                              ($73,055.25);

               4.1.1.8   for the eighth year of the Lease Term, an amount equal
                              to sixteen dollars and seventy cents ($16.70) per
                              square foot of Leased Area, payable in equal
                              monthly instalments of seventy five thousand three
                              hundred and ten dollars and four cents
                              ($75,310.04);

               4.1.1.9   for the ninth year of the Lease Term, an amount equal
                              to seventeen dollars and twenty cents ($17.20) per
                              square foot of Leased Area, payable in equal
                              monthly instalments of seventy seven thousand five
                              hundred and sixty four dollars and eighty three
                              cents ($77,564.83);

               4.1.1.10  for the tenth year of the Lease Term, an amount equal
                              to seventeen dollars and seventy cents ($17.70)
                              per square foot of Leased Area, payable in equal
                              monthly instalments of seventy nine thousand eight
                              hundred and nineteen dollars and sixty three cents
                              ($79,819.63);

               All of the above amounts are subject to adjustment following the
               final measurement of the Leased Premises; if the Lease Term
               starts on any day other than the first day of a month or ends on
               any day other than the last day of a month, the Minimum Rent for
               the month involved, will be calculated on a per diem basis.

     4.1.2     Additional Rent
               ---------------

               The Additional Rent will comprise all the other amounts that are
               due and payable under the present, other than the Minimum Rent,
               whether or not these amounts have been specifically designated as
               Additional Rent.

4.2  Place of Payment

     The Rent will be paid by the Lessee to the Lessor at the address shown
     under Section 20 of the present, or at any other place in Quebec, indicated
     in a written notice from the Lessor to the Lessee.

4.3  Interest

     The parties undertake to pay, on any amount due under the Lease and unpaid
     on the due date, under the Lease, interest at the annual rate determined by
     the Canadian Imperial Bank of Commerce as the preferential or basic rate
     upon which it establishes its  commercial loan rates in Canadian dollars,
     plus two percent (2%).  The interest will be calculated on the daily past
     due balance starting from the date when the amount becomes due and payable
     under the Lease, without the need for a notice or formal request.

4.4  Disagreement

     In the event of a disagreement regarding any sum of money to be paid by the
     Lessee to the Lessor under any provision of the Lease, the certificate of a
     chartered accountant, selected by mutual consent of the Lessor and the
     Lessee, establishing such amount, will be final and binding upon the Lessee
     and the Lessor.  The chartered accountant will be  instructed to submit his
     report to the parties within thirty (30) days of his appointment.  The
     expert costs will be paid in accordance with the provisions of clause 5.4
     of the present.

                                                                               8
<PAGE>
 
4.5  Net Lease

     The intention of the parties hereto is that the Lessor receive a completely
     net Rent, free and clear of all taxes, costs or deductions related to the
     protection, conservation, operation, maintenance and management of the
     Leased Premises and the Building, except for the exclusions specifically
     mentioned in the present Lease.


5    OPERATING COSTS

5.1  Proportional Share of Operating Costs

     During the complete Term of the Lease, or any renewal thereof, if
     applicable, the Lessee will pay, as annual Additional Rent, his
     proportional Share of Operating Costs.

5.2  Payment of Proportional Share

     The Lessee's Proportional Share of Operating Costs will be payable in
     advance, in monthly equal and consecutive instalments, set at one-twelfth
     (1/12) of the amount payable, at the same dates as those set for the
     payment of the monthly Minimum Rent. If the Lease Term starts on a day
     other than the first day of a month or ends on a day other than the last
     day of a month, the Additional Rent for the month concerned will be
     calculated on a per diem basis.

5.3  Estimated Operating Costs

     For the purposes of the present section, the Lessor will give to the
     Lessee, no later than forty five (45) days before the beginning of each
     Fiscal Year, a statement indicating the estimated amount of Operating Costs
     as well as the Lessee's Proportional Share of Operating Expenses for the
     said period, and the monthly Additional Rent instalments under the present
     section for the said Fiscal Year will then be based on this estimate.

5.4  Actual Operating Costs

     Within ninety (90) days of the end of each Fiscal Year, the Lessor will
     remit to the Lessee a statement audited by the Lessor's chartered
     accountants, showing the actual amount of the Building Operating Costs for
     the corresponding Fiscal Year as well as the exact amount of the Lessee's
     Proportional Share for this period. If the amount then determined by the
     Lessor is higher or lower than the total amounts already paid to the Lessor
     by the Lessee, then the appropriate adjustments will be made within the
     thirty (30)-day period following the submission of the statement to the
     Lessee.  The Lessee will be entitled to question the Lessor and his
     accountants with respect to the statement audited by the Lessor's chartered
     accountants.  The Lessor agrees to reply rapidly to the Lessee's questions,
     including the submission of the supporting documents requested by the
     Lessee, particularly if the Lessee deems that the Operating Costs were not
     calculated according to generally accepted accounting principles and the
     provisions of the present Lease.  However and notwithstanding this right to
     question, the Lessee will pay, on request, any amount that becomes due and
     payable.

     If, following the Lessor's answers, the Lessee is still not satisfied with
     the Operating Costs and Taxes invoiced, the Lessee may ask some independent
     auditors, selected by the Lessee and accepted by the Lessor, at the
     Lessee's expense, to prepare a detailed and certified report, justifying
     that the Lessee's Operating Costs and Tax invoice, under the Lease, is
     correct. Should this independent auditors' report show that the amounts
     invoiced to the Lessee by the Lessor are more than two point five percent
     (2.5%) higher than the amounts the Lessor was entitled to invoice to the
     Lessee under the present, then the Lessor will refund to the Lessee the
     costs incurred by the latter for the preparation of this 

                                                                               9
<PAGE>
 
     detailed report as well as any overpayments made by the Lessee and these
     overpayments may be deducted by the Lessee from future rent payments.

5.5  Reasonable Operating Costs

     The Lessor agrees that he will make reasonable efforts to prevent any
     useless or excessive overall Operating Costs, acting in this respect as a
     reasonable and prudent lessor and taking into account the nature and use of
     the Building.  If a contract is concluded between the Lessor and one of his
     subsidiaries or any other business belonging to the same group as the
     Lessor, then the costs agreed upon will be included provided the said costs
     do not exceed the costs normally charged by a person or business dealing at
     arm's length with the Lessor.


