ENTERPRISE INTELLISYNC™ SERVER SOFTWARE 45-DAY EVALUATION LICENSE AGREEMENT

This Agreement is entered into by and between Pumatech, Inc. ("Pumatech") and the Licensee identified above ("Licensee") as of the date executed by both parties ("Effective Date"). In consideration of Licensee's agreement to evaluate Pumatech's ENTERPRISE INTELLISYNC SERVER software product and related documentation (collectively "Software"), for the mutual promises contained herein and for other valuable consideration, the receipt of which is hereby acknowledged, Pumatech agrees to grant Licensee certain licenses to the Software, subject to the attached Terms and Conditions.

LICENSEE ACKNOWLEDGES HAVING READ THE TERMS AND CONDITIONS SET FORTH ON THIS PAGE AND ATTACHED HERETO, UNDERSTANDS ALL SUCH TERMS AND CONDITIONS, AND AGREES TO BE BOUND THEREBY.

TERMS AND CONDITIONS

1. License. Pumatech grants to Licensee a non-exclusive, non-transferable license, without right to sublicense, for Licensee's employees to install and use the Software, for the sole purpose of evaluating the Software and determining whether Licensee desires to enter into a future corporate site license agreement for the Software. The Software license will require a $1000 non-refundable fee by the Licensee as a condition of use. This Agreement does not obligate Licensee to purchase the Software. Only the number of employees listed on the first page of this Agreement may install and use the client portion of the Software. Purchase of the Software subsequent to the evaluation period will have the cost of the non-refundable fee deducted from the purchase price.

2. Delivery. Within five (5) days of the Effective Date, Pumatech agrees to deliver to Licensee one (1) copy of the Software.

3. Title to the Software. The original, and any copies of the Software, in whole or in part, which are made by Licensee or Pumatech, including partial copies, regardless of the form or media in or on which such copies may exist, are and shall remain the exclusive property of Pumatech. Licensee agrees that it will not remove any copyright or other proprietary notices from the Software.

4. Exclusions. THE SOFTWARE IS PROVIDED "AS IS". THERE ARE NO WARRANTIES UNDER THIS AGREEMENT, AND PUMATECH EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES OF OWNERSHIP, NON-INFRINGEMENT OF THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS, MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE. PUMATECH SHALL NOT BE OBLIGATED TO PROVIDE ANY SUPPORT, MAINTENANCE OR UPDATES PURSUANT TO THIS AGREEMENT. IN NO EVENT SHALL PUMATECH BE LIABLE FOR ANY LOSS OF PROFITS, LOSS OF USE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES PURSUANT TO THIS AGREEMENT.

5. Term; Termination. The license granted hereunder shall commence on the Effective Date and shall continue forty five (45) days, unless earlier terminated as provided herein. Pumatech may, at its option, terminate this Agreement if Licensee defaults in performance hereunder. Such termination shall be without prejudice to any other remedy that may be available to Pumatech. The provisions set forth in Sections 3, 4, 6, 7 and 8 hereof shall survive any termination of this Agreement. Upon termination or expiration of this Agreement, Licensee may contact Pumatech regarding the purchase of a corporate site license for the Software, or for software with similar functionality, from Pumatech or an authorized reseller. The terms and conditions of such corporate site license agreement shall supersede the terms and conditions of this Agreement. If Licensee does not enter into a license agreement with Pumatech, Licensee shall immediately return the master copy of the Software to Pumatech, delete all copies of the Software from its systems and have no further right to use the Software.

6. U.S. GOVERNMENT RESTRICTED RIGHTS: Use, duplication or disclosure of the Software by any agency, department or other entity of the U.S. Government is restricted in accordance with FAR 12.212 for civilian agencies and DFARS 227.7202 for military agencies. The Software is a commercial product. Use of the Software by the U.S. Government is further restricted by the terms of this License.

7. COMPLIANCE WITH APPLICABLE LAWS. You shall comply with all applicable laws and regulations at Your expense, including, without limitation, all applicable government export and import laws and regulations. You shall not export, directly or indirectly, the Software, or any portion thereof, to any country for which United States' laws or regulations require an export license or other governmental approval, without first obtaining such license or approval. You agree to indemnify and hold PUMATECH harmless from any violation of this Section 7 by You.

8. General Provisions. This Agreement shall be governed by laws of the State of California, U.S.A., excluding conflicts of laws rules. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. The provisions of the National Conference of Commissioners on Uniform State Laws' (NCCUSL's) Uniform Computer Information Transactions Act (UCITA), as adopted in whole or in part, or as modified by any applicable jurisdiction, shall not apply to this Agreement in any manner whatsoever. This Agreement shall not be modified or amended in any respect except by a writing signed by each party. Licensee may not assign this Agreement or any right granted hereunder, in whole or in part, without Pumatech's prior written consent. . Any disputes arising under or related to this Agreement shall be resolved by binding arbitration in San Jose, California, U.S.A. in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The arbitrator shall be a retired federal or state court judge, or an attorney with substantial software industry experience. Arbitrator shall have authority to award reasonable attorneys' fees and costs to the prevailing party. It is expressly agreed that either party may seek injunctive relief in an appropriate court of law or equity pending an award in arbitration. This Agreement represents the entire agreement between the parties and supersedes all contemporaneous or prior agreements and understandings, whether written or oral, with respect to all matters covered in this Agreement.

BY COMPLETING THE REGISTRATION INFORMATION BELOW AND CLICKING "SUBMIT" LICENSEE ACKNOWLEDGES HAVING READ THE TERMS AND CONDITIONS SET FORTH ABOVE, REPRESENTS THAT IT UNDERSTANDS ALL SUCH TERMS AND CONDITIONS, AND AGREES TO BE BOUND THEREBY.