Sun Microsystems, Inc. License Agreement

SUN MICROSYSTEMS, INC. ("SUN") WILL LICENSE THE MOBILEIP SOFTWARE AND DOCUMENTATION ("SOFTWARE") TO YOU ("LICENSEE") ONLY UPON THE CONDITION THAT LICENSEE ACCEPTS ALL OF THE TERMS CONTAINED IN THIS AGREEMENT.

READ THE TERMS OF THIS LICENSE CAREFULLY BEFORE CLICKING ON THE "ACCEPT" BUTTON. BY CLICKING ON THE "ACCEPT" BUTTON LICENSEE ACKNOWLEDGE THAT LICENSEE HAS READ THIS AGREEMENT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS.

IF LICENSEE IS NOT WILLING TO BE BOUND BY THE TERMS OF THIS AGREEMENT, LICENSEE SHOULD CLICK ON THE "DO NOT ACCEPT" BUTTON TO DISCONTINUE THE DOWNLOAD PROCESS.

1. License Grant: Sun grants Licensee a non-exclusive, royalty-free, world-wide license: (a) to download, install, use, copy and compile the Software; (b) to modify or otherwise create derivative works from the Software (each, a "Modification"); (c) to use, modify, and copy the Documentation to create derivative works thereof ("Modified Documentation"); (d) to distribute the Software incorporated with Modifications; and (e) to distribute the Modified Documentation with Modifications.

2. Restrictions. Sun does not grant a license in any way for commercial purposes. If Licensee desires to obtain a license to provide any rights beyond those in this Agreement, Sun and Licensee agree to negotiate a new license agreement in good faith.

3. Ownership. As between Sun and Licensee, Sun is the sole owner of all rights in and to the Software. Licensee shall own all rights in and to Modifications, subject to Sun's underlying rights in and to, and Sun's ownership of, the Software. Licensee hereby grants Sun a non-exclusive, non-transferable, royalty-free, worldwide, irrevocable, and perpetual right to download, install, compile, use, reproduce, modify, and create derivative works from, distribute and support the Modifications without restriction. If Licensee delivers such a Modification to Sun, such work shall be deemed to be provided to Sun on a non-confidential, non-proprietary, and unrestricted basis. Licensee shall retain and reproduce all copyright and other notices presently on the Software.

4. Support and Updates. Sun shall have no obligation whatsoever to support or maintain Software or to otherwise enhance Software, correct deficiencies, or provide error corrections or updates (collectively "Updates"). Should Sun provide corrections of or Updates to Licensee, such Updates shall be licensed in accordance with the terms of this Agreement.

5. Term and Termination. This Agreement will continue until notice from Sun that Licensee is in breach of any material term of this Agreement and Licensee has failed to cure such breach within thirty (30) days of such notification. Upon termination, the Software shall be destroyed.

6. Experimental Software. Licensee acknowledges that (1) the Software is experimental and is provided to Licensee only for the purposes set forth in this Agreement; (2) the Software may have bugs, design flaws, defects, or other deficiencies which cannot or will not be corrected; (3) use of Software may result in unexpected results, loss of data, or other unpredictable damage or loss; and (4) Sun is under no obligation to release Software as a product. Licensee will hold Sun and its licensors harmless from any claims based on the use of Software from any claims that any product released by Sun is incompatible with Software and from Sun's decision not to release Software as a product. Licensee will have the sole responsibility for adequate protection and backup of Licensee data and/or equipment used with Software.

7. Independent Research. Licensee acknowledges that Sun may be engaged in (and reserves the future right to engage in) research and development efforts, alone or with other companies, which efforts are similar to or related to the research contemplated by Licensee, and that nothing in the Agreement is intended to interfere with such efforts.

8.DISCLAIMER OF WARRANTY. SOFTWARE IS PROVIDED UNDER THIS LICENSE ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND. SUN HEREBY DISCLAIMS ALL WARRANTIES, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES THAT SOFTWARE IS FREE OF DEFECTS, IS MERCHANTABLE, IS FIT FOR A PARTICULAR PURPOSE, OR IS NON-INFRINGING, OR WARRANTIES THAT MIGHT ARISE FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF SOFTWARE IS WITH LICENSEE. SHOULD SOFTWARE PROVE DEFECTIVE IN ANY RESPECT, LICENSEE AND NOT SUN ASSUMES THE COST OF ANY NECESSARY SERVICING, REPAIR OR CORRECTION. This disclaimer of warranty is an essential part of this license. No agent of Sun is authorized to incur any warranty obligations on behalf of Sun or modify the limitations as set forth in this section.

