LOTUS BETA SOFTWARE LICENSE AGREEMENT The terms and conditions set forth below shall apply unless you or your employer has signed a separate written Lotus Beta Test Master Agreement and associated Supplement relating to this software (a "Master Agreement"). If you or your employer has signed a Master Agreement, the terms of the Master Agreement shall govern with respect to the Software. IF YOU AND YOUR EMPLOYER HAVE NOT SIGNED SUCH A MASTER AGREEMENT AND YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MAY NOT INSTALL OR USE THE SOFTWARE. 1. Use. Lotus Development Corporation ("Lotus") grants you the right to install, copy and use this beta version of Lotus' software, and related documentation if any, (the "Software") solely for the purpose of you evaluating the Software and subject to the terms and conditions of this Agreement. As used in the Agreement, the term "you" shall also include your employer if you are acting on behalf of your employer. This Agreement gives you the right to use the Software for a period of ninety (90) days (the "Trial Period"). By installing or using the Software, you agree to be bound by the terms and conditions of this Agreement. 2. Obligations. You agree with Lotus that the Software and related information is owned by Lotus and its suppliers, and that unless otherwise specifically agreed by Lotus in writing, you: (a) shall not disclose the Software or any related information, or its participation in the Beta Program, to any person other than: (i) your employees whose use of the Software is necessary to your evaluation of the Software and (ii) individuals retained by you to perform services in connection with your evaluation of the Software, provided such individuals have entered into appropriate written confidentiality agreements with you which protect the proprietary and confidential nature of the Software and related information in accordance with the terms of this Agreement; (b) shall not distribute, transfer, loan or otherwise provide the Software to any third party, and shall not modify, reverse compile, reverse engineer or disassemble the Software; (c) shall not copy the Software other than as reasonably necessary for your use in evaluating the Software; (d) shall not use or rely upon the Software for any purpose other than your evaluation purposes, and you acknowledge the pre-release nature of the Software and the possibility that the Software may not operate as intended; (e) shall, at the expiration of the Trial Period (or earlier if so requested by Lotus), promptly de-install and discontinue use of the Software, and destroy all copies of the Software and all other materials made available to you by Lotus under this Agreement (and any copies thereof); (f) shall comply with all U.S. and foreign export regulations applicable to the Software; and (g) shall not alter or remove any copyright or other proprietary notices in the Software or on the media on which the Software is distributed. The obligation of confidentiality in paragraph (a) above shall not extend to information which (i) is publicly known at the time of its disclosure, (ii) is lawfully received from a third party not obligated to maintain such information in confidence, (iii) is published or otherwise made known to the public by Lotus, (iv) was generated independently by you prior to receipt of the Software, or (v) is required to be disclosed under any law, governmental rule or regulation or court order. The provisions of paragraph (a) above shall remain in effect for a period of one (1) year following disclosure of the Software. 3. Evaluations. You may provide Lotus with evaluations, suggestions and analysis of the Software. Lotus shall have an unrestricted royalty-free right to use any such information provided to Lotus. You may not publish or provide to any third party the results of any benchmark or other performance tests performed with the Software without first obtaining Lotus' written consent. 4. No Warranty; No Support. Due to the pre-release nature of the Software, the Software is provided "as is" and Lotus will not provide any support or bug-fixes for the Software. Additionally, Lotus does not guarantee compatibility between the Software and any prior or future versions of the Software. Lotus makes no warranty, representation, promise or guarantee, either express or implied, statutory or otherwise, with respect to the Software. LOTUS DISCLAIMS ALL WARRANTIES WITH REGARD TO THE SOFTWARE, INCLUDING WITHOUT LIMITATION ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Some states or provinces do not allow the exclusion or limitation of implied warranties, so the above exclusion or limitation may not apply to you. 5. Limitation of Liability. LOTUS SHALL HAVE NO LIABILITY FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR TORT DAMAGES ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE, EVEN IF LOTUS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some states or provinces do not allow the limitation of liability for incidental or consequential damages, so the above exclusion or limitation may not apply to you. 6. Term. You may use the Software for the Trial Period only, provided that either party may terminate this Agreement at any time with or without cause by providing notice to the other party. 7. No Obligation. Lotus is under no obligation to further develop the Software or market the Software. Your participation in this evaluation program shall not obligate you to purchase any software licenses from Lotus. 8. U.S. Government Restricted Rights. The Software and accompanying documentation are provided with RESTRICTED AND LIMITED RIGHTS. Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in FAR 52.227-14 (June 1987) Alternate III(g)(3) (June 1987), FAR 52.227-19 (June 1987), or DFARS 52.227-7013 (c)(1)(ii) (June 1988), as applicable. Contractor/Manufacturer is Lotus Development Corporation, 55 Cambridge Pkwy., Cambridge, MA 02142. In the event the Government seeks to obtain the Software pursuant to standard commercial practice, this software agreement, instead of the noted regulatory clauses, shall control the terms of the Government's license. 9. Miscellaneous. You may not assign any rights or delegate any duties or obligations under this Agreement without Lotus' prior written consent. You acknowledge that a violation of this Agreement may cause irreparable harm to Lotus, and you agree that, in addition to any other remedies provided by law, Lotus shall be entitled to seek injunctive relief against any such violation without having to post a bond. If you have not signed signed a Master Agreement, this Agreement supersedes all other prior agreements, oral or written, and all other communications between us relating to this Software. The terms of Sections 2 through 9 shall survive the expiration or termination hereof. This Agreement shall be governed by and construed in accordance with the laws of The Commonwealth of Massachusetts, excluding its conflicts of laws rules. IF YOU HAVE NOT SIGNED A MASTER AGREEMENT AND DO NOT AGREE WITH THE ABOVE TERMS AND CONDITIONS, DO NOT INSTALL OR USE THE SOFTWARE.