
                    Software Development Kit Agreement


IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, DO NOT INSTALL THE 
LSX TOOLKIT PRODUCT.

BY INSTALLING ANY OR ALL OF THE LSX TOOLKIT PRODUCT, YOU ARE AGREEING TO 
BE BOUND BY THE TERMS OF THIS AGREEMENT.


Lotus Development Corporation ("Lotus") grants you (an entity or a person) 
a non-exclusive right to install and use the Lotus Script Extension (LSX) 
Toolkit, consisting of software and documentation (collectively, the "LSX 
Toolkit"), under the following conditions:


DEFINITIONS

An "Application" is a computer program or software product developed using 
the LSX Toolkit.

A "Notes Client Product" is a client version of any of the following Lotus 
Products: Lotus Notes, Lotus Notes Mail, and/or Lotus Notes Desktop.

A "User" is a person who, directly or indirectly, sends data to, receives 
data from, sends control commands to, or receives computing services from 
an Application.

A "Lotus Communications Product" is a Notes Client Product or a Notes 
server.


USE

You may install and use one copy of the LSX Toolkit on a 
single computer solely for the purpose of developing Applications.  You 
may also install one copy of the LSX Toolkit on your home and/or laptop 
computer, provided that only the assigned user may access this copy.  You 
may make one copy of the LSX Toolkit for archival and back-up purposes, 
but may not use this copy in any other way. You may install and use the 
LSX Toolkit within your own organization only.


RESTRICTIONS

You may not:

(1) Use the LSX Toolkit to develop an Application that, directly or 
indirectly, enables Users to access or share any Lotus Communications 
Product interactively, unless each such User is an authorized licensee of 
a Notes Client Product;

(2) Transfer, sell, license, loan, lease or otherwise distribute the LSX 
Toolkit, or any component thereof, to any third party, except as described 
below; or

(3) Alter, merge, modify (except as permitted below), adapt, reverse 
engineer, disassemble, or decompile the LSX Toolkit, or any portions 
thereof.

The purpose of these provisions is to restrict Applications that are 
intended to: (a) mimic or substitute for the services provided by a Notes 
Client Product, or (b) assist any other computer program that is intended 
to mimic or substitute for the services of a Notes Client Product.

Should you have any questions concerning these restrictions, please 
contact Lotus at the phone number or address referenced in the 
"Exceptions" section below.


EXCEPTIONS TO THE RESTRICTIONS

Lotus will consider exceptions to the restrictions stated above. If you 
are interested in obtaining such an exception, please call 800-START-SMart 
(in the US), 1-800-565-0878 (in Canada), contact your local Lotus Business 
Partner Program representative outside of these areas, or write to Lotus 
Development Corporation, Business Partner Program, 55 Cambridge Parkway, 
Cambridge, Massachusetts, 02142. Attention: API License Exceptions.


SAMPLE AND REDISTRIBUTABLE CODE

You may modify the source code versions of the Sample Programs, if any, 
included with the LSX Toolkit and redistribute such modified source code 
versions in compiled, object code form only.  You may also redistribute, 
as part of your Application(s), the LSX Toolkit software designated as 
"Redistributable Code." The Redistributable Code files, if any, are 
identified below.  If you are authorized to redistribute the Sample Code 
and/or Redistributable Code (collectively "REDISTRIBUTABLE COMPONENTS"), 
you must (a) distribute the REDISTRIBUTABLE COMPONENTS only in conjunction 
with and as a part of your Application(s); (b) not permit further 
redistribution of the REDISTRIBUTABLE Components by your Users; (c) not 
use Lotus' name, logo, or trademarks to market your Application(s); and 
(d) include a valid copyright notice on your Application(s).

List of Redistributable Code: There are no redistributable files for the 
LSX Toolkit.


PRODUCT SUPPORT

For information regarding product support for the LSX Toolkit, please call 
800-DEV-RELS (in the US) or 617-693-4448 (outside of US)


DISTRIBUTION OF APPLICATIONS

Any distribution of your Application(s) must be under a written agreement 
(including shrink wrap agreements) that prohibits reverse engineering, 
decompilation or disassembly of the Application(s) and requires Users of 
the Application(s) to abide by the conditions stated in the Restrictions 
section above.

