DPA 38-095                                                         EXHIBIT 10.6
                                                                   ------------









                          TECHNOLOGY LICENSE AGREEMENT
                                     BETWEEN

                             SOLCOM SYSTEMS LIMITED

                                       AND

                             HEWLETT-PACKARD COMPANY




<PAGE>





1.15     Any  reference in this  Agreement to "dollars" or "S" shall mean United
         States  Dollars,  and any reference to "pounds" or "(pound)" shall mean
         British Pounds Sterling.

DEVELOPMENT WORK

2.1      SolCom shall complete the development work ("NPE") in accordance with
         Appendix A. Upon completion of each "Deliverable" specified in Appendix
         A, SolCom shall deliver to HP up to five Probes (as determined by HP)
         and one copy of the associated Firmware for the purpose of consistent
         certification of the Deliverable by HP. Any Probes delivered to HP for
         the purpose of certification of Deliverables, and not purchased by HP
         under the terms of Item 4 of Appendix D, shall be returned to SolCom
         within five working days from the end of the "HP Review Period"
         specified in Appendix A.

2.2      HP shall pay the NPE of sixty-two  thousand  nine  hundred  sixty-eight
         dollars in accordance with the "NPE Schedule" in Appendix A

2.3      SolCom shall ensure that any Probes delivered to HP in accordance with
         Section 2.1 above and Item 4 in Appendix D are compatible with HP's
         software as defined in Appendix F.

2.4      In an effort to keep the  Technology  current,  SolCom shall provide HP
         with RMON-11 within six months from Effective Date of this Agreement or
         publication  date of the Draft  Standard,  whichever  is later.  SolCom
         shall  provide  any  other  developments  that  result  in  performance
         enhancements  or bug fixes when they become  available at no additional
         increase in the "License Fee" in Appendix D).

2.5      HP  shall be  entitled  to  terminate  this  Agreement  and  receive  a
         one-hundred  percent  refund of all NRE paid to date if SolCom fails to
         deliver in accordance with the NRE Schedule detailed in Appendix A.

2.6      HP shall  provide all  necessary  technical  information  to SolCom for
         incorporating  the BP  Technology  into the Probe by SolCom within five
         days of receipt of a request.

2.7      SolCom shall deliver the  Documentation  to HP in  accordance  with the
         schedule in Appendix A.

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<PAGE>


2.8      The deliverables and acceptance process are defined in Appendix A.


3        LICENSE GRANT

     3.1    SolCom hereby grants to HP and its subsidiaries a world-wide,
            non-exclusive license in the Technology to use, make, have made,
            display, disclose, reproduce, create derivative works, sell and
            distribute with the right to grant licenses of or within the scope
            of this license.

     3.2    Except as expressly provided in this Agreement, SolCom retains all
            rights to the specific implementation of the Technology.

     3.3    HP shall own all right, title and interest in all modifications made
            by HP pursuant to Section 3.1 above.

     3.4    This Agreement does not preclude HP from independently developing,
            acquiring, or manufacturing technology which is similar to or
            competitive with the Technology, provided that such development does
            not rely on, incorporate or use SolCom's intellectual property.
            SolCom acknowledges that HP currently manufactures products based on
            technology which is similar to the Technology, and will continue to
            do so in the future; HP shall not be liable for any Licensing Fee or
            other obligation to SolCom by reason of such products. HP
            acknowledges that SolCom develops and plans to manufacture and sell
            products based on the Technology, and will continue to do so in the
            future; nothing in this Agreement shall prevent SolCom from doing
            so.

     3.5     Nothing in this Agreement requires HP to market a product using the
            licensed Technology. HP shall have the authority to market or not
            market the HP Product as it deems appropriate.


4    ENHANCEMENTS AND NEW TECHNOLOGIES

     4.1    SolCom grants to HP the right of first refusal on any Enhancement or
            New Technology developed by and for SolCom during the term of this
            Agreement.

     4.2    At least sixty days prior to the first commercial release of any
            Enhancement or New Technology, SolCom shall notify and provide HP
            with the related specification for HP to test and evaluate. HP shall
            evaluate the Enhancement or New Technology and decide if HP wishes
            to adopt it within thirty days from notification.

     4.3    If HP wishes to adopt any Enhancement or New Technology after the
            evaluation, HP shall so notify SolCom. SolCom and HP agree to
            negotiate in good faith to define functionality, development costs,
            licensing fee, term, and schedule for adding the Enhancement or New
            Technology to this Agreement.

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<PAGE>



4.4      Subject to Section 4.3 above, SolCom grants to HP the option to add any
         Enhancement or New Technology to this Agreement on an exclusive basis.

4.5      HP may from time to time propose  Enhancements.  SolCom and HP agree to
         negotiate  in good faith to define  functionality,  development  costs,
         licensing  fee,  and  schedule  for  adding  the  Enhancement  to  this
         Agreement.


SUPPORT

5.1      SolCom shall provide HP with as much  consulting and training as HP may
         require in order to successfully manufacture HP Products,  including HP
         Products which incorporate  Enhancements or New Technology.  Up to five
         days of consulting and training shall be at no charge to HP, and HP has
         the option of paying for additional  days at the rate of  (pound)500.00
         per SolCom person per day. An additional  five days will be provided to
         HP at no charge  for each  significant  Enhancement  or New  Technology
         adopted by HP  pursuant  to Section 4 above.  HP shall pay  reasonable,
         actual travel and per diem expenses.

5.2      SolCom shall provide a  knowledgeable  Account  Manager as described in
         Article  11.1 below,  for  coordinating  the support  described in this
         Article 5, as well as the resolution of any other issues that may arise
         under this Agreement.

5.3      HP shall be responsible for support of its customers.  If HP receives a
         problem report from any customer,  HP will attempt to reproduce the bug
         on Derived  Hardware.  If HP is able to reproduce  the bug then HP will
         give notice of the  problem to SolCom.  SolCom  shall take  appropriate
         action to resolve the problem in accordance with Section 5.8 below.

5.4      HP may duplicate and use, either internally or for HP's customers,  all
         training  classes  and  training  materials  developed  by SolCom  with
         respect  to  the  HP  Product,   in  any  manner  HP  reasonably  deems
         appropriate.

5.5      The obligations of SolCom pursuant to this Article 5 shall continue for
         a period of five years  after the  expiration  or  termination  of this
         Agreement.

