BINARY LICENSE AND REDISTRIBUTION AGREEMENT

READ THE TERMS OF THIS AGREEMENT AND ANY PROVIDED
SUPPLEMENTAL LICENSE TERMS (COLLECTIVELY "AGREEMENT")
CAREFULLY BEFORE PROCEEDING WITH THE DOWNLOAD OF THE
JMX TECHNOLOGY AND ACCOMPANYING DOCUMENTATION
(COLLECTIVELY, THE "SOFTWARE"). IF YOU ACCEPT ALL OF
THE TERMS OF THIS AGREEMENT, PLEASE INDICATE YOUR
ACCEPTANCE BY SELECTING THE "ACCEPT" BUTTON AT THE END OF
THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THESE TERMS,
PROMPTLY RETURN THE UNUSED SOFTWARE TO YOUR PLACE OF
PURCHASE FOR A REFUND OR, IF THE SOFTWARE IS ACCESSED
ELECTRONICALLY, SELECT THE "DECLINE" BUTTON AT THE END
OF THIS AGREEMENT.

WHETHER YOU ARE ACTING ON YOUR OWN BEHALF OR THAT OF A
COMPANY, YOU MUST BE OF MAJORITY AGE AND OTHERWISE
COMPETENT TO ENTER INTO CONTRACTS.

1 License to Use.
Sun grants you a non-exclusive and non-transferable
license for the accompanying software and documentation
provided by Sun, (collectively the "Software"), for
internal use of the Software and documentation and any
error corrections provided by Sun.

2 License to Distribute.
Subject to and conditioned upon your compliance with the
restrictions and obligations contained in this License,
Sun hereby grants to you the non-exclusive right to
reproduce and distribute certain portions of the Software
but only when incorporated as part of your product(s)
("your Product(s)"), provided that you:
(i) do not remove or alter any proprietary legends or
notices contained in the Software;
(ii) incorporate the most current version of the Software
that was available from Sun 180 days prior to each
production release of your Product(s).
(iii) enter into a signed agreement with your distributors
on terms substantially similar to those contained herein;
and
(iv) require an end user license agreement including in
substance, the provisions of Sections 3, 4, 11 and 12.

3 Mandatory Designation.
As a condition to the license grant provided in Sections
1 and 2, you shall refer to the JMX technology by placing
the "fair use" designation "Contains the JMX(TM)
Technology" or "Includes the JMX(TM) Technology"
("Designation")
(i) for tangible your Product(s) media: on external
packaging for your Product(s), on the accompanying
documentation and the media containing your Product(s)
(disk, CD-ROM, tape, etc.);
(ii) for on-line versions of your Product(s): on web
pages featuring information about your Product(s);
(iii) for both tangible media and on-line versions of
your Product(s), on splash screens appearing upon launch
of your Product(s) and in general your Product(s)
information screens (e.g., "About", "Help", "Info"); and
(iv) on tangible marketing collateral featuring your
Product(s), including advertisements and datasheets.

Wherever you display the Designation, you must also
display your own corporate name and logo, and must
display the Designation
(i) in a size and style less prominent than, and separately
from any of, your own names, marks or logos,
(ii) in a uniform size and style so that no single part
of the Designation is more prominent than any other part,
(iii) separately from any other name, mark or logo,
(iv) incorporating the TM symbol, and
(v) in such a manner that it is clear that the Designation
refers only to the specific your Product(s) which
incorporate the JMX technology and not any other product
of you or any third party. You shall legibly display the
following trademark legend on all materials in or on which
you display the Designation: "JMX and all JMX based
trademarks and logos are trademarks or registered trademarks
of Sun Microsystems, Inc. in the U.S. and other countries."

Upon written Notice by Sun, you shall, within thirty
(30) calendar days, rectify any non-compliance of your
Product(s) and associated materials with the requirements
in this Section 3 and give notice to Sun of the specific
modifications or steps taken to ensure compliance.

4 Java Platform Interface.
You may not create, or authorize your licensees to create,
additional classes, interfaces, or subpackages that are
contained in the "java", "javax" or "sun" packages or
similar as specified by Sun in any class file naming
convention. In the event that you create additional
API(s) which:
(i) extends the functionality of a Java Environment; and,
(ii) is exposed to third party software developers for
the purpose of developing additional software which
invokes such additional API, you must promptly publish
broadly an accurate specification for such API for free
use by all developers.

5 Restrictions.
Software is confidential copyrighted information of Sun
and title to all copies is retained by Sun and/or its
licensors. Unless enforcement is prohibited by applicable
law, you shall not decompile, disassemble, decrypt,
extract, or otherwise reverse engineer or modify Software.
Software may not be leased or assigned in whole or in part.
Software is not designed or intended for use in the design,
construction, operation or maintenance of any nuclear
facility. Sun disclaims any express or implied warranty
of fitness for such uses.

6 Maintenance and Support.
This License does not include maintenance and support of
Software by Sun. You shall be solely responsible for
providing maintenance and support for your distributors
and end users.

