IMPORTANT: Read Before Using the Accompanying Software

ACCESS GARNET™ VM COMPATIBILITY KIT SOFTWARE LICENSE AGREEMENT

YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS BEFORE USING THE ACCOMPANYING SOFTWARE, THE USE OF WHICH IS LICENSED BY ACCESS SYSTEMS AMERICAS, INC. (FORMERLY KNOWN AS PALMSOURCE, INC.) AND ITS AFFILIATES (COLLECTIVELY REFERRED TO HEREIN AS "ACCESS"), TO ITS CUSTOMERS FOR THEIR USE ONLY AS SET FORTH BELOW. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT USE THE SOFTWARE. USING ANY PART OF THE SOFTWARE INDICATES THAT YOU ACCEPT THESE TERMS.

LICENSE: ACCESS grants you a limited, personal, nonexclusive, royalty-free license to use the accompanying software program(s) (the "Software") subject to and solely in accordance with the terms, conditions and restrictions set forth in this License Agreement. Except as explicitly set forth below, (i) you are not permitted to lease or rent (except under separate mutually agreeable terms set forth in writing and signed by both parties), distribute or sublicense the Software or to use the Software in a time-sharing arrangement or in any other unauthorized manner; (ii) no license is granted to you in the Software; and (iii) this License Agreement does not grant you any rights to, in or under any patents, copyrights, trade secrets, trademarks, or any other rights in the Software or in any other intellectual property of ACCESS or its affiliates.

The Software is licensed to you for use on any personal computer and/or on any hardware device or product designed to run the ACCESS Linux Platform software as its primary operating system (a "Permitted Device"), provided that the Software is used only in connection with your development and testing of products for use with Permitted Devices.

Except as described above, the Software and supporting documentation may be copied only as essential for backup or archive purposes in support of your use of the Software as permitted hereunder. You must reproduce completely and accurately and include all copyright notices and any other proprietary rights notices appearing on the Software on any copies that you make.

NO ASSIGNMENT; NO REVERSE ENGINEERING: If you transfer the Software, you must at the same time either transfer all copies of the Software as well as the supporting documentation and the License to the same party or destroy any such materials not transferred, at which time all of your rights under this License shall cease. You may only transfer the Software in this manner and only to a person or entity who agrees in writing or otherwise demonstrates his/her/its consent to be bound by the terms and conditions of this License. Except as set forth above, you may not transfer or assign the Software or your rights under this License Agreement.

Modification, reverse engineering, reverse compiling, or disassembly of the Software is expressly prohibited. However, if applicable law permits any of the foregoing notwithstanding such prohibition, you agree to first request in writing that ACCESS provide such information as is necessary to achieve interoperability without modifying or reverse engineering the Software. If and only if ACCESS declines your request then, notwithstanding anything to the contrary, you may reverse engineer the Software solely to the extent, and for such purposes as, expressly permitted by applicable law.

EXPORT RESTRICTIONS: The Software supplied hereunder is subject to all pertinent import and export laws of the United States, including specifically the U.S. Export Administration Regulations ("EAR") and the laws of the country in which you obtained them. You agree that you will be solely responsible for compliance with all such laws. In particular, you agree that you will not export, re-export, or transfer, directly or indirectly, to any person, firm or country on the Denied Persons List, Entity List, Debarred Parties or Specially Designated Nationals lists or to Afghanistan, Cuba, Iran, Iraq, Libya, North Korea, Federal Republic of Yugoslavia (Serbia only), Sudan, or Syria or any other country or entity designated by the U.S. Government as prohibited by U.S. law, or nationals thereof, and that you are not located in such a country or on such a list. You agree that you will not transfer, export or re-export, directly or indirectly, for use or to users in military or proliferation activities (Nuclear, Missile, Chemical or Biological Weapons) without U.S. Government authorization (by export license or regulation). You agree that, upon request, you will provide additional end use/end user information or written acceptance of requirements and responsibilities to comply with U.S. export license requirements. You agree to be bound by any future modifications of the foregoing list of restricted destinations by amendments to the EAR or other U.S. government regulations and to any successor legislation. These requirements shall survive the term or termination of the Agreement.

TRADE SECRETS; TITLE: You acknowledge and agree that the structure, sequence and organization of the Software are the valuable trade secrets and Confidential Information of ACCESS, its Affiliates and its suppliers. You agree to hold such trade secrets in confidence. You further acknowledge and agree that ownership of, and title to, the Software and all subsequent copies thereof regardless of the form or media are held by ACCESS and its suppliers.

UNITED STATES GOVERNMENT LEGEND: The Software is commercial in nature and developed solely at private expense. The Software is delivered as "Commercial Computer Software" as defined in DFARS 252.227-7014 (June 1995) or as a commercial item as defined in FAR 2.101(a) and to any successor legislation, and as such is provided with only such rights as are provided in this License agreement, which is ACCESS' standard commercial license for the Software. Technical data is provided with limited rights only as provided in DFAR 252.227-7015 (Nov. 1995) or FAR 52.227-14 (June 1987), and to any successor legislation, whichever is applicable.

