Technology Evaluation License

READ THE TERMS OF THIS TECHNOLOGY EVALUATION LICENSE INCLUDING EXHIBIT
A ("AGREEMENT") CAREFULLY BEFORE downloading technology or OPENING
TECHNOLOGY MEDIA PACKAGE. BY OPENING TECHNOLOGY MEDIA PACKAGE, YOU
AGREE TO THE TERMS OF THIS AGREEMENT. IF YOU ARE ACCESSING TECHNOLOGY
ELECTRONICALLY, INDICATE YOUR ACCEPTANCE OF THESE TERMS BY SELECTING
THE "ACCEPT" (OR EQUIVALENT) BUTTON AT THE END OF THIS AGREEMENT. IF
YOU DO NOT AGREE TO ALL OF THE TERMS, PROMPTLY RETURN THE UNUSED
TECHNOLOGY TO SUN OR, IF TECHNOLOGY IS ACCESSED ELECTRONICALLY, SELECT
THE "DECLINE" (OR EQUIVALENT) BUTTON AT THE END OF THIS AGREEMENT.

The Agreement is made between Sun Microsystems, Inc., a Delaware
corporation with its address at 4150 Network Circle, Santa Clara, CA
95054 ("Sun"), and the individual, corporation, partnership or other
legal entity receiving the Technology ("Licensee"). The parties agree
as follows: 

I. EXHIBIT A:

Effective Date: The date Licensee receives the Technology.

Technology: GlassFish Technology Preview.
	
Version: 3.
  
The Technology is Pre-Release Technology.

Permitted Number of Copies: One (1).

Evaluation Period:  Sixty (60) days.

Feedback Frequency:  Customer will provide feedback to the individual
or alias specified by Sun and at the frequency requested by Sun.

II. Technology Evaluation License

1 DEFINITIONS. 

1.1 "Binary Technology" means program code provided to Licensee by Sun
in machine readable format.  Binary Technology includes available
related documentation.

1.2 "Confidential Information" means  (a) with respect to Licensee,
information disclosed by Licensee to Sun about the performance or
interoperability of Licensee's products with the Technology that, if
written, is clearly identified in writing as confidential, and if
oral, is identified as confidential at the time of disclosure and
followed by a written summary  of the information within 30 days after
disclosure, but in any case, excludes Feedback (collectively "Licensee
Confidential Information"), and (b) with respect to Sun: (i)
information that Sun discloses to Licensee related to the Technology;
(ii) the Technology (including the capabilities, features and
existence of the Technology); (iii) any Feedback; (iv) any notes,
extracts, analyses, or materials prepared by Licensee which are copies
of or derivative works of the Technology, or from which the
capabilities, features or existence of the Technology can be derived;
and (v) the terms of this Agreement (collectively "Sun Confidential
Information").

1.3 "Feedback" means all test results, error data, reports or other
information or materials made or other information or materials made
or provided to Sun by or on behalf of Licensee relating to the
Technology, and all comments, suggestions, enhancements, and any other
forms of feedback that Licensee may provide to Sun in the course of
discussion, evaluation or exchange of Sun Confidential Information
under this Agreement.

1.4 "Intellectual Property Rights" means worldwide common law and
statutory rights associated with: (i) patents and patent applications;
(ii) works of authorship, including mask work rights, copyrights, and
moral rights; (iii) protection of trade and industrial secrets and
confidential information; (iv) other proprietary rights relating to
intangible intellectual property (specifically excluding Sun
Trademarks); and (v) divisions, continuations, renewals, reissuances,
and extensions of the rights set forth above (as applicable).

1.5 "Licensed Software" means software in binary or source code forms,
including all machine readable materials, user manuals, programming
guides and other documentation, as provided to Licensee by Sun under
Exhibit A.

1.6 "Licensors" means Sun licensors that have licensed third party
code to Sun that is included in Technology.

1.7 "Pre-Release Technology" means all technology designated as
Pre-Release in Exhibit A.

1.8 "Source Technology" means program code provided to Licensee by Sun
in high-level computer language readable by humans skilled in the
language.  Source Technology includes available related documentation
and tools, including comments, internal development tools and build
environments.

1.9 "Sun Confidential Information" means: (i) information that Sun
discloses to Licensee related to the Technology or marked as
confidential and disclosed under this Agreement; (ii) the Technology
(including the capabilities, features and existence of the
Technology); (iii) any Feedback; (iv) any notes, extracts, analyses,
or materials prepared by Licensee which are copies of or derivative
works of the Technology, or from which the capabilities, features or
existence of the Technology can be derived; and (v) the terms of this
Agreement.