7 Trademarks and Logos.
This License does not authorize you to use any Sun name,
trademark or logo. You acknowledge that Sun owns the Java
trademark and all Java-related trademarks, logos and icons
including the Coffee Cup and Duke ("Java Marks") and agree
to:
(i) comply with the Sun Trademark and Logo Usage Requirements
at http://www.sun.com/policies/trademarks;
(ii) not do anything harmful to or inconsistent with Sun's
rights in the Java Marks; and
(iii) assist Sun in protecting those rights, including
assigning to Sun any rights acquired by you in any Java
Mark.

8 Warranty.
Sun represents and warrants that the media on which the
Software is recorded, if any, will be free from defects
in materials and workmanship for a period of ninety (90)
days after delivery. Sun's sole liability with respect
to breach of this warranty is to replace the defective
media. Except as expressly provided in this Section 8,
Software is provided "AS IS," without a warranty of any
kind. ALL OTHER REPRESENTATIONS AND WARRANTIES, INCLUDING
ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE OR NON-INFRINGEMENT, ARE HEREBY EXCLUDED.

9 Limitation of Liability.
IN NO EVENT WILL SUN OR ITS LICENSORS BE LIABLE FOR ANY
LOST REVENUE, PROFIT OR DATA, OR FOR INDIRECT, SPECIAL,
CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES, HOWEVER
CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, ARISING
OUT OF THE USE OF OR INABILITY TO USE SOFTWARE, EVEN IF
SUN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOUR SOLE AND EXCLUSIVE REMEDY ARISING FROM ANY BREACH OF
THIS AGREEMENT BY SUN SHALL BE LIMITED TO A REFUND OF THE
LICENSE FEE PAID BY YOU FOR THE SOFTWARE AND ANY PER UNIT
ROYALTIES PAID TO SUN DIRECTLY RELATING TO THE NUMBER OF
UNITS OF YOUR PRODUCT THAT YOU HAVE TO REFUND TO YOUR
CUSTOMERS AS A RESULT OF SUCH BREACH, IF ANY.

10. Term and Termination.

10.1 This License is effective until terminated.
Licensee may terminate this License at any time by
destroying all copies of Software. This License will
terminate immediately without notice from Sun if Licensee
fails to comply with any provision of this License, or
upon any action for infringement of any patent relating
to the Software by Licensee against Sun or any of Sun's
licensees of the Software.

10.2 All rights of Licensee shall terminate upon
termination of this License except that all end user
licenses issued for Licensee's Products prior to such
termination shall remain in full force and effect
according to their terms.

10.3 Neither party shall have the right to recover
damages, nor to indemnification of any nature, whether
by way of lost profits, expenditures for promotion,
payment for goodwill or otherwise made in connection with
the business contemplated by this License, due to the
permitted or lawful termination of this License. EACH
PARTY WAIVES AND RELEASES THE OTHER FROM ANY CLAIM TO
COMPENSATION OR INDEMNITY FOR TERMINATION OF THE BUSINESS
RELATIONSHIP UNLESS TERMINATION IS IN MATERIAL BREACH OF
THIS LICENSE.

11 Export Regulations.
All Software, including technical data delivered under
this License is subject to U.S. export control laws and
may be subject to export or import regulations in other
countries. You agree to comply strictly with all such
regulations and acknowledge that you have the
responsibility to obtain licenses to export, re-export,
or import Software.

12 Restricted Rights.
The use, duplication or disclosure by the U.S. Government
of technical data, computer software and documentation,
as specified in the license under which the computer
software was procured, is subject to the restrictions as
set forth in FAR 52.227-14(g) (2), FAR 52.227-19, DFARS
252.227-7015(b), and DFARS 227.7202-3(a) as applicable.
You may not provide Software or technical data to any
third party, including the U.S. Government, unless such
third party accepts the same restrictions. You are
responsible for ensuring that proper notice is given to
all such third parties and that the Software and
technical data are properly marked.

13 Governing Law.
Any action related to this License will be governed by
California law and controlling U.S. federal law. No choice
of law rules of any jurisdiction will apply.

14 Severability.
If any of the above provisions are held to be in
violation of applicable law, void, or unenforceable in
any jurisdiction, then such provisions are hereby waived
or amended to the extent necessary for the License to be
otherwise enforceable in such jurisdiction. However, if
in Sun's opinion deletion or amendment of any provisions
of the License by operation of this paragraph significantly
compromises the rights or increases the liabilities of Sun
or its licensors, Sun reserves the right to terminate the
License.

15 Marketing Announcement.
You hereby authorize Sun to include you in a published list
of licensees of the Software.

16 Disclaimer of Agency.
You are not authorized to make any representation or
warranty on behalf of Sun to your end users or third
parties. The relationship created hereby is that of
licensor and licensee and the parties hereby acknowledge
and agree that nothing herein shall be deemed to constitute
you as a franchisee of Sun. You hereby waive the benefit
of any state or federal statutes dealing with the
establishment and regulation of franchises.

17 Integration.
This License constitutes the final, complete and exclusive
agreement and understanding between the parties with
respect to its subject matter and supersedes all previous
communications, representations or agreements, whether
written or oral, with respect to the subject matter hereof.
No terms of any purchase order or similar document issued
by you shall be deemed to add to, delete or modify the terms
and conditions of this License.
This License may not be modified, amended, rescinded,
canceled or waived, in whole or part, except by a written
instrument signed by the parties.

