Mackenzie Smith Lewis Michell & Hughes, llp

LAW OFFICES
CARTER H. STRICKLAND

DENNIS R. BALDWIN

GAY M. POMEROY

EDWARD J. MOSES

CLAYTON H. HALE, JR.

ALFRED W. POPKESS

KENNETH E. ACKERMAN

ARTHUR A. CHALENSKI, JR.

DAVID M. GARBER

ARTHUR W. WENTLANDT

NANCY L. PONTIUS

EDWARD J. SPENCER III

DENNIS P. HENNIGAN

DOUGLAS C. JOHNSTON

STEPHEN T. HELMER

ANTHONY R. HANLEY

STEPHEN S. DAVIE

PETER D. CARMEN

RICHARD P. JAMES

ANNE B. RUFFER	P.O. Box 4967

Syracuse, New York 13221-4967

FEDERAL EXPRESS & UPS ADDRESS

101 South Salina Street, Suite 600

Syracuse, New York 13202

(315) 474-7571

Fax (315) 474-6409

Direct Dial (315) 233-8211

stricc@macklaw.com

JEFFREY T. LACEY

MARK T. HARRINGTON

MAUREEN DUNN McGLYNN

JENNIFER E. McCOOMBS

AMI S. LONGSTREET

ANTHONY M. SMALL

PETER J. THOMPSON

DEBORAH E. MOORE	WILLIAM L. BROAD

CHARLES ANDREWS

JOHN E. MORRISSEY, JR.

JAMES H. O'CONNOR

JAY W. WASON

CHARLES J. CRONIN

KEVIN M. REILLY

WILLIS B. LEMON

COUNSEL

February 17, 2000

Professor Benjamin Ware

Vice-President for Research

Syracuse University

304 Tolley Administration Building

Syracuse, NY 13244-1100

Ms. Karin Carney, Director

Office of Sponsored Programs and Technology Transfer

Syracuse University

113 Bowne Hall

Syracuse, NY 13244-1200

Dr. Marek Podgorny

General Manager

WebWisdom.com, LLC

216 Wellington Road

Dewitt, NY 13214

Re: Dr. Geoffrey Fox

Dear Professor Ware:

The recent correspondence between Peter Dichiara and me indicates that we need to clear the air so that there is no escalation of tension in what is everyone's stated goal of an orderly and amicable transition by Dr. Fox to Florida State University.

Dr. Fox has indicated that he will be going on leave from Syracuse at the end of March. He is most anxious to continue as a professor on leave so that he can assist students who are completing their Ph.D. programs under his direction. Dr. Ware has agreed that Geoffrey shall be a professor on leave until June 30th and Director of NPAC until that date.

Geoffrey has indicated he will continue as PI on current contracts and work with SU and sponsors for an orderly transition as those contracts reach their renewal points. Dr. Ware has indicated a program concerning the equipment used by Geoffrey which is helpful.

The remaining issue is the ongoing research, patent issues and the WebWisdom license. We feel it is necessary that accord be reached on the issues presented.

With that in mind, it is proposed the Tango 1.4 and Tango 2 core software; Tango 1.4 and Tango 2 applications (except as modified below); the Buena Vista Audio-Video Conferencing, and LecCorder Lecture Recorder be covered by the license from Syracuse University to WebWisdom.

Dr. Fox has, of course, worked on other software such as the SV2 Scientific Visualization package; Javascript Shared Browser, which is a key part of his current research; Perl Program Audioedit; the Impact Class Database Server; the VPL Virtual Programming Laboratory; and several small applications written independently of Tango and imported to Tango that is Applets from the Physics Department. This research Dr. Fox suggests should be put into the public domain.

The WebWisdom DB, which is Java plus XML plus Oracle Database and the WWW Foil Perl program should be the subject of a non-exclusive license to WebWisdom.

Very truly yours,

MACKENZIE SMITH LEWIS MICHELL & HUGHES, LLP

Carter H. Strickland

CHS:rjc

cc: Peter Dichiara, Esq.