NON-EXCLUSIVE SOURCE CODE LICENSE AGREEMENT NOTICE - READ ALL THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT PRIOR TO DOWNLOADING, INSTALLING AND/OR USING THE SOFTWARE. DOWNLOADING, INSTALLING AND/OR USING THE SOFTWARE ACCOMPANYING THIS LICENSE INDICATES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS. 1. GRANT OF RIGHT: This software program provided in source code format (the "Source Code") and any related documentation (the "Documentation") are licensed, not sold, to you. Lucent Technologies Inc., a Delaware Corporation, having offices at 600 Mountain Ave., Murray Hill, NJ, 07974, grants you a personal, non-exclusive and non-transferable right to use and modify the Source Code and Documentation, subject to the terms and restrictions of this Agreement. You may modify the Source Code and Documentation to make source code derivative works, object code derivative works and/or documentation derivative works (collectively "Derivative Works"). The Source Code, Documentation and Derivative Works (collectively "Licensed Software") may be used by you, or an organization of which you are a member or employee, solely for non-commercial, educational, evaluation and/or personal use on a single computer. "Non-commercial use" means uses that are not or will not result in (a) the sale, lease or rental of the Licensed Software; and/or (b) the use of the Licensed Software in any commercial product or service. You may make one copy of any single object code derivative work for execution on a single computer located in the United States or its territories or any other country to which the Licensed Software may be legally exported. You may make one copy of any single object code derivative work for archival purposes (including any additional copies which may be made during the course of a routine backup procedure of a single computer). You may make and distribute additional copies of any single object code derivative work as required to execute the one copy of that single object code derivative work on the single computer to which you are licensed. The Licensed Software is "in use" on a single computer when it is loaded into temporary memory (i.e., RAM) or installed into the permanent memory (e.g., hard drive, CD-ROM or other storage device) of the single computer. You may make copies of the Documentation as required for your use of the Licensed Software. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, YOU AGREE NOT TO USE, COPY, MODIFY OR TRANSFER THE Licensed Software OR ANY COPY, IN WHOLE OR IN PART. You agree to use your best efforts to prevent and protect the contents of the Licensed Software from unauthorized disclosure or use. You agree not to sublicense, assign, delegate, rent, lease or otherwise transfer this license or any the related rights or obligations for any reason. Lucent Technologies reserves all rights not expressly granted to you. NO OTHER LICENSES ARE GRANTED OR IMPLIED. 2. OWNERSHIP: The Source Code and Documentation are and will remain the sole property of Lucent Technologies. The Source Code and Documentation are copyrighted works and protected by copyright law and/or contains proprietary information protected at law. Lucent Technologies may at any time assign or transfer all or part of its interests in any rights to the Licensed Software. You agree to treat any modification or derivative work of the Licensed Software as if it were part of the Licensed Software itself. In return for this license, you grant Lucent Technologies and its affiliates a non-exclusive perpetual paid-up royalty-free license to make, sell, have made, copy, distribute and make derivative works of any modification or derivative work you make of the Licensed Software. At Lucent Technologies' request, you will provide Lucent Technologies with a copy of any modification or derivative work of the Licensed Software. 3. LIMITATIONS ON USE: You agree not to sell, rent, lease, publish or otherwise transfer or distribute copies of the Licensed Software to others including individuals internal or external to your own organization. You may transfer derived or modified portions of the Source Code to other registered licensees. You agree not to use Lucent Technologies' name or refer to Lucent Technologies directly or indirectly in any way whatsoever without the prior written approval of Lucent Technologies. You agree not to release the results of any evaluation of the Licensed Software to any third party without the prior written approval of Lucent Technologies. 4. PATENTS: The grant to you specified in Section 1 herein from Lucent Technologies includes a non-exclusive, non-transferable, personal license under patents which (i) Lucent Technologies has a right to license and to the extent it has that right, as of the effective date of this Agreement and (ii) but for this license are unavoidably infringed by the execution of the inherent functionality of the Licensed Software in the form furnished. Nothing contained herein shall be construed as conferring by implication, estoppel or otherwise any license or right under any existing or later issued patent claim which is directed to a combination of the functionality of the Licensed Software with the functionality of any other software programs, or a combination of hardware systems other than the combination of the Licensed Software and the hardware or firmware into which the Licensed Software is loaded. 5. TERMINATION: This license is effective until terminated. You may terminate this license at any time by destroying the Licensed Software and any permitted archival copies. This license automatically terminates if you fail to comply with its terms and conditions. Upon termination in any manner, you agree to destroy all copies of the Licensed Software in your possession. Your obligations under Sections 3 and 7 herein shall survive and continue after any termination of this Agreement. 6. DISCLAIMER OF WARRANTY/LIMITATION OF REMEDIES: Lucent Technologies has no obligation to support the Licensed Software it is providing under this license. To the extent permitted under applicable law, Lucent Technologies is LICENSING THE Licensed Software "AS IS", WITH NO EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR WARRANTIES AGAINST INFRINGEMENT OF ANY PROPRIETARY RIGHTS OF A THIRD PARTY. Lucent Technologies WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, OR SPECIAL DAMAGES, OR ANY OTHER RELIEF, OR FOR ANY CLAIM BY ANY THIRD PARTY, ARISING FROM YOUR USE OF THE Licensed Software. Some States and other jurisdictions do not allow for the exclusion or limitation of implied warranties so the above exclusions or limitations may not apply to you. This warranty gives you specific legal rights and you may also have other rights which vary from State to State. 7. EXPORT CONTROL: You agree not to export the Licensed Software either directly or indirectly to any foreign country except when such export is authorized by, and in full compliance with, the laws and regulations of the United States of America. 8. U.S. GOVERNMENT END USERS: The Licensed Software are "non-commercial items", as that term is used in 48 C.F.R. 227.7203. Consistent with 48 C.F.R. 227.7203-1 through 227.7203-4, all U.S. Government End Users acquire the Licensed Software with only those rights set forth in this Agreement. 9. ENTIRE AGREEMENT: This Agreement sets forth the entire agreement and understanding between the parties pertaining to the subject matter hereof and merges all prior written or oral discussions between them. This Agreement shall be construed in accordance with and governed by the laws of the State of New York, United States of America, excluding the United Nations Convention on Contracts for the International Sale of Goods. 10. COMMERCIAL LICENSE: For information regarding a commercial license for SwiFT, please contact swift@lucent.com. For information regarding a commercial license for all other software and documentation you have downloaded, please contact Tony Simonetti at (908) 582-4216 or afsimonetti@lucent.com.