BUSLOGIC LICENSE AGREEMENT

BUSLOGIC INC.  LICENSE AGREEMENT.  Please read the terms of this Agreement 
carefully before using this software.  Use of this BusLogic Inc.  
("BusLogic") proprietary Software, indicates your acceptance of the 
following terms.  BusLogic is willing to license the enclosed Software only 
upon the condition that you accept all of the terms contained in this 
Agreement.  If you do not agree to these terms, then BusLogic is unwilling 
to license the Software to you in which event you should return the 
Software to th e place from which it was acquired.  

LICENSE.  BusLogic grants you the right to use the Software on any single 
compatible computer.  You may make one copy of the software for 
archival/back-up purposes.  The copy must include the copyright notice, 
proprietary data or other legend/logo as cont ained in the original 
Software.  

RESTRICTIONS.  You may not use, copy, modify, or transfer the Software, or 
any copy, in whole or in part, except as expressly provided for in this 
Agreement.  You may not decompile, disassemble or reverse engineer the 
Software.  Any attempt to transfer any of the rights, duties, or 
obligations hereunder except as expressly provided for in this Agreement is 
void.  You may not rent, lease, loan, resell for profit, sublicense, 
distribute, electronically transmit or network the Software.  You agree to 
comply w ith U.S.  export regulations, if applicable.  

LIMITED WARRANTY/LIMITATION OF REMEDIES.  BusLogic does not warrant that 
the Software will meet your requirements, that operation of the Software 
will be uninterrupted or error-free, or that all errors will be corrected.  

SUCH WARRANTIES ARE IN LIEU OF OTHER WARRANTIES, EXPRESS OR IMPLIED, 
INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY 
AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SOFTWARE, AND THE 
ACCOMPANYING WRITTEN MATERIALS.  NO ORAL OR WRITTEN INFORMATION OR ADVICE 
GIVEN BY BUSLOGIC, ITS EMPLOYEES, DISTRIBUTORS, DEALERS OR AGENTS SHALL 
INCREASE THE SCOPE OF THE ABOVE WARRANTIES OR CREATE ANY NEW WARRANTIES.  
IN NO EVENT WILL BUSLOGIC BE LIABLE TO YOU, REGARDLESS OF WHETHER ANY 
REMEDIES SET FORTH HEREIN FAIL OF THEIR ESSENTIAL PURPOSE, FOR DAMAGES 
INCLUDING ANY LOST PROFITS, LOSS OF DATA OR OTHER INCIDENTAL OR 
CONSEQUENTIAL DAMAGES ARISING OUT OF YOUR USE OF, OR INABILITY TO USE, THE 
SOFTWARE, EVEN IF BUSLOGIC OR AN AUTHORIZED BUSLOGIC REPRESENTATIVE HAS 
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  

SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE 
EXCLUSION MAY NOT APPLY TO YOU.  IN THAT EVENT, ANY IMPLIED WARRANTIES ARE 
LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF DELIVERY OF THE 
SOFTWARE.  THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS.  YOU MAY HAVE 
OTHER RIGHTS, WHICH VARY FROM STATE TO STATE.  SOME STATES DO NOT ALLOW THE 
LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL 
DAMAGES SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.  

TERM.  This Agreement will immediately and automatically terminate without 
notice if you fail to comply with any term or condition of this Agreement.  
You agree upon termination to promptly destroy the Software together with 
all copies and merged portions of the Software in any form.  

GENERAL.  This Agreement is governed by the laws of the State of 
California, except for that body of law dealing with conflicts of law.  
This Agreement constitutes the complete understanding and agreement of the 
parties regarding the subject matter herein and supersedes all prior 
understandings and agreements.  If any provision of this Agreement is held 
to be unlawful, void, or for any reason unenforceable, that provision will 
be enforced to the fullest extent possible and the remaining provisions 
will re main in full force.  

U.S.  GOVERNMENT RESTRICTED RIGHTS.  The Software and accompanying 
materials are provided with Restricted Rights.  Use, duplication or 
disclosure by the Government is subject to restrictions as set forth in 
subparagraph (c) (l) (ii) of the Rights in Technic al Data and Computer 
Software clause at DFARS 252.227-7013.  Contractor/manufacturer is BusLogic 
Inc., 4151 Burton Drive, Santa Clara, CA 95054.  

If you have any questions concerning this Agreement, contact BusLogic Inc., 
4151 Burton Drive, Santa Clara, CA 95054, (408) 492-9090.

                                                        P/N 9402022 Rev.C1