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                                                                    EXHIBIT 10.7

Subcontractor Agreement                                        Statement of Work
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Fixed Bid Contract for PM/IQ base integration module

Scope of Services, Charges, and other applicable terms

This Statement of Work to the IBM Subcontractor Agreement between IBM and
International CompuTex, Inc. (ICI) is for the development of the PM/IQ base
integration module.

                   "SEE ATTACHED STATEMENT OF WORK DOCUMENT"

Actual Start Date:
Estimated End Date:

Each of us agrees that the complete agreement between us about this transaction
consists of 1) this Statement of Work and 2) the IBM Subcontractor Agreement (or
any equivalent agreement signed by both of us) and its applicable Attachments
and Transaction Documents.

Agreed to: International CompuTex, Inc.        Agreed to: International Business
                                                          Machines


By /s/ C.J. Giarratana                         By /s/ Thomas J. Rider, Jr.
  -------------------------                      -------------------------------
Authorized Signature                           Authorized Signature

Name (type or print):                          Name (type or print):

C. J. Giarratana                               Thomas J. Rider, Jr.

Date:                                          Date:

12-23-97                                       1-7-98

Subcontractor Address:                         Statement of Work Number:
International Computex, Inc.
5500 Interstate North Parkway, Suite 507       IBM P.O. Number:
Atlanta, GA  30328-4662
Phone/Fax (770) 953-1464/(770) 953-1574        IBM Corporation
                                               8501 IBM Drive
                                               Charlotte, NC  28262

IBM customer contact name/telephone:  Tom Rider (704) 594-1428
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1.       Statement of Work

This Statement of Work defines the scope of work and associated deliverables
with respect to the development of a base integration module between ICI
ItemQuest(TM) and IBM ProductManager(TM) (PM/IQ base integration module). This
module is separate and distinct from ItemQuest. This work will be performed by
ICI under the terms and conditions of the IBM Subcontractor Agreement #N670701
between IBM and ICI. When a conflict in terms exists between agreements, the
terms of this Statement of Work will apply.

1.1      Project Scope

The scope of this project is for the development, test, documentation and
packaging of the PM/IQ base integration module code. This work is to include the
following activities:

1.       Requirements definition as agreed to by the parties involved.
2.       Integration architecture and design as agreed to by the parties
         involved.
3.       Code and testing based on requirements as determined by ICI.
4.       Documentation as determined by ICI.
5.       Defect support as defined in section 1.3.5.


1.2      Key Assumptions

This Statement of Work and ICI's estimates to perform this Statement of Work are
based on the following "Key Assumptions":

1.       PM/IQ base integration module will be supported by ICI on AIX and
         Solaris. Other platforms may be supported as required and agreed to by
         both parties.
2.       ICI will keep current with ProductManager releases and snaps using the
         IBM provided relcon tool.
3.       The PM/IQ base integration module is a "Material" as that term is
         defined in the IBM Subcontractor Agreement.
4.       PM/IQ base integration module will be year 2000 compliant to the extent
         ProductManager complies. ProductManager's definition of "year 2000
         compliant" is that the customizations are capable of correctly
         processing, providing and/or receiving date data within and between the
         20th and 21st centuries.
5.       Development and support services will be provided from ICI's facilities
         in Charlotte, NC and/or Atlanta, GA.
6        IBM will name and market the PM/IQ base integration module as an IBM
         ProductManager Solution offering.
7.       ICI does not relinquish its right or ability to make the PM/IQ base
         integration module available to customers independent of IBM. In the
         event ICI contract with a customer to provide this solution independent
         of IBM's involvement in the account, ICI will pay IBM a one time
         services fee of $5,000 per customer. For the purpose of this item 7,
         "customer" shall mean an entity and its majority owned subsidiaries.
8.       Extensions or enhancements to the PM/IQ base integration module
         generated by customers or IBM that are to become part of the standard
         PM/IQ base integration module will be evaluated and developed solely by
         ICI as determined by ICI. IBM may satisfy customer unique requirements
         resulting in derivative works.
9.       IBM, at their discretion, will inform ICI of product plans that may
         impact the PM/IQ base integration module including but not limited to
         Beta access to future releases. This information will be accepted by
         ICI as IBM "Information" under the terms of the Agreement or Exchange
         of Confidential Information currently in place between IBM and ICI.
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1.3      ICI Responsibilities


1.3.1    Requirements Definition

Description:        Develop functional requirements for PM/IQ base integration
module based upon ICI's knowledge of PDM implementations and customer input.

Completion:         This task will be complete when the requirements document
                    has been completed.

Deliverable:        Requirements document.


1.3.2      Development of PM/IQ Base Integration Module

Description: Utilizing ProductManager's Application Customization Environment
(ACE), which will be provided free of charge to ICI, generate agreed upon
customizations including screens, application, database and I/O logic. This task
includes unit, function, and system testing of customizations.

Completion:         This task will be complete when system test has been
                    completed.

Deliverable:        None.


1.3.3      Packaging of PM/IQ Base Integration Module

Description:        Develop installation instructions, system requirements and
dependencies, and customization delivery vehicle.

Completion:         This task will be considered complete when all documentation
has been completed.

Deliverable:        Appropriate user documentation.


1.3.4      Installation and Demonstration

Description:        Install PM/IQ base integration module and a demonstration
version of ItemQuest for the purpose of training.  This effort is not to
exceed two days (not including travel) at IBM's Charlotte facility.


Completion:         This task will be considered complete at the conclusion of
this 2-day effort.

Deliverable:        Installation documentation and appropriate training
material.
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1.3.5      Defect Support

Description:        Provide on-going defect support for the PM/IQ base
integration module code. Severity level definition for the purpose of
identifying the criticality of defects and the correction response is as
follows:

Severity - 1:       Functional defect in the customization code that inhibits
                    pilot run/production.
Severity - 2:       Defects found in customization code which has to be
                    substituted through workarounds.
Severity - 3:       Cosmetic defects found in customization code.
Severity - 4:       Trivial problems found in the customization code.

Completion:         On-going.

Deliverable:        Phone support as described above.

1.3.6      Maintenance and Future Releases

Description:        As they become generally available, ICI will provide
maintenance releases and future function releases to IBM.

Completion:         On-going.

Deliverable:        Extracts for maintenance and future releases.

1.3.7      Marketing Support

Description:        Provide the necessary technical and functional product
information as input to the development of a marketing plan and collateral
material.

Completion:         On-going.

Deliverable:        Technical and functional product documentation which meet
the requirements above.

1.4        IBM Responsibilities

1.4.1      PM/IQ Base Integration Module Sales and Marketing

Description:        IBM will sell and market the PM/IQ base integration module
as a solutions offering. Services required for this implementation may be
offered using IBM personnel, ICI personnel, or a third party that has been
approved by ICI.

Completion:         On-going.

Deliverable:        Marketing plan and collateral material to support sales
efforts.

1.5        Charges

Travel and Living expenses incurred by ICI to support this Statement of Work
will be charged as actuals to IBM. There will be no charge to IBM for the
licensing rights described in this SOW.