SOFTWARE LICENSE AGREEMENT

Unless you and Broadcom Corporation (“Broadcom”) execute a separate written
software license agreement governing use of the accompanying software, this
software is licensed to you under the terms of this Software License Agreement
(“Agreement”).

ANY USE, REPRODUCTION OR DISTRIBUTION OF THE SOFTWARE CONSTITUTES YOUR
ACCEPTANCE OF THIS AGREEMENT.

1.	DEFINITIONS.

1.1.	“Broadcom Product” means any of the proprietary integrated circuit
product(s) sold by Broadcom with which the Software was designed to be used, or
their successors.

1.2.	“Licensee” means you or if you are accepting on behalf of an entity
then the entity and its affiliates exercising rights under, and complying with
all of the terms of this Agreement.

1.3.	“Software” shall mean that software made available by Broadcom to
Licensee in binary code form with this Agreement.

2.	LICENSE GRANT; OWNERSHIP

2.1.	License Grants.  Subject to the terms and conditions of this Agreement,
Broadcom hereby grants to Licensee a non-exclusive, non-transferable,
royalty-free license (i) to use and integrate the Software in conjunction with
any other software; and (ii) to reproduce and distribute the Software complete,
unmodified and as provided by Broadcom, and only for use with a Broadcom
Product.

2.2.	Restriction on Modification.  Licensee may not make any modifications
to the Software.

2.3.	Restriction on Distribution.  Licensee shall only distribute the
Software under the terms of this Agreement and a copy of this Agreement
accompanies such distribution.

2.4.	Proprietary Notices.  Licensee shall not remove, efface or obscure any
copyright or trademark notices from the Software.  Licensee shall include
reproductions of the Broadcom copyright notice with each copy of the Software,
except where such Software is embedded in a manner not readily accessible to
the end user.  Licensee acknowledges that any symbols, trademarks, tradenames,
and service marks adopted by Broadcom to identify the Software belong to
Broadcom and that Licensee shall have no rights therein.

2.5.	Ownership.  Broadcom shall retain all right, title and interest,
including all intellectual property rights, in and to the Software.  Licensee
hereby covenants that it will not assert any claim that the Software created by
or for Broadcom infringe any intellectual property right owned or controlled by
Licensee; provided however, the foregoing shall not apply in case the Agreement
is terminated.

2.6.	No Other Rights Granted; Restrictions.  Apart from the license rights
expressly set forth in this Agreement, Broadcom does not grant and Licensee
does not receive any ownership right, title or interest nor any security
interest or other interest in any intellectual property rights relating to the
Software, nor in any copy of any part of the foregoing.  No license is granted
to Licensee in any human readable code of the Software (source code). Licensee
shall not (i) use, license, sell or otherwise distribute the Software except as
provided in this Agreement, (ii) attempt to modify in any way, reverse
engineer, decompile or disassemble any portion of the Software; or (iii) use
the Software or other material in violation of any applicable law or
regulation, including but not limited to any regulatory agency, such as FCC,
rules.

3.	NO WARRANTY OR SUPPORT

3.1.	No Warranty. THE SOFTWARE IS OFFERED “AS IS,” AND BROADCOM GRANTS AND
LICENSEE RECEIVES NO WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, BY STATUTE,
COMMUNICATION OR CONDUCT WITH LICENSEE, OR OTHERWISE.  BROADCOM SPECIFICALLY
DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A SPECIFIC
PURPOSE OR NONINFRINGEMENT CONCERNING THE SOFTWARE OR ANY UPGRADES TO OR
DOCUMENTATION FOR THE SOFTWARE.  WITHOUT LIMITATION OF THE ABOVE, BROADCOM
GRANTS NO WARRANTY THAT THE SOFTWARE IS ERROR-FREE OR WILL OPERATE WITHOUT
INTERRUPTION, AND GRANTS NO WARRANTY REGARDING ITS USE OR THE RESULTS THEREFROM
INCLUDING, WITHOUT LIMITATION, ITS CORRECTNESS, ACCURACY OR RELIABILITY.

3.2.	No Support.  Nothing in this agreement shall obligate Broadcom to
provide any support for the Software. Broadcom may, but shall be under no
obligation to, correct any defects in the Software and/or provide updates to
licensees of the Software.  Licensee shall make reasonable efforts to promptly
report to Broadcom any defects it finds in the Software, as an aid to creating
improved revisions of the Software.

3.3.	Dangerous Applications.  The Software is not designed, intended, or
certified for use in components of systems intended for the operation of
weapons, weapons systems, nuclear installations, means of mass transportation,
aviation, life-support computers or equipment (including resuscitation
equipment and surgical implants), pollution control, hazardous substances
management, or for any other dangerous application in which the failure of the
Software could create a situation where personal injury or death may occur. 
Licensee understands that use of the Software in such applications is fully at
the risk of Licensee.

4.	TERM AND TERMINATION

4.1.	Termination.  This Agreement will automatically terminate if Licensee
fails to comply with any of the terms and conditions hereof. In such event,
Licensee must destroy all copies of the Software and all of its component
parts.

4.2.	Effect Of Termination.  Upon any termination of this Agreement, the
rights and licenses granted to Licensee under this Agreement shall immediately
terminate.