6    TAXES

6.1  Proportional Share of Taxes

     During the complete Term of the Lease, the Lessee will pay to the Lessor,
     as Additional Rent, his Proportional Share of Property Taxes, which will be
     payable when they become due to an authority that is lawfully authorized to
     collect such taxes on the Building, upon submission of invoices with copies
     of the tax accounts, any other supporting document and a statement
     certifying the amount representing the Lessee's Proportional Share. The
     Lessor will forward to the Lessee such invoice and supporting documents as
     soon as they are available.

     Under the terms of the present section, the Proportional Share, as in all
     other cases, is as described by the Lessor in clause 1.1.7 of the present,
     irrespective of any other percentage that may be assigned by a government,
     municipal, inter-municipal, school or other authority.

6.2  Contestation

     The Lessor will not be required to undertake or pursue any contestation
     with respect to the Building's evaluation or the Property Taxes levied,
     either by legal or other means. The Lessor may, at his discretion and
     without notifying the Lessee or without the latter's agreement or approval,
     deal, submit to arbitration, agree, waive or otherwise decide on any
     objection to the Building's evaluation or of any present or future claim
     with respect to any Property Taxes. The Lessee will not, on his own behalf
     or on behalf of the Lessor, contest the Building's evaluation or the levy
     or payment of Property Taxes. However, the Lessee may, if he deems that the
     Building is significantly over-evaluated, ask the Lessor, in writing, to
     contest the evaluation and the Lessor will then contest the evaluation,
     provided he is still authorized to do so.

     All the professional fees and reasonable expenses incurred by the Lessor to
     try to obtain a reduction of any Building evaluation or of any Property
     Taxes will be added to the amount of Property Taxes if such fees and
     expenses were incurred at the request of the Lessee or with his prior
     agreement. Any amount paid or payable by the Lessee as Property Tax will be
     adjusted to take into account any changes made to the amount of Property
     Taxes payable on the Building.

6.3  Water, Business and Public Services Taxes

     The Lessee will pay to the competent authorities, when they become due and
     payable and provided they are assessed directly to the Lessee, the taxes,
     charges, assessments and expenses other than Property Taxes, more
     specifically the water tax, the business tax, the tax on non-residential
     buildings and/or any surtax, the garbage tax and any similar tax that may
     be levied on business, improvements, equipment and facilities in the Leased

                                                                              10
<PAGE>
 
     Premises, as well any tax, license fees or any other charges respecting
     business dealings or due to the use or occupation of the Leased Premises.
     The Lessee will, within thirty (30) days of their due date, submit to the
     Lessor, in a form that is satisfactory to the Lessor, the proof of payment
     of all taxes payable by the Lessee under the present Lease.

6.4  Goods and Services Tax (GST & QST)

     The Lessee will pay to the Lessor the Goods and Services Tax and any other
     similar tax that may be implemented before or during the Term of the Lease,
     or any renewal thereof, that is levied by any competent authority, that the
     Lessor is presently or could be required to collect with respect to the
     Rent or to any other amount payable to the Lessor or for the benefit of the
     Lessor under the Lease. Notwithstanding the foregoing, the Lessee will not
     be required to pay said tax paid or payable by the Lessor and for which the
     Lessor will receive a credit or reimbursement or any other reduction, to
     the extent of such reduction, credit or reimbursement.

6.5  Additional Taxes

     Should the taxation system presently in force be amended or a new tax,
     assessment or levy be charged or collected on the Building, or if such tax
     is assessed to the owner of the Building or on the rental revenues (other
     than a new tax on the Lessor's income), then the term "Property Tax" will
     include such new tax, assessment or levy.


7    USE OF LEASED PREMISES

     The Lessee will use and occupy the Leased Premises only for office
     purposes, including the Lessee's software design and production activities,
     and computer products and equipment.

     During the Term of the Lease, the Lessee will not be required to physically
     occupy the Leased Premises, subject to his complying with all the other
     terms and conditions of the Lease that are not incompatible with the non-
     occupation of the Leased Premises.


8    SERVICES, FACILITIES AND COMMON AREAS

8.1  Description of Services

     The Lessor agrees to supply the following services to the Lessee, provided
     the Lessee is not in default under the present:

     8.1.1  Electricity - The Lessor, subject to his being able to obtain it
            from his main supplier, will supply to the Leased Premises the
            electrical energy required to meet normal and usual needs. The
            Lessor's commitment under the present is subject to the rules and
            regulations of Hydro-Quebec or any other municipal or government
            authority.

     8.1.2  Heating, Air Conditioning and Ventilation - The Lessor will provide
            the heating, ventilation and air-conditioning of the Leased Premises
            and the Building so that the temperature inside the Leased Premises,
            the Facilities and the Common Areas is maintained at a comfortable
            level during regular business hours. The Lessor recognizes that the
            Lessee's business practices require that his employees frequently
            work evenings, nights and week-ends. This level of comfort will in
            every respect be comparable to that provided in other similar
            buildings and will meet the minimum standards recommended by "The
            American Society of Heating, Refrigerating and Air-Conditioning
            Engineers Inc. (ASHRAE)".

                                                                              11
<PAGE>
 
            The Lessee recognizes that it may take one (1) year from the date of
            occupation of the Leased Premises by the Lessee to seasonally adjust
            and balance the heating, air-conditioning and ventilation systems.

     8.1.3  Supplies, Services and Accessories - The Lessor will be the sole
            supplier of goods, accessories, supplies and any other service or
            accessory, such as lamps, bulbs, fluorescent tubes, starters and
            ballasts for the Leased Premises. The Lessee will then pay to the
            Lessor, as Operating costs, any amount due for such goods, services,
            supplies and accessories provided for the Leased Premises, provided
            these amounts are reasonable and comparable to the costs of such
            goods purchased from other suppliers, upon receipt of a
            corresponding statement

     8.1.4  Cleaning - The Lessor will clean the Leased Premises after normal
            business hours, every day, except Saturdays, Sundays and statutory
            holidays. The Lessor will also wash the outside of the windows at
            least twice (2) a year and the inside of the windows at least twice
            (2) a year.

                                                                              12
<PAGE>
 
     8.1.5  Elevators - The Lessor will supply and keep in good working
            condition one or more automatic passenger elevator(s).