5.6      For the term of this Agreement,  at no additional  charge to HP, SolCom
         shall  provide HP with ongoing  technical  support for the  Technology,
         such technical support shall include but not be limited to:

         (a)   Providing normal evolutionary enhancements to stay in compliance
               with the FDDI RMON Standard;

         (b)   Receiving defect reports and fixing defects or providing
               workarounds;

         (c)   Maintaining a telephone number for HP to call during normal
               business hours or an


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<PAGE>



               electronic mail address to report problems and receive
               assistance;

         (d)   Providing prompt communication and assistance to HP for the
               resolution of problems;

         (e)   Providing updates from time to time, when appropriate, and
               instructions for implementation; and

         (f)   Providing HP with either a written quarterly report of all known
               defects in the Technology or electronic access to SolCom's Defect
               Log.

5.7      At HP's  option,  SolCom  will  provide  ongoing  technical  support as
         described in Sections 5.6 and 5.8, for a period of five years after the
         expiration  of  this  Agreement,  for  an  annual  fee  not  to  exceed
         $5,000.00.

5.8      HP will notify SolCom of any defects or  deficiencies in the Technology
         and  SolCom  shall  timely  and  reasonably   remedy  such  defects  in
         accordance with HP's priority  classification  as defined in Phase 1 of
         Appendix A.  SolCom's  obligation  to rectify  reported  defects in the
         Technology  is  contingent  upon  receiving a full  description  of the
         defect and such information as necessary to characterize the defect and
         the circumstances under which it is observed.  In the event HP notifies
         SolCom  of a defect,  SolCom  shall  respond  in  accordance  with RP's
         priority  classification  in Phase 1 of Appendix A. SolCom shall remedy
         all defects by repairing the revision of the FDDI RMON  Technology  and
         OS Software  which HP is then  currently  distributing,  or providing a
         workaround that is acceptable to HP.

5.9      SolCom shall provide HP designated  support  personnel with a technical
         training  class  at HP on the HP  Product  for  up to  two  days.  Such
         training  class  shall  provide HP support  personnel  with  sufficient
         information  to fully  support  and  maintain  the HP Product and shall
         include  disclosure of principles of operation and  disclosure of those
         tools  necessary to support the HP Product as well as any other content
         as  may  be  mutually  agreed  by the  SolCom  and  HP  support/Account
         Managers.  The class  shall be  taught  in a manner  to  permit  the HP
         students to train other HP employees ("train-the-trainer method"). Such
         training shall be at no charge to HP except for (i) reasonable,  actual
         travel and per diem charges for SolCom  instructors and HP students and
         (ii)  reasonable  costs  for  video  tapes,  technical  notes  or other
         material  which SolCom  supplies to HP. HP shall have the right to copy
         any  materials  provided  by SolCom for the  purpose of  enabling HP to
         train other  employees on the  operation of the HP Product.  SolCom may
         charge HP, at the rate of (pound)500.00  per SolCom person per day, for
         additional HP Product training classes as requested by HP.

5.10     SolCom shall provide an additional technical training session under the
         same  conditions each time an Enhancement or New Technology is added to
         this  Agreement;  the parties may  mutually  agree to a less  extensive
         training session for insubstantial Enhancements or


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             New Technologies.

6    LICENSING FEES

     6.1    In consideration for the rights granted to HP by SolCom in this
            Agreement, HP shall pay a "License Fee" to SolCom in accordance with
            this Article 6 and Appendix D.

     6.2    HP shall pay SolCom a License Fee for each HP Product or any product
            incorporating the licensed Technology licensed or distributed to
            third parties by HP, HP's subsidiaries, or HP's licensee's. No
            License Fee shall be due for:

            (a)   any HP Product or product incorporating the licensed
                  Technology subsequently returned for a refund or other
                  adjustment;

            (b)   any HP Product or product incorporating the licensed
                  Technology used by or distributed by HP for reasonable
                  demonstration, training, or support purposes;

            (c)   any user or technical documentation which may be distributed
                  in conjunction with the HP Product or product incorporating
                  the licensed Technology; or

            (d)   any enhancements, updates or replacement HP Products or
                  products incorporating the licensed Technology which are
                  shipped by HP to its resellers or end-users.

     6.3    License Fee payments due SolCom may be bundled and remitted at the
            end of each HP fiscal quarter, reflecting HP Products and any
            product incorporating the licensed Technology shipped during the
            previous fiscal quarter, less any recoverable fees already paid by
            HP and any credits for returns, refunds to customers, or other
            adjustments. HP will make best efforts to remit License Fee payments
            to SolCom by the seventh working day after the end of each fiscal
            quarter. The amount of these payments and any other information
            associated to these payments is confidential information of HP.

     6.4    HP shall provide to SolCom a monthly report due fifteen days after
            the end of each calendar month of the sales for that month. SolCom
            may, at its sole expense and no more frequently than once a year,
            engage an independent auditor mutually acceptable to HP for the
            purpose of verifying License Fee payments. HP will maintain
            appropriate records, including sub-licensee sales, and make such
            records reasonably available to the auditor. If such records are
            found to be in error by more than five percent, then HP shall pay
            the deficient amount and the cost of the audit.

     6.5    SolCom shall be solely liable for taxes on all fees paid to SolCom
            by HP under this Agreement, including all state withholding and
            local use, sales, property (ad valorem), and other taxes but
            excluding taxes calculated solely on HP's income.

     6.6    All payments to SolCom are to be paid in Pounds Sterling ((pound))
            based on the exchange rate of


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            $ 1.575 is equivalent to one Pound Sterling and will be wired to:

                         The Bank of Scotland
                         38 St Andrew Square
                         Edinburgh, Scotland
                         Account #: 00-853-226
                         Sort Code #: 80-31-20

     6.7    In accordance with the tax treaty between the United States and the
            United Kingdom which exempts industrial royalties from taxation,
            SolCom has completed a Department of the Treasury, Internal Revenue
            Service Form 1001 and provided it to HP for inclusion into Appendix
            I of this Agreement.


7    CONFIDENTIAL INFORMATION

     7.1    During the term of this Agreement, both parties will require access
            to information which the other considers confidential (collectively
            "Confidential Information"), each party has agreed to disclose and
            receive the information in confidence by signing a two-way
            Non-Disclosure Agreement (Appendix G). The Confidential Information
            shall be labeled confidential and shall only be used by those
            employees of the receiving party who have a need to know such
            information. Except as provided for in Article 9, on termination of
            the Agreement, all Confidential Information (including all copies
            made) shall be returned by the recipient to the originator or
            destroyed, at the originator's option.