1.10 "Sun Trademarks" means all names, marks, logos, designs, trade
dress and other brand designations used by Sun.

1.11 "Technology" means all technology described in Exhibit A and
provided to Licensee by Sun under Agreement, including without
limitation, Licensed Software, documentation, Updates, and test
suites.

1.12 "Updates" means subsequent releases, enhancements or error
corrections for the Technology as Sun may provide to Licensee from
time to time under this Agreement.

2 LIMITED LICENSES.  Subject to and conditioned upon Licensee's
compliance with the conditions and restrictions set forth in this
Agreement, Sun grants to Licensee a personal, non-exclusive,
non-transferable, royalty-free and limited license to view the Source
Technology, if any, and to use other portions of the Technology
(including Binary Technology) internally solely for the purpose of
evaluation during the term of this Agreement.

3 RESTRICTIONS.

3.1 No license under this Agreement is granted to Licensee for any
purpose not specifically set forth in Section 2 (Limited Licenses) of
this Agreement.  Except as otherwise provided by law, Licensee is not
authorized to modify, make derivative works of, disclose, distribute,
reverse engineer or disassemble the Technology,  decompile binary
portions of the Technology, or otherwise attempt to derive source code
from such portions, or transfer the Technology to any third party or
use it in development activities.

3.2 Licensee shall have no right to use the Technology for commercial
uses or in a production environment.

3.3 Licensee may copy and use the number of copies of Licensed
Software as authorized in Exhibit A and make one (1) additional copy
for backup purposes only, provided that Licensee reproduces all
copyright and other notices appearing on or in the Licensed Software
on any such copy. 

3.4 Except as expressly provided in Section 2 ("Limited Licenses") of
this Agreement, no right, title, or interest in or to the Technology
or any Sun Trademarks is granted under this Agreement. Sun retains all
right, title and interest, including associated Intellectual Property
Rights, in and to the Technology, any Sun Trademarks, and any
modifications, improvements or enhancements to the Technology. 

3.5 If the Technology is delivered with embedded or bundled software
that enables functionality of the Technology ("Embedded Technology"),
then Licensee may use such Embedded Technology only in conjunction
with the Technology and subject to applicable terms and conditions
associated with such Embedded Technology.  

3.6 Portions of Licensed Software may be provided with notices and
open source licenses from communities and third parties that govern
the use of those portions, and any licenses granted hereunder do not
alter any rights and obligations Licensee may have under such open
source licenses, however, the disclaimer of warranty and limitation of
liability provisions in this Agreement will apply to all Licensed
Software.

4 NO SUPPORT.

Sun is under no obligation to support the Technology or to provide
Licensee with Updates unless otherwise agreed by an authorized
representative of Sun in writing. If Sun, at its sole option, supplies
Updates to Licensee, the Updates will be considered part of the
Technology, and subject to the terms of this Agreement.

5 LICENSEE DUTIES.

5.1 Pre-Release Technology.  If the Technology provided is Pre-Release
Technology as designated in Exhibit A, then Licensee agrees to
evaluate and test the Technology. Licensee shall supply Sun with
Feedback as reasonably requested by Sun, but no more frequently than
weekly unless otherwise agreed by the parties in writing.  Feedback is
the exclusive property of Sun. Licensee hereby agrees to and assigns
all right, title and interest it may have in such Feedback, including,
without limitation, modifications, improvements, and enhancements to
the Technology, to Sun at no cost. 

5.2 Delivery of the Technology to Licensee will be at Licensee's cost
unless otherwise specified by Sun, subject to availability as
determined solely by Sun. Licensee assumes all risk of loss or damage
upon shipment of the Technology by Sun.  Unless otherwise set forth in
Exhibit A, Licensee  will be responsible for installing the
Technology. 

6 TERM AND TERMINATION.

6.1 This Agreement will commence on the Effective Date and will
continue for the term set forth in Exhibit A (the "Evaluation
Period"), unless terminated earlier in accordance with this Section 6.
If no Evaluation Period is specified in Exhibit A, then the Evaluation
Period shall equal (i) ninety (90) days commencing on the Effective
Date.