     8.1.6  The Lessor will repair and keep the Building in good condition,
            including, and without being limited to, water lines, plumbing,
            lavatories and washrooms, sprinkler systems, ducts, telephone panels
            and rooms, mechanical systems and security systems.

8.2  Use of Facilities and Common areas

     The Lessee may use and benefit from the Facilities and Common areas of the
     Building along with all those who also have access and the right to same.
     The Lessor will ensure that the elevators, common entries, halls,
     stairways, hallways, washrooms, lighting and other parts of the Building
     provided for all the occupants of the Building, are kept clean and operated
     in accordance with the highest management standards, as would do a prudent
     and reasonable owner. Consequently, the Lessor will, at all times,
     diligently repair, replace or rebuild these facilities, or parts thereof,
     that may be damaged or destroyed, in particular repair and replace any
     structural defects or weaknesses.

8.3  Suspension of Services

     8.3.1  Subject to clause 8.3.2, the Lessor may, provided an forty eight
            (48) hour notice is given to the Lessee, except in case of emergency
            when a notice will not be required, suspend or modify, as long as
            necessary, any service that the Lessor is required to provide under
            the present due to accidents or to make repairs, replacements,
            changes or improvements or for any other cause over which the Lessor
            has no control, and the Lessee will not be entitled to any reduction
            in Rent, or any other claim against the Lessor for any costs, losses
            or expenses resulting from the reduction of interruption of such
            services. However, the Lessor will diligently correct the situation
            within a reasonable period of time, or within four (4) hours of his
            becoming aware of an emergency situation, inform the Lessee of the
            situation and the proposed control measures.

     8.3.2  In cases where there is no emergency, the parties will agree on the
            conditions and timing of the Lessor's right to act under the present
            section, to avoid any negative impact on the Lessee's business
            activities.

8.4  Lessor's Failure to Comply

     If the Lessor is unable to fulfill any obligation stipulated herein with
     respect to the supply or performance of any public utility service, work or
     repair due to an act of God, the Lessor will be entitled to extend the
     period of time for the fulfilment of such obligation by a time period equal
     to the duration of the occurrence. The Lessee will not be entitled to any
     compensation for any inconvenience or annoyance caused or to cancel this
     Lease, except if the occurrence persists during more than one hundred and
     eighty (180) consecutive days, in which case the Lessee will have the right
     to cancel the Lease.

8.5  Additional Services

     If the Lessee requires services that are additional to those described in
     the present section, he will then ask the Lessor for them in advance and
     the costs and expenses incurred by the Lessor to provide such additional
     services or the services mentioned in clause 8.1.3, increased by ten
     percent (10%) to cover administration costs, will be payable by the Lessee
     upon receipt of a statement, as Additional Rent and not as Operating Costs.


9    USE AND MAINTENANCE OF LEASED PREMISES

                                                                              13
<PAGE>
 
9.1   Peaceful Enjoyment

      The Lessor guarantees to the Lessee that he will have the peaceful and
      quiet enjoyment of the Leased Premises, without interruption or trouble on
      the part of the Lessor, his representatives or agents. To this end, the
      Lessor undertakes to do everything reasonably within his power, including
      the necessary legal steps to put an end to any disturbance caused by a
      tenant of the Building and prevent any Building tenant from damaging the
      Leased Premises.

9.2   Good Condition of Leased Premises

      The Lessee undertakes, at his expense, to keep and maintain the Leased
      Premises in good condition, to use them as a prudent administrator and to
      carry out, without delay and at his expense, the leasehold repairs
      required to keep and maintain their good condition (except if such repairs
      are required by natural ageing) and to return them to the Lessor in good
      condition at the expiry of the Lease, except any deterioration due to
      normal wear and tear.

9.3   Lessee's Default

      If the Lessee fails to keep and maintain the Leased Premises as mentioned
      in clause 9.2 above, and has not complied, within a reasonable period of
      time, based on the circumstances, with a notice to this effect given to
      him by the Lessor, the latter, his officers, employees, agents,
      contractors, workers and other representatives will have the right,
      without further advance notice, to enter in the Leased Premises and make
      any repairs on behalf of the Lessee and at his expense, the cost of which,
      plus ten percent (10%) for administration costs, will be added to the Rent
      payable by the Lessee, as Additional Rent, without prejudice to the
      Lessor's other rights and recourse under the present.

9.4   Glass

      The Lessor will replace, within a reasonable period of time, any broken
      glass with glass of the same quality. If the breakage is attributable to
      the fault or negligence of the Lessee, his employees or visitors, the
      Lessee will reimburse the Lessor for the costs of such replacement, plus
      ten percent (10%) for administration costs.


10    ALTERATIONS, REPAIRS, IMPROVEMENTS, INSTALLATIONS AND ADDITIONS

10.1  Lessor's Agreement

      The Lessee may not, without the prior agreement of the Lessor, which will
      not be refused without just cause, make any alterations, repairs,
      improvements, installations or additions other than any decorating
      improvements to the Leased Premises. Where applicable, the work will be
      carried out by a contractor that is acceptable to the Lessor and be
      approved in advance in writing by the Lessor. A copy of the plans, as
      constructed, will be given to the Lessor at the completion of the work. If
      the Lessor has to pay any inspection fees, such fees must be reasonable
      under the circumstances and will be reimbursed by the Lessee, upon request
      from the Lessor, plus ten percent (10%) for administration costs, as
      Additional Rent.

10.2  Legal Mortgages in Favour of Persons Involved in Construction Work

      If, as a result of the Lessee's work, a notice is advertised and served to
      the Lessor with respect to a legal mortgage in favour of a person who
      worked on the construction, the Lessee will, without delay, have the
      mortgage cleared or take the necessary steps or

                                                                              14
<PAGE>
 
      procedures to this end. If the mortgage is not cleared within forty five
      (45) days of its recording, the Lessee will immediately deposit with the
      Lessor, or provide a guarantee deemed acceptable by the Lessor, an amount
      equal to one hundred and twenty five percent (125%) of the amount of the
      mortgage. If the Lessee fails to deposit the required amount within the
      stipulated time period, the Lessor may undertake the necessary procedures
      to have the mortgage cleared, more specifically the Lessor may deposit
      with a court of competent jurisdiction or pay the amount claimed to the
      rightful owner, notwithstanding any objection or procedure of the Lessee
      in this respect. If the mortgage is paid by the Lessor, the Lessee will
      then reimburse to the Lessor such capital, costs and interests, upon
      request. Any deposit made by the Lessee to the Lessor, as mentioned above,
      will be held in trust by the latter until a proof that such lien has been
      completely cleared is submitted to the Lessor.

