
       Lotus Notes C++ Language Application Programming Interface 
                   Software Development Kit Agreement


IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, DO NOT
INSTALL THE LOTUS NOTES C++ API TOOLKIT PRODUCT BY INSTALLING
ANY OR ALL OF THE LOTUS NOTES C++ API TOOLKIT PRODUCT FROM THE 
TOOLKIT CD MEDIA OR FROM ANY OTHER SOURCE (INCLUDING THE LOTUS 
WEB SITE). BY DOING SO,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 Notes 
C++-Language Application Programming Interface, consisting of software 
and documentation (collectively, the "Notes C++ API Toolkit"), under 
the following conditions:


DEFINITIONS

An "Application" is a computer program or software product
developed using the Notes C++ API 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 Notes C++ API Toolkit you
have licensed on a single computer solely for the purpose of
developing Applications.  You may also install one copy of the
Notes C++ API 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 Notes C++ API Toolkit for archival and
back-up purposes, but may not use this copy in any other way. 
You may install and use the Notes C++ API Toolkit within your
own organization only. 


RESTRICTIONS

You may not:

(1) Use the Notes C++ API 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 Notes C++ API 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 Notes C++ API
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-DEV-RELS (in the US) or 617-693-4448 (outside of US) or
write to Lotus Development Corporation, Business Partner
Program, 55 Cambridge Parkway, Cambridge, Massachusetts, 02142,
Attention: C++ API License Exceptions. 


SAMPLE AND REDISTRIBUTABLE CODE

You may modify the source code versions of the Sample Programs,
if any, included with the Notes C++ API 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 Notes C++ API 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 Notes C++ API Toolkit.


PRODUCT SUPPORT

For information regarding product support for the Notes C++ API
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 Notes C++ API 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 NOTES C++ API TOOLKIT

You may permanently transfer the Notes C++ API Toolkit, subject
to the terms of this Agreement, to someone else, provided that
you do not retain any copies of the Notes C++ API 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 Notes C++ API Toolkit and that no right, title
or interest in or to any copyrights, trademarks or other
proprietary rights relating to the Notes C++ API Toolkit is
transferred or licensed from Lotus to you.  You expressly
acknowledge that  all intellectual property rights in the Notes
C++ API Toolkit are owned by Lotus or its suppliers and are
protected by United States and Canadian copyright laws, other
applicable copyright laws, 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 Notes C++ API 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 Notes C++ API 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.  Lotus shall not incur liability for money
damages for claims by the licensee in connection with the use or 
application of the the Notes C++ API Toolkit.  In addition, 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 licensed 
hereunder, 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.  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 Notes C++ API 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.


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.

Printed in the U.S.A.

