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                          MASTER REMARKETING AGREEMENT

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     This Master Remarketing Agreement ("Agreement") dated as of July 20th, 2001

is hereby entered into by and between NUR America, Inc., with an office located

at 4671 Highway 90 West, San Antonio, Texas 98237 ("Contractor") and CVF Vendor

Finance, Inc. with a place of business located at One International Boulevard,

Mahwah, New Jersey 07430 ("CVF").



     CVF owns and leases to third parties certain press, graphics and other

general equipment types (collectively, the "Equipment" and individually an "Item

of Equipment") in the ordinary course of its business which Equipment, from time

to time, requires remarketing services.



     CVF desires to engage Contractor and Contractor desires to accept such

engagement to remarket the Equipment on behalf of CVF under the terms and

conditions set forth below.



     NOW, THEREFORE, in consideration of the mutual covenants herein contained,

incorporating the foregoing by reference, and intending to be legally bound

hereby, for good and valuable consideration, the receipt of which is hereby

acknowledged, CVF and Contractor agree as follows:



1.   Engagement. This Agreement shall commence as of date set forth above, and

     shall continue in effect indefinitely subject to the right of either party

     to terminate the Agreement as set forth in Paragraph 14. CVF will, from

     time to time, engage Contractor to accept delivery of, pick up, store,

     refurbish, remarket, sell or otherwise dispose of (collectively "Remarket")

     the Equipment pursuant to the procedures specified herein. Contractor

     understands that no amount of work is guaranteed, CVF is not contracting

     exclusively with Contractor hereunder, and that CVF reserves the right to

     use others for the same or similar work. Contractor is being engaged on an

     independent contractor basis to act as a broker in the resale of Equipment.

     CVF and Contractor intend that engagements under this Agreement will be

     true consignments and neither CVF nor Contractor intend that engagements

     hereunder be characterized as secured transactions. In the event however,

     that notwithstanding such intent and agreement, any engagement hereunder is

     deemed to be a consignment intended for security, Contractor





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     grants to CVF a first priority security interest in the Equipment subject

     to such engagement(s) (including any replacements, substitutions,

     additions, attachments and proceeds), and this Agreement shall constitute a

     security agreement under applicable law. Contractor will deliver to CVF

     signed financing statements or other documents that CVF may request to

     protect CVF's interest in the Equipment. CONTRACTOR AUTHORIZES CVF TO FILE

     A COPY OF THIS AGREEMENT AS A FINANCING STATEMENT AND APPOINTS CVF OR CVF'S

     DESIGNEE AS CONTRACTOR'S ATTORNEY-IN-FACT TO EXECUTE AND FILE, ON

     CONTRACTOR'S BEHALF, FINANCING STATEMENTS COVERING THE EQUIPMENT. All Gross

     Sales Proceeds (as defined in paragraph 11 below) are the property of CVF

     and are to be held in trust by the Contractor.



2.   No Discrimination. Contractor agrees to Remarket the Equipment so as to

     neither favor nor discriminate against CVF. Notwithstanding the above,

     Contractor agrees to use its best efforts to Remarket the Equipment, but

     will refrain from using any technique, approach, method or procedure which

     would be contrary to law, or detrimental or adverse to CVF's policies or to

     CVF's public image.



3.   Obtaining Possession of Equipment. From time to time, CVF may transmit a

     Remarketing Schedule, attached hereto as Exhibit A, to Contractor to take

     possession of and transport to its designated facilities, Equipment subject

     to a lease in default (Repossession). Contractor shall transmit a cost

     assessment related to the recovery of the Equipment within 48 hours of such

     Repossession. Upon approval from CVF of the cost assessment, Contractor

     shall, as the situation requires, either pick up or accept delivery of the



     Equipment for Remarketing on CVF's behalf. Contractor shall have in its

     possession all Equipment subject to any repossession request within 30 days

     after receipt of CVF's request, unless otherwise authorized by CVF. To the

     extent Contractor obtains possession of Equipment, it does so on behalf of

     CVF and no title to such Equipment shall pass to Contractor. Contractor

     shall keep the Equipment at the address shown above (or at such other

     location(s) as CVF may from time to time authorize) and shall permit CVF

     and its authorized representatives reasonable access to the Equipment

     during normal business hours.



4.   Receipt and Condition of Equipment. Within two (2) business days of

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