10.3  Return of Improvements at End of Lease

      The Lessee will have the option, at the expiry of the Term of the Lease,
      or at its premature expiry or at the expiry of any renewal of the Lease:

      10.3.1  of removing, at his expense, these alterations, repairs,
              improvements, installations and additions by restoring the Leased
              Premises to their condition prior to such work;

      10.3.2  of leaving these alterations, repairs, improvements, installations
              and additions to the Lessor along with the Leased Premises in good
              condition, taking normal wear and tear into consideration, without
              indemnity or compensation, in which case they will form part of
              the Leased Premises and become the property of the Lessor.


11    INSURANCE

11.1  Lessee's Insurance Coverage

      The Lessee will, at his expense, during the Term of the Lease, keep in
      force the following insurance policies, issued by reputable insurers and
      whose terms and conditions are acceptable to the Lessor:

      11.1.1  a comprehensive insurance policy covering the full replacement
              value of the Lessee's property;

      11.1.2  a public liability insurance policy covering the actions for which
              the Lessee may be held responsible, including a comprehensive
              liability coverage of at least ten million dollars ($10,000,000.);

      11.1.3  any other insurance policy that the Lessor may, from time to time,
              reasonably demand.

11.2  No subrogation

      All the insurance policies purchased by the Lessee will contain a waiver
      of any right of subrogation that the Lessee's insurers could have against
      the Lessor, his employees or agents.

11.3  Increased Risk

      The lessee will not take any action or do anything, or keep in or close to
      the Leased Premises anything that would increase the risk of fire or the
      rate of insurance premiums on the Building. Under no circumstances will
      the Lessee bring or keep in the Lease Premises any flammable, explosive,
      dangerous or contaminated materials.

                                                                              15
<PAGE>
 
11.4  Certificate of Insurance Coverage

      No later than fifteen (15) working days after obtaining a written notice
      to this effect, the Lessee will provide to the Lessor, immediately after
      the issue of such insurance policies, the certificates confirming the
      issue and maintenance of all the insurance policies required under the
      present. If the Lessee fails to purchase insurance or to supply these
      certificates as required above, the Lessor, fifteen (15) days after having
      notified the Lessee in writing, may purchase the required insurance
      policies, for his own benefit and that of the Lessee, for a period not
      exceeding one year and all the premiums paid by the Lessor, plus ten
      percent (10%) for administration costs, will be reimbursed by the Lessee
      upon receipt of a statement, as Additional Rent and not as Operating
      Costs.

11.5  Lessor's Insurance Coverage

      The Lessor, during the entire Term of the Lease, will keep in force
      insurance coverage on the Building and the rents thereof as well as public
      liability insurance, for amounts and subject to the deductions and
      exceptions determined by the Lessor. These insurance policies will cover
      and provide protection against, among others, fire losses and other risks
      and perils that the Lessor and his mortgagees may, from time to time, deem
      appropriate to cover. All insurance policies purchased by the Lessor will
      contain a waiver of any right of subrogation that the insurers may have
      against the Lessee, his employees or agents.

11.6  Liability

      Except if they are caused by his negligence or fault, or in case of
      failure to fulfill one of his obligations, the Lessor will not be held
      responsible for any damages whatsoever, either contractual or delictual,
      resulting from bodily injuries or property damage or business or other
      losses sustained by the Lessee or his employees, or resulting from any
      loss or damage to property belonging to the Lessee or his employees,
      clients or guests.

11.7  Indemnification

      Except if they are caused by his negligence or fault, or in case of
      failure to fulfill one of his obligations, the Lessee agrees to indemnify
      and hold the Lessor harmless from any legal actions for bodily injuries or
      death, property damage or other losses or damages resulting from the
      execution of any work carried out by himself or any agent or employee of
      the Lessor, and to hold the Lessor harmless from any losses, expenses and
      liabilities incurred by the Lessor due to any failure of the Lessee to
      execute any obligations and commitments under this Lease.


12    LESSOR'S ACCESS TO LEASED PREMISES

12.1  Inspections and Repairs

      12.1.1  Subject to clause 12.1.2, the Lessor will have access to the
              Leased Premises at all times in cases of emergency and following a
              forty eight (48) hour notice in other cases, to inspect and check
              them, for the purpose of making the repairs, replacements,
              alterations or improvements that are necessary or useful for the
              operation and good maintenance of the Building. The Lessor will
              ensure that these repairs, replacements, alterations and
              improvements are made in a diligent manner in order to cause as
              little disturbance as possible to the enjoyment of the Leased
              Premises by the Lessee. Within four (4) hours of becoming aware of
              an emergency situation, the Lessor will notify the Lessee of the
              situation and of the proposed control measures.

                                                                              16
<PAGE>
 
      12.1.2  In cases where there is no emergency, the parties will come to an
              agreement as to the conditions and the timing of the Lessors'
              exercise of his right of visit or access, to prevent any negative
              impact on the Lessee's business activities.

12.2  Visit of Leased Premises

      During the last twelve (12) months of the Term of the Lease, subject to a
      forty eight (48) hour notice, the Lessee will allow the Lessor or any
      other person designated by the latter to visit the Leased Premises, during
      regular business hours. The Lessee will also allow the Lessor, at all
      times and subject to the same notice, during regular business hours, to
      have any broker, acquirer or assessor of the Building visit the Leased
      Premises. The Lessor undertakes to act in such as way as to not
      significantly disturb the Lessee's business activities.

12.3  Lessor's Employees

      Any person directly or indirectly employed by the Lessor and having access
      to the Leased Premises, for any reason whatsoever, will comply with all
      the Lessee's reasonable requirements with respect to the security of the
      Leased Premises. The Lessor will ensure that identification is submitted
      to the Lessee, at his request, by such persons wanting to access the
      Leased Premises.

12.4  Maintenance Employees

      The persons assigned to the maintenance and cleaning of the Leased
      Premises will ensure that all doors giving access to the Leased Premises
      are locked at all times, except when otherwise instructed by the Lessee.