     7.2    Confidential Information shall be safeguarded by the receiving party
            for five years after receipt against disclosure to third parties by
            employing the same degree of care as the receiving party uses for
            its own information of a similar nature.

     7.3    No obligations of confidentiality shall extend to information which
            is:

            (a)   Publicly available through no fault of the receiving party;

            (b)   Independently developed by the receiving party;

            (c)   Already in the receiving party's possession;

            (d)   Rightfully received from a third party without an obligation
                  of confidentiality;

            (e)   Disclosed to a third party without a duty of confidentiality;
                  or

            (f)   Disclosed under operation of law.


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<PAGE>



8    WARRANTIES

     8.1    SolCom warrants that (excluding any claims arising by Willemijn
            Houdstermaatschappij BV (a.k.a. Soderblom) toward the Technology,
            which HP waives indemnification):

            (a)   It has full power and authority to grant HP the rights granted
                  herein; and

            (b)   The Technology does not infringe or otherwise violate any
                  patent, copyright, trade secret or other proprietary right of
                  any third party; and

            (c)   SolCom is not aware of any facts upon which such a claim for
                  violation or infringement could be based.

     8.2    SolCom will indemnify and defend HP from any costs, claims, suit, or
            proceeding brought against HP or its customers insofar as it is
            based on a claim that any program, documentation, hardware,
            technology, copyright, or trade name or any part thereof, furnished
            by SolCom under this Agreement constitutes an infringement of any
            patent copyright, trademark, trade name, or unauthorized trade
            secret use, if notified promptly in writing of such claim, and given
            authority, information and assistance (at SolCom's expense) to
            handle the claim and the defense of any suit or proceeding. SolCom
            agrees to pay all damages and costs awarded therein against HP and
            its customers. In case any Program or documentation or any part
            thereof is in such suit held to constitute an infringement and its
            use is enjoined, SolCom shall, at its own expense and at its option,
            either procure for HP and its customers the right to continue use
            or, if applicable, replace the same with a noninfringing Program and
            documentation of equivalent function and performance, or modify them
            so they become noninfringing without detracting from function or
            performance. SolCom warrants that all hardware, firmware, and
            software provided within the scope of the Agreement shall conform
            and perform in accordance with all specifications and documentation
            provided by SolCom as part of this Agreement.

     8.3    EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, SOLCOM MAKES NO
            OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, REGARDING THE
            TECHNOLOGY, ITS MERCHANTABILITY, OR ITS FITNESS FOR ANY PARTICULAR
            PURPOSE.

     8.4    EXCEPT AS PROVIDED IN SECTION 8.2 ABOVE, IN NO EVENT SHALL HP OR
            SOLCOM BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR
            CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS)
            ARISING OUT OF ANY PERFORMANCE UNDER THIS AGREEMENT, WHETHER SUCH
            DAMAGES ARE BASED ON TORT, CONTRACT, OR ANY OTHER LEGAL THEORY AND
            WHETHER ADVISED OF POSSIBILITY OF SUCH DAMAGES


 ACCESS TO SOURCE CODE


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9.1      SolCom  agrees to  escrow  the  source  code to all OS  Software  at HP
         Corporate  Headquarters.  The  terms of such  escrow  are set  forth in
         Appendix J.

9.2      SolCom  agrees  to make the  initial  deposit  of  Source  Code  within
         forty-five  days of the Effective Date. All revisions and updates shall
         be deposited into escrow within forty-five days of release.

9.3      SolCom agrees to maintain the source code in escrow for five years
         after the expiration of this Agreement.

9.4      The Source Code  Deposit  Agreement  (Appendix J) shall allow access to
         the source  code under the  following  conditions,  providing  HP gives
         SolCom ten days notice of intent to access:

         (a)      If SolCom is in breach  of this  Agreement  and the  breach is
                  remediable and SolCom doe not remedy such breach within thirty
                  days of notice from HP,  then HP shall be  entitled  access to
                  the source  code and  Documentation  for the purpose of curing
                  the breach.  License  Fees will  accrue,  but no License  Fees
                  shall be payable by HP until SolCom or its successor performs.
                  or,

         (b)      Failure of SolCom  within thirty days of HP's giving notice to
                  SolCom, to fulfill its support obligations as required in this
                  Agreement.

9.5      Nothing in this Article 9 shall remove HP's  obligation  to pay License
         Fees in the event of the contingencies in paragraph 9.4 (a) or (b).

9.6      Failure of SolCom to comply with this Article 9 shall constitute a
         material breach of this Agreement.


TERMINATION

10.1     This  Agreement  shall  expire  three  years from the first  production
         shipment  of the HP  Product.  In the  case of any  Enhancement  or New
         Technology  added to this Agreement in accordance with Article 4 above,
         the term for the Enhancement or New Technology shall be mutually agreed
         to by both parties.

10.2     In the  event of a breach  of this  Agreement  by a party  hereto,  the
         non-breaching  party  shall  give  notice of such  default to the other
         party and, if the breach is not cured  within  sixty  calendar  days of
         such notice, shall be entitled to terminate the Agreement.

10.3     The  obligations  and rights in  Articles  5, 6, 7, 8, and 9 as well as
         HP's rights in Section  3.1 shall  survive  the  expiration  or earlier
         termination of this Agreement,  except that the  obligations  regarding
         confidentiality and support shall survive only through the end of the


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         periods sat forth in the applicable provisions of this Agreement.


MISCELLANEOUS PROVISIONS

11.1     The parties shall each designate an Account Manager who shall act as an
         overall coordinator for activities performed under this Agreement.  The
         parties'  initial  Account  Managers  are  identified  in Section 1 1.2
         below.  Either party may change its Account Manager by providing notice
         to the other party.

11.2     All notices given pursuant to this Agreement  shall be in writing,  and
         shall be considered  given upon  personal  delivery,  upon  forty-eight
         hours  after  sending  by fax or air  express,  or upon ten days  after
         deposit  in the United  States  Mail,  certified  mail  return  receipt
         requested.  All notices shall be addressed to the  appropriate  Account
         Manager as specified below:

   Solcom:                                   HP:
   SolCom Systems Limited                    Hewlett-Packard Company
   2 Adam Square                             P.O. Box 7050
   Brucefield Industrial Park                Colorado Springs, Colorado 80933
   Livingston, United Kingdom EH4 9 DE       USA

  Account Manager: Hugh Evans                   Account Manager:  Ted Haller

11.3     Neither party shall publicize or otherwise  disclose to any third party
         the terms or content of this  Agreement,  except as required by law. In
         particular, no press releases shall be made by either party without the
         mutual consent of the other party.

