Exhibit 10.18

INTERCOMPANY SUBORDINATION AGREEMENT

THIS INTERCOMPANY SUBORDINATION AGREEMENT(this "Agreement"),
dated as of November 28, 2001, is made among the Obligors (as defined below), andBANK OF AMERICA, N.A., as agent
("Agent") for itself and the lenders ("Lenders") party to the Credit Agreements (as defined below), in
light of the following:

WHEREAS, 3Com Corporation, a Delaware corporation ("3Com"), on the one hand, and Agent
and Lenders (collectively, and together with any successors or assigns of any of the foregoing, the "Credit Parties"), on the other hand, are parties to
that certain Credit Agreement, dated as of even date herewith (as amended, modified, renewed, extended, or replaced from time to time, the "US Credit
Agreement"), pursuant to which the Credit Parties have agreed to make certain financial accommodations to 3Com;

WHEREAS, 3Com Technologies, an exempted limited liability company incorporated in the Cayman Islands ("3Com
Tech"), and 3Com Europe Limited, a company incorporated in England and Wales with registered number 2600346 ("3Com Europe"), on
the one hand, and the Credit Parties, on the other hand, are parties to that certain Credit Agreement, dated as of even date herewith (as amended, modified, renewed, extended, or replaced from time to
time, the "International Credit Agreement"; the International Credit Agreement, together with the US Credit Agreement, are collectively referred to
herein as the "Credit Agreements"), pursuant to which the Credit Parties have agreed to make certain financial accommodations to 3Com Tech and 3Com
Europe;

WHEREAS, each Obligor has made or may make certain loans or advances from time to time to one or more other Obligors, or such other
Obligors may otherwise be indebted to such Obligor; and

WHEREAS, each Obligor has agreed to subordinate in favor of the Credit Parties all indebtedness of the other Obligors owing to such
Obligor, upon the terms and subject to the conditions set forth in this Agreement.

NOW, THEREFORE, in consideration of the mutual promises, covenants, conditions, representations, and warranties set forth herein and
for other good and valuable consideration, the parties hereto agree as follows:

SECTION
1.Definitions; Interpretation.



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SECTION
2.Subordination to Payment of Senior Debt.Except as otherwise provided herein, as to each
Obligor, all payments on account of the Subordinated Debt shall be subject, subordinate, and junior, in right of payment and exercise of remedies, to the extent and in the manner set forth herein, to
the prior payment, in full, in cash or cash equivalents, of the Senior Debt applicable to each Obligor.

SECTION
3.Subordination Upon Any Distribution of Assets of the Obligors.As to each Obligor, if, after
a Liquidity Trigger Event, there shall be any payment or distribution of assets of any other Obligor to such Obligor of any kind or character, whether in cash, property, or securities, upon the
dissolution, winding up, or total or partial liquidation or reorganization, readjustment, arrangement, or similar
proceeding relating to such other Obligor or its property, whether voluntary or involuntary, or in bankruptcy, insolvency, receivership, arrangement, or similar proceedings or upon an assignment for
the benefit of creditors, or upon any other marshaling or composition of the assets and liabilities of such other Obligor, or otherwise (such events, collectively, the
"Insolvency Events"): (i) all amounts

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owing on account of the Senior Debt applicable to such Obligor shall first be paid, in full, in cash, or payment provided for in cash or in cash equivalents, before any Subordinated Debt Payment is
made; and (ii) to the extent permitted by applicable law, any Subordinated Debt Payment to which such Obligor would be entitled except for the provisions hereof, shall be paid or delivered by
the trustee in bankruptcy, receiver, assignee for the benefit of creditors, or other liquidating agent making such payment or distribution directly to Agent, for the ratable benefit of the Credit
Parties, for application to the payment of the Senior Debt applicable to such Obligor in accordance with clause (i), after giving effect to any concurrent payment or distribution or provision
therefor to Agent in respect of such Senior Debt applicable to such Obligor.

SECTION
4.Payments on Subordinated Debt.



SECTION
5.Subordination of Remedies.Until all Senior Debt, as applicable to each Obligor, has been
repaid in full, in cash or cash equivalents, and all commitments of Agent or any member of the Credit Parties to extend credit under the Credit Agreements and the other Loan Documents have been
irrevocably terminated, such Obligors shall not, after a Liquidity Trigger Event, without the prior written consent of Agent:



SECTION
6.Payment Over to Agent.In the event that, notwithstanding the provisions of Sections 3, 4, and 5, any Subordinated Debt Payments
shall be received in contravention of suchSections 3, 4, and 5by any Obligor before all Senior Debt applicable to such Obligor is paid, in full, in cash or cash equivalents, such Subordinated Debt Payments shall be held in trust for the
benefit of the Credit Parties and shall be paid over or delivered to Agent for the ratable benefit of the Credit Parties for application to the payment, in full, in cash or cash equivalents of all
Senior Debt remaining unpaid to the extent necessary to give effect to suchSections 3, 4, and 5, after giving effect to any concurrent payments or
distributions to Agent in respect of the Senior Debt applicable to such Obligor.

