ASSEMBLY AGREEMENT



               DRAWN UP AND SIGNED IN MAGSHIMIM ON OCTOBER 4 1999





BETWEEN:              NUR MACROPRINTERS LTD.

                      of5 David Navon Street,

                      MAGSHIMIM

                      (Hereinafter: "NUR")

                                                                OF THE ONE PART;





AND BETWEEN:          NUR ENGINEERING (COMPANY UNDER FORMATION)

                      of 8-10 Hamelacha Street, Sybel Park

                      ROSH HAAYIN

                      Through Erez Shachar and Gara Eiron

                      (Hereinafter: "THE CONTRACTOR")

                                                             OF THE SECOND PART;





WHEREAS:       NUR is engaged, among other things, in the development,

               production marketing and sales of digital printing systems

               intended for wide format color printing, and makes use of various

               ink-jet technologies (hereinafter: "NUR PRINTERS"), including the

               development, production marketing and sales of the printers known

               as Blueboard (hereinafter: "THE B.B Printers"), and the printers

               known as Fresco (hereinafter: "THE FRESCO PRINTERS") and a

               machine for laminating wide formats known as NUR Fleet/Tego

               (hereinafter: "THE LAMINATING MACHINE");



AND WHEREAS:   NUR is interested, to give to an external party, who will act as

               an independent contractor, the assembly of the B.B. printers,

               the Fresco printers and the laminating machine, and should

               this be agreed on the the future, also other NUR machines, and

               all this in accordance with the terms detailed in this

               Agreement (hereinafter: "THE WORK").



AND WHEREAS:   The Contractor is interested to execute the work for NUR and NUR

               agrees to give the Contractor execution of the work, and all

               this in accordance with the terms detailed in this Agreement;



AND WHEREAS:   The parties wish to base their agreements in writing with regard

               to executing the work;



     THEREFORE, IT IS AGREED AND CONDITIONED BETWEEN THE PARTIES AS FOLLOWS:







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1.   PREAMBLE AND INTERPRETATION



1.1  The Appendices and preamble to this Agreement are an integral part thereof,

1.2  The headings to the clauses in this Agreement are for guidance only and

     should not be used to interpret the Agreement.



2.   THE CONTRACTOR'S PRESENTATIONS



     The Contractor hereby declares, confirms and undertakes as follows:



2.1  That it has the know-how and ability required in order to execute the work

     in accordance with the conditions detailed in this Agreement.



2.2  That the NUR printers and all the rights, existing and future, in the NUR

     printers, in the future development of NUR printers and in the know-how

     included in the NUR printers, including the rights for all intellectual

     property included in the NUR printers, in the commercial secrets and the

     production file as defined below, belong to NUR, that the detail of the

     rights granted to it specifically in this Agreement has not and will not

     have any claim, demand or contention regarding the ownership of the NUR

     printers and rights in the NUR printers and that it waives such claims,

     demands or contentions.



2.3  That all the know-how connected with the NUR printers is the property of

     NUR and that it does not have and will not have any claim, demand or

     contention for such know-how rights and that it will transfer to NUR at

     NUR's demand. For the purpose of this agreement, "KNOW-HOW": all know-how

     or information given to the Contractor or to anyone on its behalf by NUR

     and/or by others on the behalf of NUR and/or all know-how or information

     that will be accumulated by the Contractor during and in connection with

     execution of the work, including the production files, plans, drawings,

     illustrations, specifications, engineering plans, computer programs, work

     and production methods, copyrights and patents, list of suppliers, business

     plans, price lists, etc., and all this whether written or verbal, whether

     on a computer, whether a source or a copy and whether in any other way.



2.4  As long as this Agreement will be in effect and after the end of the

     validity of this agreement, the Contractor will assist NUR to the best of

     its ability, including signing the required papers, in order to register

     patents discovered during and in connection with the work in the name of

     NUR, and in consideration will be entitled to a refund of expenses relating

     to this assistance.



2.5  It is hereby agreed that the declarations and undertakings with the

     Contractor pursuant to clauses 2.2 and 2.3 above, will remain valid in

     every case of the termination of the validity of this Agreement, including

     due to its cancellation.



3.   PRODUCTION FILE



3.1  The Contractor confirms that together with its signature on this agreement

     it received the production files of the B.B. printers, the Fresco printers

     and of the laminating machine, hereinafter: "THE EXISTING PRODUCTION

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