11.4     This Agreement shall be governed by and construed under the laws of
         England.

11.5     The captions of Articles of this Agreement are for reference  only, and
         shall not be construed as a part of this Agreement.

11.6     Neither  party's  failure to exercise  any right  under this  Agreement
         shall  constitute a waiver or forfeiture of such right nor of any other
         right. The remedies  specified in this Agreement are in addition to any
         other remedies available at law or in equity.

11.7     Each Appendix  referred to in this Agreement is incorporated in fall in
         this Agreement wherever reference to it is made.

11.8     Neither party shall be liable to the other under this Agreement for any
         default or breach due to or caused by any fire,  civil  unrest,  act of
         God or other event beyond that party's control.

11.9     This Agreement  constitutes the entire agreement between the parties as
         to the  matters  set forth and  integrates  all prior  discussions  and
         understandings between them.


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11.10    This Agreement may only be modified by a written instrument signed by
         an authorized representative of both SolCom and HP.

11.11    This Agreement may be executed in counterparts, each of which shall be
         deemed an original.


SOLCOM SYSTEMS LIMITED                         HEWLETT-PACKARD COMPANY

By:      /s/ P.J. MacLaren                     By:    /s/ William A. Tomeo
Type Name:   P.J. MacLaren                     Type Name:   William A. Tomeo
Title:   Financial Director                    Title:    General Manager
Date:    20 October 1995                       Date:    26 October 1995

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<PAGE>

                                                                    Amendment to
                                                                      DPA 38-097
                                                            aka DPA 0804-95097-1

                            AMENDMENT 1 TO AGREEMENT
                                 NMO DPA 38-097
                              aka DPA 0804-95097-1
                              Between SolCom and HP
                             DATED October 26, 1995

Please amend the opening paragraph to include the following:

         This Amendment  ("Amendment) is entered into by SolCom Systems Limited,
a company  registered in Scotland  ("SolCom")  the  Hewlett-Packard  Company,  a
California  corporation  (HP).  This Amendment is effective upon the date of the
last signature ("Amendment Effective Date") and shall remain in effect for three
years.

All Articles, Sections and Appendices of the original Agreement shall be binding
on this Amendment unless noted below.

Amend entire Agreement by inserting ",Token Ring and Ethernet" immediately after
FDDI wherever FDDI is referenced except for:

o        section 1.4 insert "Token Ring or Ethernet"
o        section 1.6 do not insert anything after FDDI
o        section 1.8 do not insert anything after FDDI
o        section 1. 10 insert ",Token Ring or Ethernet"
o        Appendix B do not insert anything after any of the FDDI'S, this is a
         FDDI specific Appendix
o        Appendix D do not insert anything after FDDI

Amend section 1.1 by replacing "Probe " with "Probe(s)"

Amend section 2.2 by adding the following sentence:
"And, HP shall pay the NRE of thirty  thousand  dollars in  accordance  with the
"NRE Schedule" in Appendix A- 1."

Amend section 5.7 as follows.
At HP's option,  SolCom will provide ongoing  technical  support as described in
Sections  5.6 and 5.8, for a period of five years after the  expiration  of this
Agreement, for an annual fee not to exceed $7,500.00.


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<PAGE>


Amend section 6.6 as follows:
All payments to SolCom are to be paid in U.S. Dollars ($) and wired to:

                  The Bank of Scotland
                  120 St Vincent St
                  Glasgow, Scotland
                  Account # 86064USDO1
                  Sort Code #80 20 13

Amend Appendix A to include  Appendix A-1 (see Appendix A-1):

Amend Agreement by inserting "and A-1" after each reference to Appendix A

Amend Appendix B to include Appendix B-1 (see Appendix B-1):

Amend Agreement by inserting "and B-1" after each reference to Appendix B


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<PAGE>



                                                                    Amendment to
                                                                      DPA 38-097
                                                            aka DPA 0804-95097-1

Amend Appendix D to include Appendix D- 1 (see Appendix D- 1):

Amend Agreement by inserting "and D- 1 " after each reference to Appendix D

APPROVED AND AGREED TO:

         SOLCOM SYSTEMS LIMITED               HEWLETT-PACKARD COMPANY


By:      /s/ Peter J. MacLaren                By:    /s/ Bill Tomeo
Type Name:   Peter J. MacLaren                Type Name:    Bill Tomeo
Title:   Financial Director                   Title:    General Manager
Date:    26 February 1996                     Date:    March 4, 1996



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<PAGE>
                                                                     Amendment 2
                                                                DPA 0804-95097-2


                            AMENDMENT 2 TO AGREEMENT
                                 NMO DPA 38-097
                              AKA DPA 0804-95097-2
                              Between SolCom and HP
                             DATED October 26, 1995

This  Amendment  ("Amendment")  is entered  into by SolCom  Systems  Limited,  a
company  registered  in  Scotland  ("SolCom")  the  Hewlett-Packard  Company,  a
California  corporation ("HP"). This Amendment is effective upon the date of the
last signature ("Amendment Effective Date") and shall remain in effect for three
years.

All Articles, Sections and Appendices of the original Agreement shall be binding
on this Amendment unless noted below:

Amend Section 1 to include the following definition:

1.16     "Fast-Ethernet" shall mean 100MB/second Ethernet Technology.

1.17     "Probe  architecture"  shall be a SolCom  hardware and software  design
         combination which results in a new HP probe.

All  Articles,  Sections  and  Appendices  of the  original  Agreement  and  any
Amendments shall be binding on this Amendment unless noted below:

Amend entire  Agreement and any  Amendments by inserting " and  Fast-Ethernet  "
immediately after Ethernet wherever Ethernet is referenced.

