SUBSCRIBER LICENSE AGREEMENT

(WIRELESS INTERNET ACCESS SYSTEM SOFTWARE)

You have agreed to receive Wireless Internet Access Services from a provider of such services. In
order to receive these services you need certain Wireless Internet Access System Software
transferred to your processing equipment. Your service provider may transfer this software or
may authorize you to do so. In either case, your service provider may leave with you a copy of
the software on a standard software medium. You should carefully read the following terms and
conditions before you install or use the software. This is a legal agreement between you and
your service provider. When you are responsible for loading the software on your equipment, by
installing the software on any processor (or authorizing any other person to do so) you are
agreeing to be bound by the terms of this agreement.

If you do not agree to the terms of this License Agreement, promptly return the software and the
accompanying items (including written materials and binders or other containers) to your service
provider. If your service provider transfers the software, and you do not agree to these terms,
you may within five (5) days after the transfer has been completed so return the software and
accompanying items. Your rights in case of a return will be determined by your service
agreement with your service provider.

DEFINITIONS

"You" and "your" means the person or business entity who purchased this license or for whom
such license was purchased.

"Service Provider" means the entity providing WIAS to you.

"Documentation" means the materials, in whatever form, furnished to you by Service Provider
related to the Software.

"Software" means all the Wireless Internet Access System software furnished to you by Service
Provider for loading onto your Terminal for use in connection with your obtaining WIAS. For
purposes hereof, unless the context otherwise requires, Software includes the medium on which
it is furnished to you by Service Provider.

"Software Developers" means each entity or the entities developing and/or furnishing the
Software to Service Provider.

"Terminal" means a communications device, controlled and typically owned by you, that is
necessary or useful in your obtaining WIAS, such as a computer, router or enhanced telephone
device.

"Territory" means the country in which the Software was originally furnished to you by Service
Provider.

"Wireless Internet Access Services" or "WIAS" means the broadband Internet access services
provided to you by Service Provider using equipment furnished to Service Provider by Lucent
Technologies Inc. and/or its affiliated companies.

"Wireless Modem" means the wireless modem installed and owned by Service Provider to enable
you to receive WIAS. The Wireless Modem connects directly or indirectly to your Terminal.

SERVICE PROVIDER'S SOFTWARE LICENSE

1. GRANT OF LICENSE. This License Agreement permits you to use one copy of the Software
on a single Terminal in the Territory for use in obtaining WIAS from Service Provider. The
Software is in "use" on a terminal when it is loaded into temporary memory (i.e., RAM) or installed
into permanent memory (e.g., hard disk, CD-ROM, or other storage device) of that Terminal by
you, by the Service Provider or someone else authorized by you.

2. COPYRIGHT. The Software and Documentation (including all copies and adaptations) are
owned by Service Provider or Software Developers or their suppliers and is protected by United
States copyright laws and international treaty provisions. Therefore, you must treat the Software
and Documentation like any other copyrighted material (e.g., a book or musical recording) except
that you may either (a) make one copy of the Software solely for backup or archival purposes, if
Service Provider transferred the Software to your terminal but did not provide you a copy of the
Software, or (b) if you are responsible for transferring the Software, transfer the Software to a
single hard disk in the Terminal provided you keep the original solely for backup or archival
purposes. You may not copy the Documentation.

3. OTHER RESTRICTIONS. You may not rent or lease the Software or Documentation, but you
may, together with the Terminal on which it is in use, transfer the Software (and its
Documentation) and this license on a permanent basis for use within the Territory, provided you
retain no copies and the recipient agrees to the terms of this License Agreement. You may not
use the Software or any other software or device, or in any manner tamper with any Wireless
Modem, for the purpose of obtaining access to or withdrawing its software. You may not reverse
engineer, decompile, or disassemble the Software or any software resident in or extracted from
any Wireless Modem. If the Software is an update or has been updated, any transfer must
include the most recent update and all prior versions.

4. MULTIPLE MEDIA SOFTWARE. If the Software has been provided to you on more than one
medium, e.g. a CD-ROM and a diskette, you may use only the one appropriate for your Terminal.
You may not use any of the other ones on another Terminal or loan, rent, lease or transfer them
or any of them to another user except as part of the permanent transfer (as authorized above) of
all Software and Documentation.