4.3.	Survival.  The rights and obligations under this Agreement which by
their nature should survive termination will remain in effect after expiration
or termination of this Agreement.

5.	CONFIDENTIALITY

5.1.	Obligations.  Licensee acknowledges and agrees that any documentation
relating to the Software, and any other information (if such other information
is identified as confidential or should be recognized as confidential under the
circumstances) provided to Licensee by Broadcom hereunder (collectively,
“Confidential Information”) constitute the confidential and proprietary
information of Broadcom, and that Licensee’s protection thereof is an essential
condition to Licensee’s use and possession of the Software.  Licensee shall
retain all Confidential Information in strict confidence and not disclose it to
any third party or use it in any way except under a written agreement with
terms and conditions at least as protective as the terms of this Section.
Licensee will exercise at least the same amount of diligence in preserving the
secrecy of the Confidential Information as it uses in preserving the secrecy of
its own most valuable confidential information, but in no event less than
reasonable diligence.  Information shall not be considered Confidential
Information if and to the extent that it: (i) was in the public domain at the
time it was disclosed or has entered the public domain through no fault of
Licensee; (ii) was known to Licensee, without restriction, at the time of
disclosure as proven by the files of Licensee in existence at the time of
disclosure; or (iii) becomes known to Licensee, without restriction, from a
source other than Broadcom without breach of this Agreement by Licensee and
otherwise not in violation of Broadcom’s rights.

5.2.	Return of Confidential Information.  Notwithstanding the foregoing, all
documents and other tangible objects containing or representing Broadcom
Confidential Information and all copies thereof which are in the possession of
Licensee shall be and remain the property of Broadcom, and shall be promptly
returned to Broadcom upon written request by Broadcom or upon termination of
this Agreement.

6.	LIMITATION OF LIABILITY TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO
EVENT SHALL BROADCOM OR ANY OF BROADCOM’S LICENSORS HAVE ANY LIABILITY FOR ANY
INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED AND ON
ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING
NEGLIGENCE) OR OTHERWISE, ARISING OUT OF THIS AGREEMENT, INCLUDING BUT NOT
LIMITED TO LOSS OF PROFITS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL BROADCOM’S LIABILITY WHETHER IN
CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AMOUNT PAID BY
LICENSEE FOR SOFTWARE UNDER THIS AGREEMENT.  THESE LIMITATIONS SHALL APPLY
NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

7.	MISCELLANEOUS

7.1.	Export Regulations. YOU UNDERSTAND AND AGREE THAT THE SOFTWARE IS
SUBJECT TO UNITED STATES AND OTHER APPLICABLE EXPORT-RELATED LAWS AND
REGULATIONS AND THAT YOU MAY NOT EXPORT, RE-EXPORT OR TRANSFER THE SOFTWARE OR
ANY DIRECT PRODUCT OF THE SOFTWARE EXCEPT AS PERMITTED UNDER THOSE LAWS.
WITHOUT LIMITING THE FOREGOING, EXPORT, RE-EXPORT OR TRANSFER OF THE SOFTWARE
TO CUBA, IRAN, NORTH KOREA, SUDAN AND SYRIA IS PROHIBITED.

7.2	Assignment. This Agreement shall be binding upon and inure to the
benefit of the parties and their respective successors and assigns, provided,
however that Licensee may not assign this Agreement or any rights or obligation
hereunder, directly or indirectly, by operation of law or otherwise, without
the prior written consent of Broadcom, and any such attempted assignment shall
be void.  Notwithstanding the foregoing, Licensee may assign this Agreement to
a successor to all or substantially all of its business or assets to which this
Agreement relates that is not a competitor of Broadcom.

7.3.	Governing Law; Venue.  This Agreement shall be governed by the laws of
California without regard to any conflict-of-laws rules, and the United Nations
Convention on Contracts for the International Sale of Goods is hereby excluded.
The sole jurisdiction and venue for actions related to the subject matter
hereof shall be the state and federal courts located in the County of Orange,
California, and both parties hereby consent to such jurisdiction and venue.

7.4.	Severability.  All terms and provisions of this Agreement shall, if
possible, be construed in a manner which makes them valid, but in the event any
term or provision of this Agreement is found by a court of competent
jurisdiction to be illegal or unenforceable, the validity or enforceability of
the remainder of this Agreement shall not be affected if the illegal or
unenforceable provision does not materially affect the intent of this
Agreement.  If the illegal or unenforceable provision materially affects the
intent of the parties to this Agreement, this Agreement shall become
terminated.

7.5.	Equitable Relief.  Licensee hereby acknowledges that its breach of this
Agreement would cause irreparable harm and significant injury to Broadcom that
may be difficult to ascertain and that a remedy at law would be inadequate.
Accordingly, Licensee agrees that Broadcom shall have the right to seek and
obtain immediate injunctive relief to enforce obligations under the Agreement
in addition to any other rights and remedies it may have.

7.6.	Waiver.  The waiver of, or failure to enforce, any breach or default
hereunder shall not constitute the waiver of any other or subsequent breach or
default.

7.7.	Entire Agreement.  This Agreement sets forth the entire Agreement
between the parties and supersedes any and all prior proposals, agreements and
representations between them, whether written or oral concerning the Software.
This Agreement may be changed only by mutual agreement of the parties in
writing.