Amend section 5.7 as follows:

At HP's option,  SolCom will provide ongoing  technical  support as described in
Sections  5.6 and 5.8 for a period of five years  after the  expiration  of this
agreement,  for an annual fee of $2000.00 per probe  architecture.  If HP elects
ongoing  support,  it must be purchased for all probe  architectures  covered by
this contract

Amend Appendix B to include Appendix B-2 (see Appendix B-2):

Amend Agreement by inserting "and B-2" after each reference to Appendix B

Amend Appendix D to include Appendix D-2 (see Appendix D-2):

Amend Agreement by inserting "and D-2 " after each reference to Appendix D


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<PAGE>


Amend Agreement by adding Appendix K

APPROVED AND AGREED TO:

         SOLCOM SYSTEMS LIMITED                 HEWLETT-PACKARD COMPANY

By:      /s/ P.J. MacLaren                      By:    /s/ Andy Belcher
Type Name:   P.J. MacLaren                      Type Name:   Andy Belcher
Title:   Financial Director                     Title:    NMO Business Manager
Date:    5 July 1996                            Date:    7/17/96


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<PAGE>




                                                                    Amendment to
                                                                      DPA 38-097

                            AMENDMENT 3 TO AGREEMENT
                      NMO DPA 38-097 (aka DPA 0804-95097-1)
                              Between SolCom and HP

Please amend the opening paragraph to include the following:

         This Amendment ("Amendment") is entered into by SolCom Systems Limited,
         a  company  registered  in  Scotland   ("SolCom")  the  Hewlett-Packard
         Company, a California  corporation  ("HP"). This Amendment is effective
         upon the date of the last signature  ("Amendment  Effective  Date") and
         shall remain in effect for three years.

All Articles, Sections and Appendices of the original Agreement shall be binding
on this Amendment unless noted below:

Amend Section 2.2 by adding the following sentence:
         "And, HP shall pay the NRE of Thirty nine thousand five hundred dollars
         ($39,500) in accordance with the "NRE Schedule" in Appendix A-2"

Add Section 2.9 as follows.
Bonus Clause

o        For the FDDI LanProbe modifications which include the addition of an
         ethernet port with DB-15 and RJ-45 connectors, there shall be a bonus
         of $500.00 per day paid to Solcom for each day that the Deliverables in
         Phase 6 are completed prior to the deadline (for example: completion 5
         days early 5 x $500.00 = $2,500.00 bonus), with a maximum total bonus
         of $5,000.00 available to Solcom. The money will be awarded for
         completing Phase 6 of the NRE schedule in Appendix A-2 in accordance
         with the established hardware and software quality requirements. Delays
         in the completion of Phase 6 due to BP's actions shall not affect
         Solcom's eligibility for the bonus.

o        Any delays past the  published  completion  date for phase 6, listed in
         Appendix  A-2 for  each  deliverable  will  result  in  damages  to HP.
         Liquidated  Damages in the amount of $500.00  per day for each day late
         shall be deducted from the NRE payment to Solcom in accordance with the
         NRE schedule in Appendix A-2.  Liquidated  Damages will be limited to a
         total of $5000.00.  SolCom's  liability for liquidated damages shall be
         reduced by the extent to which delays in the  completion of phase 6 are
         due to HP's actions.

Amend Appendix A to include  Appendix A-2 (See Appendix A-2):
Amend Agreement by inserting "and A-2" after each reference to Appendix A
Amend Appendix B to include Appendix B-3 (see Appendix B-3):


                                       1
<PAGE>



Amend Agreement by inserting "and B-3 " after each reference to Appendix B
Amend Appendix D to include Appendix D-3 (see Appendix D-1):
Amend Agreement by inserting "and D-3" after each reference to Appendix D

APPROVED AND AGREED TO:
         SOLCOM SYSTEMS LIMITED                  HEWLETT-PACKARD COMPANY

By:      /s/ Peter James MacLaren                By:    /s/Greg Schiffman
Type Name:        Peter James MacLaren           Type Name:   Greg Schiffman
Title:   Financial Director                      Title:    Controller
Date:    11 March 1997                           Date:    2-23-97
                                             Materials Manager   /s/ Yvonne Peru

                                       2
<PAGE>



                                                                    Amendment to
                                                                      DPA 38-097

                            AMENDMENT 4 TO AGREEMENT
                      NMO DPA 38-097 (aka DPA 0804-95097-1)
                              Between SolCom and HP

Please amend the opening paragraph to include the following:
         This Amendment ("Amendment") is entered into by SolCom Systems Limited,
         a  company  registered  in  Scotland   ("SolCom")  the  Hewlett-Packard
         Company, a California  corporation  ("HP"). This Amendment is effective
         upon the date of the last signature  ("Amendment  Effective  Date") and
         shall remain in effect for three years.

All Articles, Sections and appendices of the original agreement shall be binding
on this amendment unless noted below:

Amend section 1.10 by inserting the following after the phrase "'FDDI RMON
Probe":
                  Multiport Ethernet daughter card or Multiport Token-Ring
                  daughter Card,"

Add sections 1.18, and 1.19:
         1.18     Multiport Ethernet daughter card ('Multiport Ethernet daughter
                  card")  shall  mean  the  SolCom   technology   consisting  of
                  schematics,  parts  list PAL  equations  and  ROMable  code to
                  implement  a PCI bus card with the  ability to  simultaneously
                  monitor four interfaces on a switched 10MB/sec Ethernet switch
                  without the use an external hub.

         1.19     Multiport  Token-Ring  daughter  card  ("Multiport  Token-Ring
                  daughter card') shall mean the SolCom technology consisting of
                  schematics,  parts list,  PAL  equations  and ROMable  code to
                  implement  a PCI bus card with the  ability to  simultaneously
                  monitor two 4MB/sec or 16MB/sec Token Rings.

Amend section 2.2 by adding the following sentence:
         "And,  HP shall pay the NRE of  seventy  eight  thousand  four  hundred
         dollars ($78,400) in accordance with the "NRE Schedule" in Appendix A-3
         for the  development  of a Multiport  Ethernet  PCI Bus  daughter  card
         ("Multiport Ethernet daughter card") and a Multiport Token-Ring PCI Bus
         daughter card "Multiport Token-Ring daughter card").

Add section 2.10 as follows:
Bonus Clause
         o        For  the  Multiport   Ethernet  daughter  card  and  Multiport
                  Token-Ring  daughter  card,  there shall be a bonus of $400.00
                  per day paid to SolCom for each day that the  Deliverables  in
                  Phase 8 are  completed  prior to the  deadline.  For  example:
                  completion 5 days early = 5 x $400.00 = $2,000.00 bonus,  with
                  a maximum  total bonus of $5000.00  available  to SolCom.  The
                  money  will  be  awarded  for  completing  Phase  8 of the NRE
                  schedule in Appendix  A-3 in  accordance  with the  Acceptance
                  Criteria and Test Plan included in Appendix B-5 (See


                                       1
<PAGE>



                  Amendment 6). Delays in the  completion of Phase 8 due to HP's
                  actions shall not affect SolCom's eligibility for the bonus.
         o        Any delays  past the  published  completion  date for phase 8,
                  listed in  Appendix  A-3 for each  deliverable  will result in
                  damages to HP. Liquidated Damages in the amount of $400.00 per
                  day for each day late  shall be  deducted  from the  final NRE
                  payment  to  SolCom in  accordance  with the NRE  schedule  in
                  Appendix A-3. Liquidated Damages will be limited to a total of
                  $5000.00.  SolCom's  liability for liquidated damages shall be
                  reduced by the  extent to which  delays in the  completion  of
                  Phase 8 are due to HP's actions.


