EXHIBIT A
AGREEMENT
The undersigned agree as follows:
1. Each of them is individually eligible to use the Schedule 13D to which
this Agreement is attached, and such Schedule 13D is filed on behalf of each of
them;
2. Each of them is responsible for the timely filing of such Schedule 13D
and any amendments thereto, and for the completeness and accuracy of the
information concerning such person contained therein; but none of them is
responsible for the completeness or accuracy of the information concerning the
other persons making the filing, unless such person knows or has reason to
believe that such information is inaccurate;
3. Such Schedule 13D identifies each such person, contains the required
information with regard to such person and indicates that it is filed on behalf
of all such persons; and
4. The execution and delivery of this Agreement does and shall not
constitute an admission by the undersigned that they constitute a "group" for
the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as
amended, and the undersigned hereby disclaim such status.
Dated: January 28, 2000
THE ARGENTUM GROUP
By: XXXXXX X. XXXXXXXXXXX, INC.,
a General Partner
By: /s/ Xxxxxx X. Xxxxxxxxxxx
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Xxxxxx X. Xxxxxxxxxxx,
President
ARGENTUM CAPITAL PARTNERS II, L.P.
By: ARGENTUM PARTNERS II, LLC,
General Partner
By: ARGENTUM INVESTMENTS LLC,
Managing Member
By: /s/ Xxxxxx X. Xxxxxxxxxxx
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Xxxxxx X. Xxxxxxxxxxx,
Managing Member