LIMITED WARRANTY

LIMITED WARRANTY. Service Provider warrants that, for a period of ninety (90) days from
the date of receipt, (a) the Software will perform substantially in accordance with its
specifications, and (b) if Service Provider has provided you a copy of the Software on a software
medium, the medium will be free form defects in materials and workmanship under normal use.
When Service Provider performs the transfer of the Software to your terminal, the date of
completion of the transfer shall be deemed the "date of receipt" for purposes hereof.

CUSTOMER REMEDIES. Service Provider's and its suppliers' entire liability and your
exclusive remedy shall be, at Service Provider's option, either repair or replacement of the
Software (or the medium on which the Software is furnished) that does not meet this Limited
Warranty and which is returned to Service Provider. This Limited Warranty is void if failure of the
Software (or defects in the medium) has resulted from accident, abuse, or misapplication. Any
replacement Software (and the medium on which it is furnished) will be warranted for the
remainder of the original warranty period or thirty (30) days, whichever is longer.

NO OTHER WARRANTIES. To the maximum extent permitted by applicable law, Service

Provider and its suppliers disclaim all other warranties, either express or implied, including, but
not limited to implied warranties of merchantability and fitness for a particular purpose, with
regard to the Software and Documentation. This Limited Warranty gives you specific legal rights.
You may have others, which vary from state/jurisdiction to state/jurisdiction.

LIABILITY EXCLUSIONS/NO LIABILITY FORCONSEQUENTIAL DAMAGES. To the maximum

extent permitted by applicable law, in no event shall Service Provider or its suppliers be liable for
any damages whatsoever, whether direct, special, incidental, consequential, indirect or punitive
(including without limitation, damages for loss of business profits, business interruption, loss of
business information, or any other pecuniary loss) arising out of the use of or inability to use the
Software (or the medium on which it is furnished) or the Documentation, even if Service Provider,
Software Developers or their suppliers have been advised of the possibility of such damages.
Because some states/jurisdictions do not allow the exclusion of limitation of liability for
consequential or incidental damages, the above limitation, or some of it, may not apply to you.

NO REMEDIES AGAINST SOFTWARE DEVELOPERS. This License Agreement is not intended

to create any contractual relationship directly between you and Software Developers. You must
address all claims that the Software is not operating properly, the medium on which it is
furnished is defective, the Documentation contains errors or omissions, or there is some
deficiency in your WIAS, only to Service Provider.

U.S. GOVERNMENT RESTRICTED RIGHTS

The Software and Documentation are provided with RESTRICTED RIGHTS. Use,
duplication, or disclosure by the Government is subject to restrictions as set forth in
subparagraph (c)(1)(ii) of The Rights in Technical Data and Computer Software clause at DFARS
252-227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software Restricted
Rights at 48 CFR 52.227-19, as applicable. Manufacturer is Lucent Technologies Inc., 600
Mountain Avenue, Murray Hill, New Jersey 07974.

MISCELLANEOUS

You may not sublicense, assign or transfer the Software, Documentation or this license, except as
expressly provided in this License Agreement.

This License Agreement covers any fixes, updates or enhancements of the Software or
Documentation that may be furnished to you, including those that you may download from an
Internet web site, and takes precedence over any license terms you may encounter in the
download process.

As to the Software and Documentation, this License Agreement governs any conflict between its
terms and conditions and those of any other materials furnished to you by Service Provider.

The Software or Documentation may contain license terms, which you are directed to read and
accept before further use of the Software and Documentation. With respect your rights of use of
the Software and Documentation and any claims that you might seek to make against Software
Developers and their suppliers, the license provisions contained in the Software or
Documentation govern any conflict between them and the terms of this License Agreement.

This License Agreement is governed by the substantive laws of the State of New York of the
United States of America.

If you are reading this License Agreement in a language other than the English language, Service
Provider will, upon your request, furnish you a written copy of this Agreement in the English
language, if Service Provider has not already done so. If you are reading a Software version of
this License Agreement on the screen on your terminal in a language other than the English
language, an English language version may be also be accessible on the same Software. The
copy of this License Agreement in the English language controls over a copy in any other
language.

Should you have any questions concerning this License Agreement, or if you desire to contact
Service Provider for any reason, please refer to the address/telephone number provided to you by
Service Provider.