Add section 3.6 as follows
         "3.6 HP hereby grants to SolCom a world-wide,  non-exclusive license to
         use the system  processor  board layout of HP's Fast Ethernet Probe (HP
         PIN J3458A) for the manufacture and distribution of SolCom Products. HP
         does  not  grant  SolCom  the  right to  transfer  this  license  or HP
         Product/HP  Technology,  to any third party  without the prior  written
         consent of HP."

Add section 3.7 as follows
         "3.7 HP hereby grants to SolCom a world-wide,  non-exclusive license to
         use the design and layout of BP's Half and Full  Duplex  Fast  Ethernet
         daughter cards (HP P/N J3458A, Option 200 and Option 201, respectively)
         for the manufacture and  distribution of SolCom Products  incorporating
         similar Half and Full Duplex Fast Ethernet  daughter cards. HP does not
         grant SolCom the right to distribute  individual  Full Duplex  daughter
         cards  for  resale  without  their  incorporation  into a  SolCom  Fast
         Ethernet Probe Product.  HP does not grant SolCom the right to transfer
         this  license  or HP  Product  Technology  in  respect  of Full  Duplex
         daughter cards to any third party without the prior written  consent of
         HP."

Add section 6.8 as follows:
         "6.8 SolCom  shall pay an "NRE  Refund" to HP in  accordance  with this
         section 6.8 and Appendix D-4 for each SolCom Product sold incorporating
         a Multiport Token-Ring daughter card.

         6.8.1    SolCom  shall pay HP an NRE  Refund  for each  SolCom  Product
                  incorporating  a  Multiport  Token-Ring  OR Full  Duplex  Fast
                  Ethernet  daughter card per Appendix B- 4. No NRE Refund shall
                  be due for:

                  6.8.1.1           any SolCom Product or product  incorporating
                                    a   Multiport   Token-Ring   daughter   card
                                    subsequently  returned for a refund or other
                                    adjustment;

                  6.8.1.2           any SolCom Product or product incorporating
                                    a Multiport Token- Ring daughter card used
                                    by or distributed by SolCom for reasonable
                                    demonstration, training, or support
                                    purposes;

                                       2


<PAGE>



                  6.8.1.3           any  enhancements,  updates  or  replacement
                                    SolCom Products or products  incorporating a
                                    Multiport Token-Ring daughter card which are
                                    shipped  by  SolCom  to  its   resellers  or
                                    end-users.

         6.8.2    NRE refunds due HP may be bundled and reported at the end of
                  each HP fiscal quarter, reflecting SolCom Products and any
                  product incorporating a Multiport Token-Ring daughter card
                  shipped during the previous fiscal quarter, less any
                  recoverable fees already paid by SolCom and any credits for
                  returns, refunds to customers, or other adjustments. SolCom
                  will make best efforts to remit NRE Refund reports to HP by
                  the third working day after the end of each fiscal quarter.
                  The amount of these payments and any other information
                  associated to these payments is confidential information of
                  SolCorn. NRE Refunds due HP by SolCom shall be deducted from
                  License Fees due SolCom as specified in this article 6.

         6.8.3    SolCom shall provide to HP a monthly report due fifteen days
                  after the end of each calendar month of the sales for that
                  month. BP may, at its sole expense and no more frequently than
                  once a year, engage an independent auditor mutually acceptable
                  to SolCom for the purpose of verifying NRE Refund reports.
                  SolCom will maintain appropriate records, including
                  sub-licensee sales, and make such records reasonably available
                  to the auditor. If such records are found to be in error by
                  more than five percent then SolCom shall pay the deficient
                  amount and the cost of the audit.

         6.8.4    HP shall be solely  liable for taxes on all fees paid to HP by
                  SolCom under this Agreement,  including all state  withholding
                  and local use, sales,  property (ad valorem),  and other taxes
                  but excluding taxes calculated solely on SolCom's income."


Add section 6.9 as follows:
6.9 SolCom shall pay a License Fee to HP in accordance with this section 6.9 and
Appendix  D-4 for each  SolCom  Product  sold  incorporating  a Full Duplex Fast
Ethernet daughter card.

         6.9.1  SolCom  shall  pay HP a  License  Fee for  each  SolCom  Product
         incorporating  Full Duplex Fast Ethernet  daughter card, HP P/N J3458A,
         Option 201. No NRE Refund shall be due for:

                  6.9.1.1  any SolCom  Product or product  incorporating  a Full
                  Duplex Fast Ethernet daughter card subsequently returned for a
                  refund or other adjustment:

                  6.9.1.2  any  SolCom  Product or  product  incorporating  Full
                  Duplex Fast Ethernet  daughter card used by or  distributed by
                  SolCom  for  reasonable  demonstration  training,  or  support
                  purposes:

                                       3

<PAGE>



                  6.9.1.3  any  enhancements,   updates  or  replacement  SolCom
                  Products or products incorporating a Full Duplex Fast Ethernet
                  daughter  card which are shipped by SolCom to its rescilers or
                  end-users.

         6.9.2  License  Fees due BP may be bundled  and  reported at the end of
         each HP fiscal  quarter,  reflecting  SolCom  Products  and any product
         incorporating a Full Duplex Fast Ethernet  daughter card shipped during
         the previous fiscal quarter,  less any recoverable fees already paid by
         SolCom and any  credits for  returns,  refunds to  customers,  or other
         adjustments. SolCom will make best efforts to remit License Fee reports
         to HP by the third  working day after the end of each  fiscal  quarter.
         The amount of these  payments and any other  information  associated to
         these payments is confidential  information of SolCom. License Fees due
         HP by  SolCom  shall be  deducted  from  Licensee  Fees due  SolCom  as
         specified in this article 6.