6.2 Either party may terminate this Agreement without cause upon ten
(10) days' written notice to the other party. In addition, Sun may
terminate this Agreement immediately with written notice if (i) any
Technology becomes, or in Sun's opinion is likely to become, the
subject of a claim of infringement or misappropriation of any
Intellectual Property Right; (ii) Licensee breaches any of its
obligations under this Agreement; (iii) Licensee takes any action in
derogation of Sun's rights to Sun Confidential Information; or (iv)
Licensee infringes or challenges the validity of any Sun Intellectual
Property Rights.

6.3 Upon termination or expiration of this Agreement, Licensee will
immediately cease using the corresponding Technology. Licensee will
immediately destroy any and all Licensed Software and any copies of
Licensed Software and provide Sun a written statement by Licensee's
authorized representative certifying that Licensee has complied with
these  obligations.  

6.4 Rights and obligations under this Agreement that by their nature
should survive will remain in effect after termination or expiration
of this Agreement.

7 CONFIDENTIAL INFORMATION.

7.1 Neither party may disclose or use the other party's Confidential
Information except for the purposes specified in this Agreement. Each
party will protect the confidentiality of the other party's
Confidential Information to the same degree of care, but no less than
reasonable care, as the party uses to protect its own confidential
information. Each party's obligations regarding the other party's
Confidential Information will expire five (5) years from the date of
receipt of such Confidential Information, except for Sun source code
which will be protected in perpetuity.  Licensee agrees and
acknowledges that the Technology contains trade secrets of Sun.

7.2 The receiving party will not be obligated to protect Confidential
Information that the receiving party can clearly demonstrate in
writing is:  (i) through no act or failure to act on the part of the
receiving party is known or becomes known to the general public; (ii)
known to the receiving party without an obligation of confidentiality
at the time of receiving the Confidential Information; (iii)
rightfully furnished, after the Effective Date, to the receiving party
by a third party without restriction on disclosure; or (iv)
independently developed by the receiving party without any use of the
other party's Confidential Information.

7.3 The receiving party may disclose the other party's Confidential
Information pursuant to statute, regulation, or the order of a court
of competent jurisdiction, provided that the receiving party provides
the other party with prior notice and cooperates with the other party
in taking appropriate protective measures.

7.4 The receiving party will restrict access to the other party's
Confidential Information to those of the receiving party's employees
or subcontractors who require access in order to perform their
employment duties or to perform the party's contractual obligations
under this Agreement, and who have agreed in writing to be bound by
confidentiality obligations at least as protective as those set forth
in this Agreement.

8 DISCLAIMER OF WARRANTY.

8.1 Licensee acknowledges that the Technology is not designed or
intended for use in the design, construction, operation or maintenance
of any nuclear facility.

8.2 THE TECHNOLOGY AND CONFIDENTIAL INFORMATION ARE PROVIDED "AS IS"
AND WITHOUT WARRANTY OF ANY KIND. ALL EXPRESS AND IMPLIED CONDITIONS,
REPRESENTATIONS, AND WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF
MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR
PURPOSE, OR ANY WARRANTY OF NON-INFRINGEMENT, ARE DISCLAIMED, TO THE
FULLEST EXTENT PERMITTED BY LAW.

9 LIMITATION OF LIABILITY.

9.1 Licensee acknowledges that the Technology may be experimental.
Licensee further acknowledges that the Technology may have defects or
deficiencies that cannot or will not be corrected by Sun. Licensee
will indemnify and hold Sun harmless from any claims based on
Licensee's use of the Technology for any purpose, and from any claims
that later Updates furnished to Licensee are incompatible with the
Technology provided to Licensee under this Agreement. Neither Sun nor
its Licensors are under any obligation to release a commercial version
of the Technology.

9.2 Licensee  acknowledges that  the Technology may not have been
approved by the United States Federal Communications Commission, any
other governmental agency, or any test laboratory (for example without
limitation, Underwriter's Laboratories, and TUV).

9.3 NEITHER Sun nor any of its licensors will be liable for any
indirect, punitive, special, incidental or consequential damages in
connection with or arising out of this Agreement (including loss of
business, revenue, profits, goodwill, use, data, electronically
transmitted communications or other economic advantage), however they
arise, whether for breach of contract, breach of warranty or in tort,
including negligence, and even if that party has previously been
advised of the possibility of such damages AND WHETHER OR NOT SUCH
DAMAGES ARE FORESEEABLE.  In no event will Sun's aggregate liability
to Licensee for all claims under this Agreement, whether in contract,
tort (including negligence), or otherwise, exceed the amount paid by
Licensee for the Technology under this Agreement.