13    DAMAGE AND DESTRUCTION

13.1  Destruction of Leased Premises

      If the Leased Premises are partially or completely destroyed or damaged as
      a result of a disaster for which the Lessor is insured:

      13.1.1  Damages that cannot be repaired within a period of one hundred and
              eighty (180) days - If the Lessor believes that the damages or
              destruction are such that the Leased Premises are totally or
              significantly rendered unusable, or that it is impossible or
              dangerous to use them and if, in either case, the Lessor also
              believes (and will so indicate in writing to the Lessor within
              thirty (30) days of the damages) that the damages cannot be
              repaired with reasonable diligence in a period of one hundred and
              eighty (180) days following the disaster, either party may, within
              ten (10) days of this notice, cancel the Lease by giving a written
              notice to that effect, in which case the Lease will end on the day
              the damages or destruction occurred, and the Rent and any other
              amounts for which the Lessee is responsible for at the expiry of
              this Lease will then be calculated and paid in full up to the day
              the destruction or damages occurred. Should the Lessor or the
              Lessee not cancel this Lease, the Rent will be suspended from the
              day the damages occurred up to the time when the Leased Premises
              are repaired and can be occupied by the Lessee in accordance with
              the conditions of the present;

      13.1.2  Damages that can be repaired within a period of one hundred and
              eighty (180) days - If the Lessor believes that the damages are
              such that the Leased Premises are totally or significantly
              rendered unusable, or that it is impossible or dangerous to use
              them and if, in either case, the Lessor believes (and will so
              indicate in writing to the Lessor within thirty (30) days of the
              damages) that the damages can be repaired with reasonable
              diligence within a period of one hundred and eighty 

                                                                              17
<PAGE>
 
              (180) days following the disaster, the Lessor will make the
              necessary repairs to restore the Building, and the Rent will be
              suspended from the day the damages occurred up to the time the
              Leased Premises are repaired and can be occupied by the Lessee. If
              the Lessor believes that the damages can be repaired as mentioned
              above within one hundred and eighty (180) days following the
              disaster and that the nature of the damages makes it possible to
              partially use the Leased Premises for the purposes for which they
              had been rented, until such damages have been repaired, the Rent
              will be reduced proportionately to the part of the Leased Premises
              that was rendered unusable in relation to the overall Leased
              Premises.



13.2  Destruction of Building

      If the Building is partially destroyed or damaged so that twenty five
      percent (25%) or more of the Leased Area of the Building is affected or if
      the Lessor believes that the Building has become dangerous or unusable,
      based on the normal use of the Building, whether or not the Leased
      Premises themselves are affected, then the Lessor, if he believes that the
      Building cannot with reasonable diligence be repaired within one hundred
      and eighty (180) days following the disaster, will notify the Lessee in
      writing within thirty (30) days of the damages that he believes the
      Building cannot be repaired and either party may, within ten (10) days of
      such notice, cancel this Lease, in which case this Lease will end on the
      day the destruction or damages occurred, and the Rent and any other
      amounts for which the Lessee is responsible at the expiry of this Lease
      will then be calculated and paid in full up to the day the destruction or
      the damages occurred.

13.3  Insurance Benefits

      In the event the Lease is cancelled before the expiry of the Term, any
      insurance benefits, except the amounts related to the Lessee's property,
      provided there are no debts owing to the Lessor by the Lessee under the
      present, will be and remain the Lessor's absolute property. 

13.4  No Obligation to Rebuild

      The present Lease does not contain any provision forcing the Lessor to
      repair or rebuild the Lessee's alterations, improvements or other
      property.

13.5  Destruction Attributable to Lessee

      If the damages to the Leased Premises or Building are attributable to the
      Lessee or to persons for whom he is legally responsible, the damages may
      be repaired by the Lessor, at the Lessee's expense, up to the amount of
      the Lessee's insurance coverage provided in clause 11.1, and the latter
      will forfeit his right to cancel the Lease and will not be entitled to any
      rent suspension or reduction under the terms of the present section,
      subject to any other right or recourse of the Lessor.


14    EXPROPRIATION

14.1  Cancellation of Lease

      In the event the Building is expropriated by any authority having
      jurisdiction, in part or totally, the Lessor may end the Lease as of the
      take-over or expropriation date, by giving a written notice to this effect
      to the Lessee and without any liability to the latter. The cancellation by
      the Lessor, if applicable, will not be done in a discriminatory manner
      against the Lessee.

                                                                              18
<PAGE>
 
14.2  No obligation to contest

      The Lessor and the Lessee reserve the right under the present to claim
      eventual damages from the expropriating authority. The Lessee recognizes
      that the Lessor has no obligation under the present to contest any
      expropriation procedure.


15    NO DISTURBANCE TO THE LESSEE

15.1  Creditors

      The Lessor undertakes, before the start of the Lease and thereafter before
      the start of any renewal period, if applicable, to take the required
      measures with all mortgagees, namely the creditors who have registered a
      mortgage or trust deed on the Building or any other creditor holding
      encumbrances on the Building or any other creditor who could, in any way
      whatsoever, affect the Lessee's rights, to obtain a written commitment
      guaranteeing that the Lessee will not be prevented, for any reason
      whatsoever, from enjoying the Leased Premises or exercising any other
      right given to the Lessee by the Lessor and that his Lease will be
      respected.

15.2  Sale or Assignment of Building

      The Lessor undertakes, before the sale or assignment of the Building, to
      reveal to any potential acquirer or assignee the name of the Lessee, the
      Term of the Lease and to obtain from such acquirer or assignee a written
      commitment to the effect that the occupation of the Leased Premises will
      not be disturbed and the Lessor's obligations under the present will be
      totally assumed.


16    OBSERVANCE OF LEGISLATION AND INDEMNIFICATION

16.1  Observance of Legislation

      The Lessee will observe all the laws, rules, ordinances, orders and
      regulations in force in the City or Urban Community, as applicable, in
      which the Lease Premises are located, of the federal and provincial
      governments and of each of their respective departments, commissions or
      agencies, if applicable, and of any other government authority having any
      jurisdiction of any kind on the Leased Premises, with respect to the
      occupation of the Leased Premises by the Lessee or the conduct of the
      Lessee's business in the Leased Premises. Inasmuch as they concern the
      Leased Premises or the Lessee's activities, the Latter will promptly
      comply with their requirements at his expense.