         6.9.3  SolCom  shall  provide to HP a monthly  report due fifteen  days
         after the end of each  calendar  month of the sales for that month.  HP
         may,  at its sole  expense  and no more  frequently  than  once a year,
         engage an  independent  auditor  mutually  acceptable to SolCom for the
         purpose  of  verifying  NRE  Refund   reports.   SolCom  will  maintain
         appropriate  records,  including  sub-licensee  sales,  and  make  such
         records reasonably  available to the auditor. If such records are found
         to be in error by more than five  percent,  then  SolCom  shall pay the
         deficient amount and the cost of the audit.

         6.9.4 HP shall be  solely  liable  for  taxes on all fees paid to UP by
         SolCom under this  Agreement,  including a state  withholding and local
         use, sales, property (ad valorem),  and other taxes but excluding taxes
         calculated solely on SolCom's income."

Add the following phrase to the beginning of section 8.2:
         "Except to the extent of the indemnity set forth below"
Add the following phrase to the end of section 8.2:
         "SolCom  agrees to  defend,  indemnify  and hold HP  harmless  from any
         claims,  suits,  proceedings,  costs and  expenses  brought  against or
         incurred by BP as a result of SolCom's use of the design  and/or layout
         of EP's Multiport  Token-Ring daughter cards, Half and Full Duplex Fast
         Ethernet daughter cards or Fast Ethernet Probe system processor boards"

Add section 8.5 as follows:
         "8.5 HP MAKES NO OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED,
         REGARDING THE TECHNOLOGY, ITS MERCHANTABILITY, OR ITS FITNESS
         FOR ANY PARTICULAR PURPOSE."


Amend Appendix A to include Appendix A-3 (see Appendix A -3):
Amend Agreement by inserting "and A-3 " after each reference to Appendix A
Amend Appendix B to include Appendix B-4 (see Appendix B-4):


                                       4
<PAGE>



Amend  Agreement by inserting "and B-4" after each reference to Appendix B
Amend Appendix D to include Appendix D-4 (see Appendix D-4):
Amend Agreement by inserting "and D-4" after each reference to Appendix D

APPROVED AND AGREED TO:
                  SOLCOM SYSTEMS LIMITED         HEWLETT-PACKARD COMPANY


By:      /s / P.J. MacLaren                      By:    /s/ Greg Schiffman
Type Name:    P.J. MacLaren                      Type Name: Greg Schiffman
Title:   Financial Director                      Title:
Date:    24 November 1997                        Date:
                                            Materials Manager



                                       5
<PAGE>



                                                                    Amendment to
                                                                      DPA 38-097

                            AMENDMENT 5 TO AGREEMENT
                      NMO DPA 38-097 (aka DPA 0804-95097-1)
                              Between SolCom and HP

Please amend the opening paragraph to include the following:

         This Amendment ("Amendment") is entered into by SolCom Systems Limited,
         a  company  registered  in  Scotland   ("SolCom")  the  Hewlett-Packard
         Company, a California  corporation  ("HP"). This Amendment is effective
         upon the date of the last signature  ("Amendment  Effective  Date") and
         shall remain in effect for three years.

All Articles, Sections and Appendices of the original Agreement shall be binding
on this Amendment unless noted below:

Add section 6.9 as follows:
         6.9 Upon execution of this  Amendment,  HP agrees to make an additional
         prepayment  in the amount  $153,000.00,  for License Fees due SolCom in
         accordance with the provisions of this Article 6 and Appendices D, D-1,
         D-2, D-3 and D-4. This  prepayment  raises the  outstanding  balance of
         prepayments   issued  by  HP  to  SolCom  to  $350,000.00.   Prepayment
         ("Prepayment") shall mean the outstanding balance of all prepayments at
         the  time  of  execution  of this  Amendment,  including  the  $153,000
         prepayment referenced above, which equals $350,000.00.

         This  Pre-payment  of License  Fees  shall be subject to the  following
         conditions:
         6.9.1   The Prepayment shall not affect the current monthly License
                 Fees due SolCom for a period of six (6) months from the
                 issuance of such Prepayment.
         6.9.2   Should License Fees due SolCom exceed $100,000.00 in any one
                 month during the six (6)month period following the issuance of
                 the prepayment, HP reserves the right to reduce the amount of
                 such License Fee payment to $100,000.00 by deducting the amount
                 of the License Fees due in excess of $100,000.00 from the
                 outstanding Prepayment balance.
         6.9.3   Six (6) months from the date of issuance of the Prepayment, HP
                 shall amortize the remaining balance of the Prepayment over the
                 succeeding six (6) month period and deduct that amount from the
                 monthly License Fee payment due SolCom.
         6.9.4   SolCom agrees to provide HP with quarterly Financial Forecasts
                 until such time that HP recovers the Prepayment. The Financial
                 Forecasts shall include profit and loss statements, balance
                 sheets and cash flow projections. The Financial Forecasts shall
                 be subject to the confidentiality term in article 7.
         6.9.5   HP reserves the right to extend the period before which the
                 amortization and recovery of the Prepayment begins based on
                 BP's assessment of SolCom's current business conditions.

                                       1

<PAGE>



      APPROVED AND AGREED TO:
                  SOLCOM SYSTEMS LIMITED          HEWLETT-PACKARD COMPANY


By:      /s /P.J. MacLaren                        By:    /s/ Greg Schiffman
Type Name:   Peter J. MacLaren                    Type Name:   Greg Schiffman
Title:   Financial Director                       Title:    Controller
Date:    21 July 1997                             Date:    August 14, 1997
                                              Materials Manager


                                       2

<PAGE>



                                                                    Amendment to
                                                                      DPA 38-097

                            AMENDMENT 6 TO AGREEMENT
                     NMO DPA 38-097 (aka DPA 0804-95097-1)
                             Between SolCom and HP

Please amend the opening paragraph to include the following:
         This Amendment ("Amendment") is entered into by SolCom Systems Limited,
         a company  registered in Scotland  ("SolCom")  and the  Hewlett-Packard
         Company, a California  corporation  ("HP"). This Amendment is effective
         upon the date of the last signature  ("Amendment  Effective  Date") and
         shall remain in effect for three years.