SECTION
7.Authorization to Agent.If, while any Subordinated Debt is outstanding, there is an
occurrence and continuation of an Event of Default with respect to any other Obligor or its property: (i) to the extent of any outstanding Senior Debt, as applicable to each Obligor, each
Obligor hereby

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irrevocably authorizes and empowers Agent (in the name of such Obligors or otherwise), but Agent shall have no obligation, to demand, sue for, collect, and receive every payment or distribution in
respect of such Obligors' respective Subordinated Debt and give acquittance therefor and to file claims and proofs of claim and take such other action (including voting the Subordinated Debt) as it
may deem necessary or advisable for the exercise or enforcement of any of the rights or interests of the Credit Parties; and (ii) to the extent of any outstanding Senior Debt, as applicable to
each Obligor, each Obligor shall promptly take such action as Agent reasonably may request (A) to collect the Subordinated Debt for the account of the Credit Parties and to file appropriate
claims or proofs of claim in respect of the Subordinated Debt, (B) to execute and deliver to Agent such powers of attorney, assignments, and other instruments as it may request to enable it to
enforce any and all claims with respect to the Subordinated Debt, and (C) to collect and receive any and all Subordinated Debt Payments.

SECTION
8.Certain Agreements of Each Obligor.



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SECTION
9.Subrogation.



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SECTION
10.Continuing Agreement; Reinstatement.



SECTION
11.Transfer of Subordinated Debt.Each Obligor may not assign or transfer its rights and
obligations in respect of the Subordinated Debt without: (i) prior written notice to Agent, and (ii) such non-Obligor transferee or assignee, as a condition to acquiring an
interest in the Subordinated Debt, shall agree to be bound hereby, in form satisfactory to Agent.

SECTION
12.Obligations of the Obligors Not Affected.The provisions of this Agreement are intended
solely for the purpose of defining the relative rights of each Obligor against the other Obligors, on the one hand, and of the Credit Parties against such other Obligors, on the other hand. Nothing
contained in this Agreement shall (i) impair, as between each Obligor and each other Obligor, the obligation of such other Obligor to pay its obligations with respect to the Subordinated Debt
as and when the same shall become due and payable, or (ii) otherwise affect the relative rights of each Obligor against each other Obligor, on the one hand, and of the creditors (other than the
Credit Parties) of such other Obligor against such other Obligor, on the other hand.

SECTION
13.Endorsement of Obligor Documents; Further Assurances and Additional Acts.



SECTION
14.Notices.All notices and other communications provided for hereunder shall, unless
otherwise stated herein, be in writing (including by facsimile transmission) and shall be mailed, sent, or delivered in accordance with the notice provisions contained in the applicable Credit
Agreement. For the purposes hereof, the address of each party hereto shall be as set forth in the applicable Credit Agreement or, as to any such party, such other address as shall be designated by
such party in a written notice to the other parties hereto.

SECTION
15.No Waiver; Cumulative Remedies.No failure on the part of Agent to exercise, and no delay
in exercising, any right, remedy, power, or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, remedy, power, or privilege preclude any
other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

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The rights and remedies under this Agreement are cumulative and not exclusive of any rights, remedies, powers, and privileges that may otherwise be available to Agent.

SECTION
16.Costs and Expenses.



SECTION
17.Survival.All covenants, agreements, representations and warranties made in this Agreement
shall, except to the extent otherwise provided herein, survive the execution and delivery of this Agreement, and shall continue in full force and effect so long as any Senior Debt remains unpaid.
Without limiting the generality of the foregoing, the obligations of each Obligor underSection 16shall survive the satisfaction of the Senior
Debt.

SECTION
18.Benefits of Agreement.This Agreement is entered into for the sole protection and benefit
of the parties hereto and their successors and assigns, and no other Person shall be a direct or indirect beneficiary of, or shall have any direct or indirect cause of action or claim in connection
with, this Agreement.

SECTION
19.Binding Effect.This Agreement shall be binding upon, inure to the benefit of and be
enforceable by each Obligor and Agent and their respective successors and permitted assigns.

SECTION
20.Governing Law; Choice of Forum; Service of Process.