TERM AND TERMINATION: This License Agreement is effective until terminated. You may terminate it at any time by destroying the Software and documentation together with all copies and merged portions in any form, and to certify to ACCESS in writing that such destruction is complete. It will also terminate immediately if you fail to comply with any term or condition of this License Agreement. Upon such termination you agree to destroy the Software and documentation, together with all copies and merged portions in any form, and to certify to ACCESS in writing that such destruction is complete.

GOVERNING LAW: This License Agreement shall be governed by the laws of the State of California as such laws are applied to agreements entered into and to be performed entirely within California between California residents and by the laws of the United States. You agree that the United Nations Convention on Contracts for the International Sale of Goods (1980) is hereby excluded in its entirety from Application to this License Agreement.

WARRANTY DISCLAIMER: TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, ,THIS SOFTWARE IS PROVIDED TO YOU ON AN "AS-IS" BASIS, WITH ALL FAULTS, AS BETWEEN YOU AND ACCESS AND ANY OF ITS AFFILIATES. NEITHER ACCESS NOR ITS AFFILIATES NOR SUPPLIERS MAKE ANY WARRANTIES, TERMS OR CONDITIONS, EXPRESS, IMPLIED OR STATUTORY, WHATSOEVER. IN PARTICULAR, ANY AND ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, SATISFACTORY QUALITY, NON-INFRINGEMENT, COURSE OF DEALING OR COURSE OF PERFORMANCE ARE EXPRESSLY EXCLUDED ON BEHALF OF ACCESS AND ITS SUPPLIERS. ACCESS NEITHER ASSUMES NOR AUTHORIZES ANY OTHER PERSON TO ASSUME FOR IT ANY OTHER LIABILITY IN CONNECTION WITH THE SALE, INSTALLATION, MAINTENANCE OR USE OF ITS PRODUCTS.

LIMITATION OF LIABILITY. TO THE FULL EXTENT ALLOWED BY LAW, ACCESS ALSO EXCLUDES FOR ITSELF, ITS AFFILIATES AND ITS SUPPLIERS ANY LIABILITY, WHETHER BASED IN CONTRACT OR TORT (INCLUDING NEGLIGENCE), FOR INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES OF ANY KIND, OR FOR LOSS OF REVENUE OR PROFITS, LOSS OF BUSINESS, LOSS OF INFORMATION OR DATA, OR OTHER FINANCIAL LOSS ARISING OUT OF OR IN CONNECTION WITH THE SALE, INSTALLATION, MAINTENANCE, USE, PERFORMANCE, FAILURE, OR INTERRUPTION OF THIS PRODUCT, EVEN IF ACCESS, OR ITS AFFILIATES OR ITS AUTHORIZED RESELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND LIMITS ITS LIABILITY TO REPLACEMENT OF THE SOFTWARE ON NEW MEDIA. THIS DISCLAIMER OF LIABILITY FOR DAMAGES AND THE ALLOCATION OF RISK REPRESENTED HEREBY IS A CRITICAL COMPONENT OF THE CONSIDERATION BETWEEN THE PARTIES, AND THIS DISCLAIMER AND LIMITATION OF LIABILITY WILL NOT BE AFFECTED REGARDLESS OF WHETHER ANY REMEDY PROVIDED HEREIN SHALL FAIL OF ITS ESSENTIAL PURPOSE.

TRADEMARKS: You acknowledge that ACCESS and its affiliates are the sole owners of all trademark rights in the marks HotSync, Graffiti, iMessenger, MultiMail, ACCESS and the ACCESS logo, Garnet, NetFront, and ACCESS Powered and the ACCESS Powered logo, which trademarks may be registered in the United States, France, Germany, Japan, the United Kingdom and other countries. You agree to do nothing inconsistent with such ownership. You will not use "ACCESS" as part of your company, product, service or domain names. You acknowledge that this Agreement does not grant any rights to use any of the foregoing trademarks or any other trademark of ACCESS or any of its affiliates or suppliers, even if such marks are included in any of the materials provided by ACCESS. These marks may not be used in connection with any product or service that does not belong to ACCESS Systems Americas, Inc. (except as expressly permitted by a license with ACCESS Systems Americas, Inc.), in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits ACCESS Systems Americas, Inc., its licensor, its subsidiaries or affiliates. All rights reserved.

The registered trademark LINUX® is owned by Linus Torvalds, owner of the mark in the U.S. and other countries, and licensed exclusively to the Linux Mark Institute.

All other trademarks are the property of their respective owners.

SEVERABILITY: In the event any provision of this License Agreement is found to be invalid, illegal or unenforceable, the validity, legality and enforceability of any of the remaining provisions shall not in any way be affected or impaired and a valid, legal and enforceable provision of similar intent and economic impact shall be substituted therefor. The headings used in this Agreement are for convenience only and shall not be considered part of the Agreement.

ENTIRE AGREEMENT: This License Agreement sets forth the entire understanding and agreement between you and ACCESS, supersedes all prior agreements, whether written or oral, with respect to the Software and subject matter hereof, and may be amended only in a writing signed by both parties.

ACCESS Systems Americas, Inc.
1188 East Arques Avenue
Sunnyvale, CA 94085
www.access-company.com