If you distribute an application programming interface ("API") developed 
using this LSX Toolkit, then you must distribute such API under a written 
agreement that requires the licensees of such API to abide by the 
restrictions stated in the Restrictions section above.


TRANSFER OF THE LSX TOOLKIT

You may permanently transfer the LSX Toolkit, subject to the terms of this 
Agreement, to someone else, provided that you do not retain any copies of 
the LSX Toolkit and provided you deliver a hard copy of this Agreement to 
the recipient.


PROTECTION OF PROPRIETARY RIGHTS

You acknowledge that under this Agreement you obtain only the right to use 
the LSX Toolkit and that no right, title or interest in or to any 
copyrights, trademarks or other proprietary rights relating to the LSX 
Toolkit is transferred or licensed from Lotus to you.  You expressly 
acknowledge that all intellectual property rights in the LSX Toolkit are 
owned by Lotus or its suppliers and are protected by United States and 
Canadian intellectual property laws, other applicable intellectual propertylaws, and 
international treaty provisions. Lotus retains all rights not expressly 
granted in this Agreement.  You may not remove or alter any copyright 
notice, trademark or other proprietary rights notice placed by Lotus on or 
in the LSX Toolkit.  You may not use any Lotus trademarks, names or logos 
except as provided in the Lotus Developer Guidelines (See General Section 
below).

LIMITED WARRANTY

The LSX Toolkit, including the Development Files and Sample Programs, are 
provided wholly "AS IS" without warranty, representation, promise or 
guarantee of any kind, either express or implied, statutory or otherwise, 
including warranties as to quality, performance, merchantability, or 
fitness for a particular purpose, or any warranty against infringement.  
Your use of the Development Files and Sample Programs in your 
Application(s) or otherwise is entirely at your own risk.  No Lotus 
dealer, distributor, agent or employee is authorized to make any 
modification or addition to this warranty.

LIMITATION OF LIABILITY

Because software is inherently complex and may not be completely free of 
errors, it is your responsibility to verify your work and to make backup 
copies, and Lotus will not be responsible for your failure to do so.  In 
no event will Lotus be liable for indirect, special, incidental, tort or 
consequential damages arising out of this Agreement or out of the use of 
or inability to use Lotus products or services, including, without 
limitation, damages or costs relating to the loss of profits, business, 
goodwill, data or computer programs, whether or not advised or aware of 
the possibility of such damages.  In no case shall Lotus' liability for 
money damages exceed the amount paid by you for the LSX Toolkit out of 
which such claim arose.  The foregoing limitations shall not apply to 
claims relating to death or personal injury which arise out of products 
deemed to be consumer goods under applicable law.  Some states or 
provinces do not allow the exclusion or limitation of implied warranties 
or limitation of liability for incidental or consequential damages, so the 
above exclusion or limitation may not apply to you.


U.S.  GOVERNMENT RESTRICTED RIGHTS

The LSX Toolkit are provided with RESTRICTED AND LIMITED RIGHTS.  Use, 
duplication, or disclosure by the Government is subject to restrictions as 
set forth in FAR 52.227-14 (June 1987) Alternate III(g)(3) (June 1987), 
FAR 52.227-19 (June 1987), or DFARS 52.227-7013 (c)(1)(ii) (June 1988), as 
applicable.  Contractor/Manufacturer is Lotus Development Corporation., 55 
Cambridge Pkwy., Cambridge, MA 02142.  In the event the Government
seeks to obtain the Software pursuant to standard commercial
practice,this software agreement, instead of the noted regulatory 
clauses,shall control the terms of the Government's license.


GENERAL

The export of Lotus products is governed by the U.S.  Department of 
Commerce under the export administration regulations and by Canadian 
export regulations.  The export of the North American Version of Lotus 
Notes is governed by the U.S.  Department of State under the International 
Traffic in Arms Regulations.

For questions concerning this Agreement or to obtain a copy of Lotus' 
Developer Guidelines, write to Lotus Development Corporation, attn: Lotus 
Business Partner Program, 55 Cambridge Parkway, Cambridge, Massachusetts, 
02142. 