9.4 Liability for damages will be limited and excluded as set forth
above even if any exclusive remedy provided in this  Agreement fails
of its essential purpose.  Some states do not allow the exclusion of
incidental or consequential damages, so some of the terms above may
not be applicable to you.

10 U.S. GOVERNMENT RIGHTS. 

The Technology is a "commercial item," as that term is defined in 48
C.F.R. 2.101 (Oct. 1995), and may consist of "commercial computer
software" (as that term is defined at 48 C.F.R. § 252.227-7014(a)(1))
and "commercial computer software documentation" as such terms are
used in 48 C.F.R. 12.212 (Sept. 1995). Consistent with 48 C.F.R.
12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4 (June 1995), all
U.S. Government End Users acquire Technology with only those rights
set forth herein. This U.S. Government Rights clause is in lieu of,
and supersedes, any other FAR, DFAR, or other clause or provision that
addresses Government rights in computer software under this Agreement.

11 GENERAL.

11.1 All disputes will be governed by California law and controlling
U.S. federal law.  The venue for litigation will be the appropriate
courts located in Santa Clara County, California. The parties agree
that the Federal District Court for the Northern District of
California shall have exclusive jurisdiction over any dispute
involving exclusively federal causes of action.  That court and the
California state courts in Santa Clara County, California shall have
exclusive jurisdiction over all other disputes. The parties hereby
submit to the personal jurisdiction of those courts. Choice of law
rules of any jurisdiction and the United Nations Convention on
Contracts for the International Sale of Goods will not apply to the
Agreement or any dispute arising out of or related to this Agreement.

11.2 Licensee agrees that the Technology and technical data delivered
under this Agreement are subject to U.S. export laws (including but
not limited to the Export Administration Regulations ("EAR": 15
C.F.R. Parts 730-774)) and applicable trade laws of other countries.
Licensee agrees to strictly comply with all such laws and assumes
responsibility to obtain licenses to export, re-export, or import as
may be required. Unless authorized by United States export laws,
Licensee agrees that (i) no Technology or technical data or direct
product therefrom is being or will be acquired for, shipment,
transfer, or re-export, directly or indirectly, to: a) any country
subject to U.S. Embargo or terrorist controls or b) a country and its
nationals in Country Group D:1 as listed in Part 740 Supplement 1 of
the EAR; (ii)  Licensee nor any party to whom Technology and technical
data are transferred is not identified on any U.S. Government export
exclusion lists; and (iii) Technology and technical data will not be
used for nuclear, missile, chemical biological weaponry, or other
weapons of mass destruction. These obligations shall survive
expiration or termination of this Agreement.

11.3 Any express waiver or failure to exercise promptly any right
under this Agreement will not create a continuing waiver or any
expectation on non-enforcement.  To be enforceable, a waiver must be
in writing and signed by an authorized representative of the waiving
party.

11.4 It is understood and agreed that, notwithstanding any other
provision of this Agreement, Licensee's breach of Sections 2.0
(Limited Licenses), 3.0 (Restrictions), 6.0 (Term and Termination),
and/or 7.0 (Confidential Information) of this Agreement will cause Sun
irreparable damage for which recovery of money damages would be
inadequate, and that Sun will therefore be entitled to seek injunctive
relief to protect Sun's rights under this  Agreement, without posting
bond or other security, in addition to any and all other remedies
available under this Agreement, at law, and in equity.

11.5 Neither party may assign or otherwise transfer any of its rights
or obligations under this Agreement (whether by operation of law or
otherwise), without the prior written consent of the other party,
except that Sun may assign this Agreement to an affiliated company
without such consent.

11.6 If any term or provision of this Agreement is found to be invalid
under any applicable statute or rule of law, such provision shall be
enforced to the maximum extent permissible to effect the intent of the
parties, and the remainder of this Agreement shall continue in full
force and effect.

11.7 No modification to this Agreement will be binding, unless in
writing and manually signed by an authorized representative of each
party.

11.8 This Agreement, constitutes the parties' entire agreement
relating to its subject matter. It cancels and supersedes all prior
and contemporaneous oral and written communications, proposals,
conditions, representations and warranties and prevails over any
conflicting or additional terms contained in any quote, purchase
order, acknowledgment, or other communication between the parties
relating to its subject matter during its term, including but not
limited to terms of any Binary Code Licenses, Supplemental Terms, or
other standard licenses accompanying the Technology.
