Lucent Technologies USS-720 Driver Software Object Code License Agreement continued, February

	USS-720
February 1999	Software Use Agreement

USS-720 Driver Software (Object Code) License Agreement (continued)

(c)LICENSEE's obligations under this Section 4.04 shall not apply to any information relating to LICENSED SOFT- WARE (including any method or concept utilized therein) that:

(i)is or becomes available without restriction to the general public by acts not attributable to LICENSEE or its employees,

(ii)was rightfully in LICENSEE's possession without limitation on disclosure before disclosure hereunder to

LICENSEE,

(iii)is rightfully disclosed to LICENSEE by a third party without restrictions on disclosure, or

(iv)is independently developed by LICENSEE.

4.05 Publicity

LICENSEE agrees that it will not, without the prior written consent of LUCENT;

(i)use in advertising, publicity, packaging, labeling, or otherwise any trade name, trademark, trade device, service mark, symbol, or any identification or any abbreviation, contraction or simulation thereof owned by LUCENT or any of its affiliates or used by LUCENT or any of its affiliates to identify any of its or their prod- ucts or services or

(ii)represent, directly or indirectly, that any product or service of LICENSEE is a product or service of LUCENT or any of its affiliates or is made in accordance with or utilizes any information or documentation of LUCENT or any of its affiliates.

4.06Nonassignability

Neither this Agreement nor any rights hereunder shall be assignable or transferable (in insolvency proceedings or otherwise) by LICENSEE without the express written consent of LUCENT. Any purported transfer or assignment in contravention of this provision shall be considered void and ineffective.

4.07 Addresses

Any statement, notice, request, or other communication hereunder shall be deemed to be sufficiently given to the addressee and any delivery hereunder deemed made when sent by certified mail addressed as follows:

to LUCENT:

LUCENT TECHNOLOGIES INC.

555 Union Boulevard

Allentown, Pa. 18103-1229

ATTN.:

to LICENSEE:

{company name} {company street address} {company city, state, zip} {company phone number}

or to such changed address as the addressee shall have specified by written notice.

4.08 Integration

This agreement sets forth the entire agreement and understanding between the parties as to the subject matter hereof and merges all prior discussions between them. Neither of the parties shall be bound by any warranties, understandings, or representations with respect to such subject matter other than as expressly provided herein, in the object code agreement or in a writing executed with or subsequent to the execution of this agreement by an authorized representative of the party to be bound thereby.

Lucent Technologies Inc. 3-5