16.2  Indemnification of Lessor

      The Lessee agrees to indemnify and hold harmless the Lessor against any
      fine, penalty, charge or damage incurred by the Lessor as a result of any
      violation by the Lessee, his officers or agents, of any law, ordinance or
      regulation in force. The Lessee also agrees to indemnify and save the
      Lessor harmless from any damage or expense resulting from any failure of
      the Lessee to comply with any requirement or provision of the Lease, and
      will also reimburse him for any expenses, including any legal fees
      incurred by the Lessor to enforce his rights and recourse.

      The Lessee recognizes that the Lessor will not be responsible for any
      damage incurred by the Lessee and the Lessee will not be entitled to any
      Rent reduction or the cancellation of the Lease,

      (i)  if the damages incurred by the Lessee result from or are attributable
           to the failure 

                                                                              19
<PAGE>
 
             or negligence of the Lessee, his agents, representatives, employees
             or persons to whom the Lessee gives access to the Building (other
             than the persons to whom the Lessee gives access because of a right
             of the Lessor under the present);

      (ii)   if the damages incurred by the Lessee result from or are
             attributable to an act of God;

      (iii)  if the damages incurred by the Lessee do not result from or are not
             attributable to a failure of the Lessor to meet one of his
             obligations under the present.


17    ASSIGNMENT AND SUBLEASING

17.1  Lessor's Agreement

      The Lessee will not, at any time, assign the Lease or sublease the Leased
      Premises, in whole or in part, without the prior written agreement of the
      Lessor, that will not be refused without just cause.

17.2  Justified Refusal

      Without limitation, the Lessor will have just cause to refuse his
      agreement if the assignee or sub-tenant proposed by the Lessee is already
      a tenant in the Building and that there are premises available for him in
      the Building or will become available within the next three (3) months.

17.3  Lessor's Reply

      The Lessor will have fifteen (15) working days, from the date of receipt
      of a written request from the Lessee, to give his agreement or refusal, in
      writing, with the reasons for such refusal. The Lessor's failure to inform
      the Lessee in writing will be deemed to be, for all intents and purposes,
      an acceptation of the sublet or assignment proposed by the Lessee.

17.4  Affiliated Companies

      Upon ratification of the present Lease, the Lessee may, at all times,
      without the agreement of the Lessor, assign the said Lease or sublease the
      Leased Premises, in part or in whole, to a company belonging to his group,
      provided, however, that the Lessor is informed in advance, in writing, and
      that the Lessee remains jointly and severally responsible for the
      obligations contained in the Lease.

17.5  Joint and Several Liability

      Notwithstanding any assignment or subleasing, the Lessee will always
      remain jointly and severally liable for the execution of the obligations
      contained in this Lease and, by assignment or sublease, any assignee or
      sub-tenant will assume the execution of the Lessee's obligations to the
      Lessor. In all cases, the Lessor may require that the proposed sub-tenant
      or assignee sign a new Lease based on the terms and conditions contained
      in the assignee's or sub-tenants' offer, in which case the Lessee will
      guarantee the fulfilment of all the obligations of such sub-tenant or
      assignee under the new lease.

17.6  Cancellation of Lease

      If, pursuant to a request for the approval of an assignment or sub-lease
      made by the Lessee to the Lessor, the Lessor should decide to take back
      the Leased Premises by cancelling the Lease, he will so inform the Lessee
      in writing within fifteen (15) working days following receipt by the
      Lessor of the Lessee's approval request.

                                                                              20
<PAGE>
 
18    DEFAULT, RECOURSE

18.1  Default Cases

      The Lessee will be in default under the present in the following cases:

      18.1.1  if the Lessee does pay, on the due date, any amount due and
              payable under the Lease;

      18.1.2  if the Lessee becomes insolvent or makes an assignment for the
              general benefit of his creditors; if the Lessee is declared
              bankrupt, is liquidated, or files for protection under any
              bankruptcy and insolvency act;

      18.1.3  if the Lessee significantly changes or modifies the use of the
              Leased Premises;

      18.1.4  if steps are taken or action is initiated for the dissolution or
              liquidation of the Lessee or his property or if enforcement or
              seizure procedures are taken against the property of the Lessee
              and are not disputed in good faith within fifteen (15) days;

      18.1.5  if the Lessee does not take possession of the Leased Premises upon
              delivery or abandons them for any reason whatsoever;

      18.1.6  if the Lessee assigns the Lease or subleases the Leased Premises,
              in part or in whole, in a manner other than that provided in the
              present;

      18.1.7  if the Lessee fails to meet any one of his other commitments,
              obligations or any condition of the Lease.

18.2  Cancellation of Lease

      Except for the cases indicated in clause 18.1.2., the Lease will be
      cancelled automatically in the event of any failure of the Lessee, as
      defined in the present section, and the Lessor may give the Lessee a
      written notice of his intention to end the Lease and the Lease Term will
      end as of

      1)      the fifth (5/th/) day following receipt of said notice in the
              event of a violation of any provision concerning the payment of a
              sum of money, or

      ii)     the thirtieth (30/th/) day following receipt of such notice in any
              other case of default,

      subject, in all cases, to the possibility for the Lessee to correct the
      default, following the notice given by the Lessor.

18.3  Damages

      In the event the Lease is cancelled under the provisions of the present
      section, the Lessor may immediately claim the equivalent of the Minimum
      Rent and the Additional Rent then payable on a monthly basis for the
      current month and the six (6) following months; the Lessor may claim this
      amount immediately as well as any overdue amount and any other amount that
      the Lessee will then pay to the Lessor, subject to all the other rights
      and recourse of the Lessor.

      If the cancellation is due to bankruptcy or insolvency, or is based on
      same, the Lessor may, in addition to the other rights and recourse
      available to him, require the equivalent of three (3) months of Minimum
      Rent and Additional Rent, on a monthly basis, as

                                                                              21
<PAGE>
 
      accelerated rent.

18.4  No Waivers

      No leniency or oversight on the part of either party with respect to a
      default of the other party concerning any one of his obligations under the
      present may be considered a waiver of the Lessor's or the Lessee's rights
      under the present as concerns such default or any subsequent default, nor
      will it affect or modify in any manner whatsoever, the rights of the
      Lessor or of the Lessee under the present as concerns this subsequent
      default; in addition, no waiver will be construed as an act or omission on
      the part of the Lessor or the Lessee, except if such waiver is given in
      writing.