All Articles, Sections and Appendices of the original Agreement shall be binding
on this Amendment unless noted below:

Amend entire  agreement and any Amendments by inserting  "and T1, E1,  V-Series,
T3, HSSI, ATM-OC3,  ATM-UTP,  ATM-DS3,  ATM-E3 "immediately after Fast Ethernet,
wherever Fast Ethernet is referenced, with the following exceptions:

         Section 1.4 insert - "or T1, E1, V-Series, T3, HSSI, ATM-OC3,  ATM-UTP,
         ATM-DS3,  ATM-E3"  after Fast  Ethernet
         Section  2.9:  Do not make any insertions
         Section 2.10: Do not make any insertions
         Appendix A-2 and A-3: Do not make any insertions
         Appendix B-2, B-3, B-4: Do not make any insertions
         Appendix D-2, D-3 and D4: Do not make any insertions
         Appendix K: Do not make any insertions

Amend section 1.10 by inserting the following after "Quad Ethernet daughter card
or Dual Token-Ring daughter card"
         "T1, E1 or V-Series, T3, HSSI, ATM-OC3, ATM-UTP, ATM-DS3, ATM-E3
         daughter card"

Add sections 1.20, 1.21, 1.22, 1.23, 1.24, 1.25, 1.26 and 1.27 as follows:

         1.20     T1 daughter  card ("TI  daughter  card")  shall mean a PCI bus
                  card  for  the  J3458A  chassis  which  connects  to a Tl  WAN
                  connection  (per ANSI  Tl.403)  via an RJ-48C and  mini-bantam
                  style  connector  to access  full  span (T1 1544  kbps  access
                  channels)  and  fractional  T1 (FTI)  channels  comprising  an
                  arbitrary  configuration  and  number of time  slots up to the
                  maximum possible. Time slots may be 56kbps or 64 kbps.

         1.21     El daughter  card ("El  daughter  card")  shall mean a PCI bus
                  card for the J3458A  chassis which  connects to a CEPIT El WAN
                  connection   (per  G.703  and  G.704)  75-  ohm  and   120-ohm
                  interfaces via BNC and dual conductor (BR2) BNC to access full

                                       1

<PAGE>



                  span  (E I  1984  kbps  access  channels)  and  fractional  El
                  channels  comprising an arbitrary  configuration and number of
                  time slots up the maximum possible.

         1.22     V-Series daughter card ("V-Series daughter card") shall mean a
                  PCI bus card for the J3458A  chassis  which  connects  to V.24
                  (RS-232),   V.35,  V.36  (RS-449).   ANSI/EIA/TIA-530  (25-pin
                  interface)  and X.21 (V.11)  supporting  as  appropriate  line
                  rates up to 2048 kbps.

         1.23     HSSI daughter card ("HSSI daughter card") shall mean a PCI bus
                  daughter  card  that is  compatible  with the HP  J3458A  Fast
                  Ethernet  LANProbe  motherboard.   This  daughter  card  shall
                  connect per ANSI/EIA/TIA-612 and ANSI/EIA/TIA-613 via a 50-pin
                  connector.  It shall be capable of  monitoring at speeds up to
                  52 Mbps.

         1.24     T3 daughter  card ("73  daughter  card")  shall mean a PCI bus
                  daughter  card  that is  compatible  with the HP  J3458A  Fast
                  Ethernet LANProbe motherboard. The daughter card shall connect
                  per T1.107a-1990.  It shall be capable of monitoring full span
                  or fractional framed services up to 44.736 N4bps.

         1.25     ATM-UTP  daughter card ("ATM-UTP  daughter card") shall mean a
                  PCI bus daughter  card that is  compatible  with the HP J3458A
                  Fast Ethernet  LANProbe  motherboard.  The daughter card shall
                  connect via RJ-45  connectors  with Sonet and SDH framing.  It
                  shall be capable of monitoring a 155 Mbps connection.

         1.26     ATM-OC3  daughter card ("ATM-OC3  daughter card") shall mean a
                  PCI bus daughter  card that is  compatible  with the HP J3458A
                  Fast Ethernet  LANProbe  motherboard.  The daughter card shall
                  connect to OC-3c/STM-1  via fiber SC connectors with Sonet and
                  SDH framing.

         1.27     ATM-DS3 daughter card ("ATM-DS3  daughter card"') shall mean a
                  PCI bus daughter  card that is  compatible  with the HP J3458A
                  Fast Ethernet  LANProbe  motherboard.  The daughter card shall
                  connect per  T1.107a-1990.  It shall be capable of  monitoring
                  full span or fractional framed services up to 44.736 Mbps.

         1.28     E3 ("E3 daughter  card")  ATMProbe  daughter card shall mean a
                  PCI bus daughter  card that is  compatible  with the HP J3458A
                  Fast Ethernet  LANProbe  motherboard.  The daughter card shall
                  connect via 75-ohm  unbalanced BNC connectors and support PLCP
                  and direct cell  mapping,  C-bit,  M13, and  G.804/G.832.G.751
                  framing and B3ZS and HDB3 line codes.

Amend section 2.2 by adding the following sentence:
         "And,  HP shall pay an NRE of one hundred  twenty  thousand two hundred
         dollars  ($120,200) in accordance  with the "NRE  Schedule" in Appendix
         A-4 for the  development  of TI,  El or  V-Series,  T3,  HSSI  ATM-OC3,
         ATM-UTP, ATM-DS3, ATM-E3 daughter cards.



                                       2
<PAGE>


Add section 8.6 as follows:
         "Notwithstanding   anything  to  the  contrary  in  Article  8  of  the

         Agreement,  SolCom's  liability to HP for costs  associated with design

         defects in the T1, El, V-Series, T3, HSSI, ATM-OC3,  ATM-UTP,  ATM-DS3,

         ATM-E3  daughter  cards  shall  not  exceed  the  greater  of forty two

         thousand dollars  ($42,000) or twelve and a half percent (12.5%) of the

         total license fees paid to date for each individual daughter card."

Amend Appendix A to include  Appendix A-4 (see Appendix A-4):
Amend Agreement by inserting "and A-4" after each reference to Appendix A
Amend Appendix B to include Appendix B-5 (see Appendix B-5):
Amend Agreement by inserting "and B-5" after each reference to Appendix B
Amend Appendix D to include Appendix D-5 (see Appendix D-5):
Amend Agreement by inserting "and D-5" after each reference to Appendix D
Amend Agreement by adding Appendix L, Additional Firmware Requirements
Amend Agreement by adding Appendix M, Vesuvius High Level Architecture

APPROVED AND AGREED TO:
        SOLCOM SYSTEMS LIMITED                HEWLETT-PACKARD COMPANY


By:                                           By:
Type Name:                                    Type Name:
Title:                                        Title:
Date:                                         Date:
                                           Materials Manager

        (Rest of page intentionally left blank)



                                       3