9. LIMITATION ON LIABILITY. IN NO EVENT SHALL SUN BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING OUT OF, OR RELATING TO, THIS AGREEMENT (INCLUDING LOSS OF BUSINESS, LOST REVENUES, DATA, USE, PROFITS, OR OTHER ECONOMIC ADVANTAGE), HOWEVER IT ARISES, WHETHER FOR BREACH, IN TORT (INCLUDING NEGLIGENCE), OR THE TERMINATION, EVEN IF SUN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10. Relationship Between Parties. Sun and Licensee are entering into this Agreement as independent contractors and nothing shall be construed to create any other relationship such as a partnership, franchise, joint venture, agency, or employment.

11. Aircraft Product and Nuclear Applications. Software is not designed or intended for use in on-line control of aircraft, air traffic, aircraft navigation, or aircraft communications; or in the design, construction, operation, or maintenance of any nuclear facility. Sun disclaims any express or implied warranty of fitness for such uses. Licenses agrees and warrants that it will not use or distribute Software or Modifications for such purposes.

12. IMPORT AND EXPORT LAWS. SOFTWARE IS SUBJECT TO U.S. EXPORT CONTROL LAWS AND MAY BE SUBJECT TO EXPORT OR IMPORT REGULATIONS IN OTHER COUNTRIES. LICENSEE AGREES TO COMPLY STRICTLY WITH ALL SUCH LAWS AND REGULATIONS AND ACKNOWLEDGES THAT IT HAS THE RESPONSIBILITY TO OBTAIN SUCH LICENSES TO EXPORT, RE-EXPORT, OR IMPORT SOFTWARE AS MAY BE REQUIRED. FURTHER, LICENSEE ACKNOWLEDGES THAT IT IS NOT A NATIONAL OF CUBA, IRAN, IRAQ, LIBYA, NORTH KOREA, SUDAN, OR SYRIA, OR A PARTY THAT IS LISTED IN THE U.S. TABLE OF DENIAL ORDERS OR THE U.S. TREASURY DEPARTMENT'S LIST OF SPECIALLY DESIGNATED NATIONALS.

13. U.S. Government Rights. The Software is provided with restricted rights. With respect to any acquisition of the Software for or by any unit or agency of the U.S. Government, the Software shall be classified as "commercial computer software" as that term is defined in the applicable provision of the Federal Acquisition Regulations ("FAR") and supplements thereto, including the Department of Defense ("DoD") FAR Supplement ("DFARS"). If the Software is supplied for use by the DoD, the Software is delivered subject to the terms of this Agreement and either (I) in accordance with DFARS 227.7202-1(a) or (ii) with restricted rights in accordance with DFARS 252.227-7013(c)(1)(ii) (OCT 1988), as applicable. If the Software is supplied for use by a federal agency other than the DoD, the Software is restricted computer software delivered subject to the terms of this Agreement and (I) FAR 12.212(a); (ii) FAR 52.227-19; or (iii) FAR 52.227-14 (ALT III), as applicable. Sun Microsystems, Inc. 901 San Antonio Road, Palo Alto, CA 94303, USA.

14. Governing Law. Any action related to this Agreement will be governed by California law and controlling U.S. federal law, and the United Nations' Convention on Contracts for the International Sale of Goods and the choice of law rules of any jurisdiction shall not apply. The parties agree that any action shall be brought exclusively in the United States District Court for the Northern District of California or the California Superior Court for the County of Santa Clara, as applicable, and the parties hereby submit exclusively to the personal jurisdiction and venue of those courts.

15. Entire Agreement. This Agreement is the parties' entire understanding and agreement with respect to its subject matter. It supersedes all prior or contemporaneous oral or written communications, proposals, warranties, and representations with respect to its similar matter and prevails over any conflicting or additional terms of any quote, order, acknowledgment, or similar communication between the parties during the term of this Agreement. No modification to this Agreement will be binding, unless in writing and signed by a duly authorized representative of each party.