19    DEPOSIT

      At the signing of the present, the Lessee will give the Lessor a deposit
      of sixty eight thousand five hundred and forty five dollars and sixty
      seven cents ($68,545.67), that is one (1) month of Minimum Rent in the
      fifth year of the Lease, as a guarantee of the correct performance by the
      Lessee of each commitment, condition and agreement stipulated in the
      present.

      If the Lessee is not in default under the present Lease, the Lessor will
      apply the amount of the deposit to the payment of the Minimum Rent for the
      last month of the fifth year of the Term.


20    NOTICES OF REQUESTS

      Any notice to be given under the present or with respect to the Lease will
      be considered legally given if it is delivered in person to the addressee
      or sent by registered mail or sent by electronic mail (in which case any
      notice sent by electronic mail will be confirmed in writing by registered
      mail or delivered in person), to the following addresses:

      20.1   for a notice to the Lessor, as follows:

             Zone TGR Corporation
             10 Duke Street
             Montreal, QC
             H3C 2L7
             c/o the President or General Manager

      20.2   for a notice to the Lessee, as follows:

             Discreet Logic
             10 Duke Street
             Montreal, QC
             H3C 2L7
             c/o the President or Chief Financial Officer

      or to any other location that either party will have indicated to the
      other party by way of a written notice given as shown above.

      Any notice sent by mail will be deemed to enter into force on the third
      (3rd) working day following the date of its mailing. Any notice sent by
      electronic mail will be deemed to have been given and received on the
      following working day. Any notice delivered in person will be deemed to
      have been received on the day of its delivery.


21    EXPIRY OF LEASE

                                                                              22
<PAGE>
 
21.1  No Renewal

      Unless it is renewed according to the terms of a renewal option granted to
      the Lessee, if applicable, the Lease will end automatically and without
      any other notice on the date stipulated in the present, and the occupation
      of the Leased Premises by the Lessee after such date will not have the
      effect of extending the Term of the Lease or renewing the Lease. The
      Lessee will then be deemed to occupy the Leased Premises against the will
      of the Lessor, who can then avail himself of every legal recourse
      available in such circumstances.

21.2  Possession after Expiry of Term

      If, in spite of the foregoing, the Lessee remains in possession of the
      Leased Premises after the expiry of the Term of the Lease, the Rent for
      the term of such occupation will be equal to the monthly Rent payable for
      the last month of the Term of the Lease, or of its renewal, if applicable,
      plus fifty percent (50%) and this Rent will be payable in advance, under
      the same terms and subject to the same conditions as those provided in the
      present.

22    VARIOUS PROVISIONS

22.1  Assigns

      This Lease will be binding upon the successors and assigns of both the
      Lessor and the Lessee.

22.2  Not a Company

      The parties hereto expressly declare that none of the provisions of the
      present Lease nor any of their actions is intended as and should not be
      interpreted as establishing a relationship between them other than that of
      Lessor and Lessee.

22.3  Cancellation of Previous Agreements

      The present Lease contains all the mutual commitments and obligations of
      the parties with respect to the leasing of the Leased Premises and
      cancels, for all intents and purposes, any previous representations,
      negotiations, agreements, of any nature whatsoever. Since the present
      Lease has precedence, no other document or written or verbal
      representation can be used to interpret the present except, however, the
      Offer to lease, attached hereto as Appendix "F" for reference purposes, it
      being understood that in case of contradiction, the text of the present
      Lease will have precedence.

22.4  Mediation and Arbitration

      The parties agree that, in the event of disagreement between them with
      respect to the present that they cannot settle within a reasonable period
      of time, they will ask, within ten (10) days of a notice given to one
      party by the other, an outside conciliator, who is impartial and
      objective, to help then settle the issue. The conciliator will have
      fifteen (15) days from the date of his appointment to bring the parties to
      an agreement.

      If the parties cannot agree on the choice of the conciliator or if the
      conflict cannot be settled in the period provided, they agree that any
      dispute will then be submitted to arbitration. The arbitrator will be
      chosen jointly by the parties and, failing an agreement on this choice
      within ten (10) days of an arbitration request, either party may ask the
      superior court to appoint an arbitrator. Subject to the present section,
      the provisions of the Quebec Code of Civil Procedure and of the Civil Code
      of Quebec will apply to such 


                                                                              23
<PAGE>
 
      arbitration.

      In any mediation or conciliation case, the costs will be shared equally by
      the parties.  In case of arbitration, the arbitrator's decision will be
      final and binding on the parties.  The arbitrator will rule on the sharing
      of the arbitration costs.

22.5  Brokerage Fees

      The Lessee and the Lessor declare that no broker is involved in the
      leasing of the Leased Premises by the Lessee and that the Lessor will not
      be required to pay any brokerage fees.

22.6  Applicable Legislation

      This Lease will be interpreted in accordance with the laws of the Province
      of Quebec.

22.7  Recording of Lease

      The Lessee undertakes not to record the full Lease with the Realty
      Registry, under pain of nullity.  The Lessee may however record, at his
      expense, a summary Lease provided the text of such summary lease is
      submitted to the Lessor for approval beforehand.

22.8  Regulations

      The Lessee undertakes that the rules and regulations outlined in Appendix
      "G", attached hereto, and any other rules and regulations that the Lessor
      may later stipulate, if they are deemed necessary for the security,
      supervision or cleanliness of the Building and the Leased Premises, or for
      the protection and good maintenance of the Building and its equipment or
      for the comfort of the Lessees, will be observed and followed by the
      Lessee, his employees, agents, visitors and representatives. The Lessor
      will have the right to amend these rules or to waive, in writing or
      otherwise, all or part of these regulations as concerns one or more
      tenants, and the Lessor will have no responsibility to the Lessee for the
      failure to observe or the violation of one of these regulations or rules
      by any other tenant or any other person. The provisions of the rules and
      regulations will not be considered as a limitation of any undertaking or
      provision of the present Lease to be performed or fulfilled by the Lessee.

22.9  Negotiation of Lease

      The parties declare and recognize:

      22.9.1    that the provisions of the present were negotiated by them, were
                freely agreed upon, discussed and negotiated and that none of
                these provisions were imposed on either party by the other
                party;

      22.9.2    that they understand the meaning and the scope of all the
                provisions of the present and that they received adequate, clear
                and precise explanations on the nature and scope of these
                clauses;

      22.9.3    that, as far as they are concerned, none of the provisions in
                the present is unreadable, incomprehensible, abusive, penalizes
                them excessively or unreasonably or alters the nature of the
                overall main obligations of the Lease.