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SECTION
21.WAIVER OF JURY TRIAL.SUBJECT TO THE PROVISIONS OF SECTION 20(iv), THE OBLIGORS, THE AGENT,
AND THE LENDERS EACH IRREVOCABLY WAIVES ITS RIGHTS TO A TRIAL BY JURY OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, OR THE TRANSACTIONS CONTEMPLATED
HEREBY, IN ANY ACTION, PROCEEDING OR OTHER LITIGATION OF ANY TYPE BROUGHT BY ANY OF THE PARTIES AGAINST ANY OTHER PARTY OR ANY AGENT-RELATED PERSON, PARTICIPANT OR ASSIGNEE, WHETHER WITH RESPECT TO
CONTRACT CLAIMS, TORT CLAIMS, OR OTHERWISE. THE OBLIGORS, THE AGENT, AND THE LENDERS EACH AGREE THAT ANY SUCH CLAIM OR CAUSE OF ACTION SHALL BE TRIED BY A COURT TRIAL WITHOUT A JURY. WITHOUT LIMITING
THE FOREGOING, THE PARTIES FURTHER AGREE THAT ITS RIGHT TO A TRIAL BY JURY IS WAIVED BY OPERATION OF THIS SECTION AS TO ANY ACTION, COUNTERCLAIM OR OTHER PROCEEDING WHICH SEEKS, IN WHOLE OR IN PART,
TO CHALLENGE THE VALIDITY OR ENFORCEABILITY OF THIS A AGREEMENT OR ANY PROVISION HEREOF. THIS WAIVER SHALL APPLY TO ANY SUBSEQUENT AMENDMENTS, RENEWALS, SUPPLEMENTS OR MODIFICATIONS TO THIS AGREEMENT.

SECTION
22.Entire Agreement; Amendments and Waivers.



SECTION
23.Conflicts.In case of any conflict or inconsistency between any terms of this Agreement, on
the one hand, and any documents or instruments in respect of the Subordinated Debt, on the other hand, then the terms of this Agreement shall control.

SECTION
24.Severability.Whenever possible, each provision of this Agreement shall be interpreted in
such manner as to be effective and valid under all applicable laws and regulations. If, however, any provision of this Agreement shall be prohibited by or invalid under any such law or regulation in
any jurisdiction, it shall, as to such jurisdiction, be deemed modified to conform to the minimum requirements of such law or regulation, or, if for any reason it is not deemed so modified, it shall
be ineffective and invalid only to the extent of such prohibition or invalidity without affecting the remaining provisions of this Agreement or the validity or effectiveness of such provision in any
other jurisdiction.

SECTION
25.Interpretation.This Agreement is the result of negotiations between, and has been reviewed
by the respective counsel to, the Obligors and Agent and is the product of all parties hereto. Accordingly, this Agreement shall not be construed against any party merely because of such party's
involvement in the preparation hereof.

SECTION
26.Counterparts; Telefacsimile Execution.This Agreement may be executed in any number of
counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute but one and

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the same agreement. Delivery of an executed counterpart of this Agreement by telefacsimile shall be equally effective as delivery of an executed original counterpart of this Agreement. Any party
delivering an executed counterpart of this Agreement by telefacsimile also shall deliver an original executed counterpart but the failure to deliver an original executed counterpart shall not affect
the validity, enforceability, and binding effect of this Agreement. This Agreement shall become effective as to each Obligor upon the execution and delivery of a counterpart hereof by such Obligor
(whether or not a counterpart hereof shall have been executed and delivered by any other Obligor).

SECTION
27.Termination of Agreement.Upon final payment and performance in full, in cash or cash
equivalents, of the Senior Debt, this Agreement shall terminate and Agent shall promptly execute and
deliver to each Obligor such documents and instruments as shall be necessary to evidence such termination;provided, however, that the obligations of
each Obligor under Section 16 shall survive such termination until satisfaction thereof.

[Signature
page to follow.]

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IN WITNESS WHEREOF, the undersigned has executed and delivered this Agreement as of the date first written above.

| |  | 3COM CORPORATION,a Delaware corporation                                                       
| |  | ----------------------------------------------------------------------------------------------
| |  | By:                                                                                           
| |  | Name:                                                                                         
| |  | Title:                                                                                        
| |  | 3COM TECHNOLOGIES,an exempted limited liability company incorporated in the Cayman Islands    
| |  | By:                                                                                           
| |  | Name:                                                                                         
| |  | Title:                                                                                        
| |  | 3COM EUROPE LIMITED,a company incorporated in England and Wales with registered number 2600346
| |  | By:                                                                                           
| |  | Name:                                                                                         
| |  | Title:                                                                                        
| |  | 3COM HOLDINGS LIMITED.,                                                                       
| |  | By:                                                                                           
| |  | Name:                                                                                         
| |  | Title:                                                                                        
| |  | 3COM ASIA PACIFIC RIM PTE. LTD.,                                                              
| |  | By:                                                                                           
| |  | Name:                                                                                         
| |  | Title:                                                                                        
| |  | 3COM IFSC (IRELAND),                                                                          
| |  | By:                                                                                           
| |  | Name:                                                                                         
| |  | Title:                                                                                        
| |  | 3COM VENTURES, INC.,                                                                          
| |  | By:                                                                                           
| |  | Name:                                                                                         
| |  | Title:                                                                                        

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| |  | 3COM U.K HOLDINGS LIMITED,                 
| |  | -------------------------------------------
| |  | By:                                        
| |  | Name:                                      
| |  | Title:                                     
| |  | BANK OF AMERICA, N.A.,as Agent and a Lender
| |  | By:                                        
| |  | Name:                                      
| |  | Title:                                     

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