23    SPECIAL PROVISIONS

23.1  Maximum Operating Expenses

      The Lessor guarantees that, during the first twelve (12) month period of
      the Term, the 

                                                                              24
<PAGE>
 
      Operating Expenses will not exceed six dollars and fifty cents ($6.50) per
      square foot of Leased Area. Also, during the second twelve-month period,
      the Operating Expenses will not exceed seven dollars ($7.00) per square
      foot of Leased Area. Thereafter, the increase in Operating Expenses will
      be limited to the increase in the Consumer Price Index for the region of
      Montreal, as published by Statistics Canada, subject to a maximum of 5%
      per year. For the purpose of this calculation, the Operating Costs for the
      second year will not exceed seven dollars ($7.00) per square foot of
      Leased Area.

23.2  Right of First Refusal

      23.2.1   The Lessor undertakes that he will not sell, assign or otherwise
               dispose of the Building, directly or indirectly, without first
               giving the Lessee the opportunity of purchasing it, as provided
               hereunder.

      23.2.2   The Lessor will submit to the Lessee any offer to purchase made
               by a third party, who is not under the control of or controlled
               by the same entity as the Lessor within the meaning of the Canada
               Corporations Act, that he is prepared to accept.

      23.2.3   The Lessee will have a period of ten (10) working days, starting
               on the date of receipt of the offer sent by the Lessor, to advise
               the latter in writing of his intention to purchase the Building
               under the conditions of the said offer to purchase. Failing the
               Lessee's reply within this period, it will be conclusively deemed
               a refusal to purchase the Building, under his right of first
               refusal.

      23.2.4   Should the Lessee notify the Lessor of his intention not to
               purchase the Building according to the terms and conditions of
               the offer to purchase or if he neglects or omits to give the
               notice mentioned in the previous clause, the Lessor may sell the
               Building to the offeror, under terms and conditions that are not
               less advantageous to the Lessor than those contained in the
               offer. The Lessee undertakes, in such a case, to sign any
               document and to become a party to any deed required to express
               his agreement with the sale.

      23.2.5   In the event the Building is not sold, as stipulated above,
               within a period of ninety (90) days following the receipt by the
               Lessee of the offer, the Lessee's right of first refusal will be
               maintained with respect to any other offer to purchase.

23.3  Purchase Option

      The Lessee may, at all times following the Starting Date of the Term and
      as long as TGR Zone Corporation is its owner, purchase the Building, under
      the following conditions:

      23.3.1   The Lessee will inform the Lessor in writing of his intention to
               acquire the Building.

      23.3.2   Each party will hire a reputable firm of chartered appraisers to
               determine the market value of the Building. The appraisers will
               be allowed a thirty (30) day period to submit their assessment
               report. Providing the difference between the appraisals of both
               firms is not greater than ten percent (10%) and subject to clause
               23.3.4 hereunder, the Lessor will sell the Building to the
               Lessee, who will purchase it, at a value equal to the

                                                                              25
<PAGE>
 
               average of both appraisals.

      23.3.3   If the difference between the appraisals of the two firms hired
               by the parties is greater than ten percent (10%), a third
               reputable firm of chartered appraisers will be hired jointly by
               the parties to determine, by mutual agreement with the parties'
               two firms that submitted the appraisal reports, the market value
               of the Building, and the Lessee will purchase and the Lessor will
               sell the Building at such market value. The closure of the sale
               will take place within thirty (30) days of the determination of
               the market value payable.

      23.3.4   In all cases, the market value of the Building will not be less
               than seven million dollars.

      23.3.5   In the event of a disagreement between the parties concerning the
               market value suggested by the appraisers, the parties will submit
               their dispute to arbitration in accordance with the provisions of
               section 22.4 of the present.

23.4  Compensation Allowed in Some Cases

      Notwithstanding the provisions of section 4.1 of the present, the Lessee
      may, as long as TGR Zone Corporation is the owner of the Building, make a
      compensating deduction from the Minimum Rent payable under the present,
      for the sums due by TGR Zone corporation to THE PECK BUILDING REG. and for
      which TGR Zone Corporation would be in default under the lease assignment
      agreement entered into by Discreet Logic inc., as assignor, TGR Zone
      Corporation as assignee and THE PECK BUILDING REG. as owner. In the event
      the Lessor sells the Building, the Lessor undertakes to give the Lessee,
      as a guarantee of his obligations under the lease assignment agreement, an
      irrevocable letter of credit, issued by a Canadian bank, for an amount
      corresponding to one year of rent, payable to THE PECK BUILDING REG. for
      the premises located at 5505 boul. St-Laurent, which letter of credit will
      be renewable from year to year up to the expiry of the lease for 5505
      boul. St-Laurent.

23.5  Assignment of Furniture and Fixtures

      TGR Zone Corporation hereby assigns, for good and valuable consideration,
      to Discreet Logic Inc., the full and complete ownership of the furniture
      and fixtures located in the Leased Premises at 10 Duke Street, a list of
      which is provided as Appendix "D" of the present Lease. In addition, the
      furniture and fixtures belonging to Discreet Logic inc, and located in the
      premises at 5505 boulevard Saint-Laurent, in Montreal, as described in the
      list in Appendix "H", are hereby assigned, for good and valuable
      consideration, by Discreet Logic inc. to TGR Zone Corporation.

23.6  Parking Spaces

      The Lessor undertakes to provide to the Lessee, at all times during the
      Term of the Lease, twenty five (25) parking spaces close to the Building.


IN WITNESS WHEREOF, WE HAVE SIGNED AT MONTREAL,

TGR Zone Corporation
Lessor


/s/ Mathew Carson                             29 October 1997
----------------------                        ---------------
by: Matthew Carson                                          DATE


                                                                              26
<PAGE>
 
/s/ Timothy Getz                                 /s/ Georges Renaud
----------------                        -----------------------------
Witness                                                     Witness


Discreet Logic inc.
Lessee

/s/ Francois Plamondon                             29 October 1997
----------------------                             ---------------
by: Francois Plamondon                                        DATE



/s/ Timothy Getz                                 /s/ Georges Renaud
----------------                        -----------------------------
Witness                                                     Witness




                                                                              27