Exhibit 10.9

MASTER SUPPORT AGREEMENT

This Master Support Agreement (Agreement) is made and entered into
6-15-00 (Effective Date) by and between Sun Microsystems, Inc., a Delaware corporation,
located at 901 San Antonio Road, Palo Alto, California 94303 (Sun) and Inprise, Inc.
located at 100 Enterprise Way, Scotts Valley, CA 95066 (Customer).

This Agreement sets forth the terms under which Customer
purchases technical support from Sun and Sun delivers such support to Customer.
The specific technical support provided is set forth in the Program Modules (as
defined below).

The parties have caused this Agreement to be executed by their
authorized representatives.

|                       |  |                       |  |        |  |                              
|---------------------- |  | --------------------- |  | ------ |  | -----------------------------
|Sun Microsystems, Inc. |  | Customer:             | 
|                      
|By:                    |  | /s/ Richard M. Larsen |  | By:    |  | /s/ Edward M. Shelton        
|                       |  |                       |  |        |  |                              
|                      
|Name:                  |  | LARSEN                |  | Name:  |  | Edward M. Shelton            
|                       |  |                       |  |        |  |                              
|                       |  | (printed or typed)    |  |        |  | (printed or typed)           
|                      
|Title:                 |  | DIRECTOR              |  | Title: |  | Sr. V.P. Business Development
|                       |  |                       |  |        |  |                              
|                      
|Date:                  |  | 6/15/00               |  | Date:  |  | 6/3/2000                     
|                       |  |                       |  |        |  |                              

The parties agree as follows:

TERMS AND CONDITIONS

|1.0 | DEFINITIONS
|--- | -----------

1.1      Confidential Information means (i) all
technical information and any source code which Sun discloses to Customer under this
Agreement, (ii) that technical information of Customer or business information of either
party disclosed to the other pursuant to this Agreement which is designated as confidential (or
with words of similar meaning) in writing by the disclosing party, or if disclosed
orally, designated as confidential (or with words of similar meaning) prior to
disclosure.

1.2      Customer Contact means
employees of Customer designated to access Support from Sun and coordinate Support
activities with Customer.

1.3      Customer Site means the Customer facility physically
located at the address identified in Attachment A.

1.4      Distributor means an entity that distributes
Customers products and which is under a contractual obligation to Customer
as set forth in this Agreement.

1.5      End User means the
entity to whom the binary code license included with the Supported Products and
Technologies applies and to whom Customer and/or Distributors furnish the binary products
for use on or with Customers products for internal use and not for resale,
marketing, or leasing.

1.6      Error means any reproducible failure of a Supported
Product to perform its intended functions or any significant inaccuracies in associated
end-user documentation.

1.7      Error Corrections means
a modification, addition, procedure, routine or work-around intended to correct the
practical adverse effects of an Error.

1.8      Incident means a request for Support for a specific
technical issue that is initiated by Customer by telephone, fax, e-mail, or internet
communications as specified in the applicable Program Module. A request that raises
multiple technical issues will generate multiple Incidents.

1.9      Incident Pack means the maximum number of Incidents during
the term of this Agreement that a Customer initiates.

1.10     Program Module means the
attachments to this Agreement which describe the features and terms of Support. Certain
Program Modules require Customer to execute an additional Program Module to add a
Supported Product or Technology. In such cases, the additional Program Modules will
become incorporated by reference herein when executed by the parties.

1.11     Project Team means a group of development engineers
organized to work together on a common set of objectives or issues that results in a
finished product.

1.12     Software License and Technology
License mean an agreement in effect with Sun or any of its affiliated companies at
the time of an Incident and pursuant to which, Customer has been granted at a minimum the
right to use or distribute Supported Products and Technologies in binary form.

1.13     Support means Sun technical support described in the
Program Modules including any software, technical data and documentation.

1

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1.14     Supported Product(s) and Technology(ies) means a Sun
supported product or technology licensed to Customer pursuant to a Software License or a
Technology License and for which Customer has paid the appropriate Support fee.

|2.0 | TERM AND TERMINATION
|--- | --------------------

2.1      Term and Termination. This Agreement will
commence upon the Effective Date and remain in effect for a period of one (1)
year. Thereafter, the Agreement may be renewed by mutual written agreement of
the parties, or for a subsequent additional year upon timely payment of
Suns invoice for such year. Either party may terminate this Agreement by
written notice (i) immediately, upon material breach by the other party of the
confidentiality provisions of this Agreement; or (ii) if the other party fails
to cure any material remediable breach within thirty (30) days of receipt of
written notice of the breach.

2.2      Effect of Termination. Upon termination or
expiration of this Agreement, Customer must discontinue use of Support and Sun
Confidential Information in its control or possession. Rights and obligations
which by their nature should survive, will remain in effect after termination or
expiration of this Agreement.

2.3      No Liability for Termination. To the fullest
extent allowed by any applicable law, Customer agrees that it will have no
rights to damages or indemnification of any nature due to any expiration or
rightful termination of this Agreement by Sun pursuant to its terms. CUSTOMER
EXPRESSLY WAIVES AND RENOUNCES ANY CLAIM TO COMPENSATION OR INDEMNITIES FOR ANY
TERMINATION OF BUSINESS RELATIONSHIP BY A FOREIGN BUSINESS ENTITY, WHICH MAY
EXIST UNDER THE LAWS OF ANY APPLICABLE JURSIDICTION.

|3.0 | CONFIDENTIAL INFORMATION
|--- | ------------------------

3.1      Obligations. Neither party
may disclose Confidential Information or use it except for the purposes specified in this
Agreement. Each party will protect the confidentiality of Confidential Information to the
same degree of care, but no less than reasonable care, as such party uses to protect its
own Confidential Information. Each partys obligations regarding Confidential
Information will expire no less than five (5) years from the date of receipt of the
Confidential Information, except for Sun source code which will be protected by Licensee
in perpetuity. Neither party may use Confidential Information except for the purposes
specified in this Agreement.

3.2      Exceptions. The obligations
of Section 3.1 will not apply to any portion of the Confidential Information which a
receiving party can demonstrate: (i) is now, or hereafter through no act or failure to
act on the part of the receiving party becomes, generally known in the software industry;
(ii) is independently developed by the receiving party without use of any manifestations
of the Confidential Information; or (iii) is hereafter rightfully furnished to the
receiving party by a third party without restriction on disclosure.

|4.0 | PAYMENTS
|--- | --------

4.1      Payment Terms. Unless
otherwise provided in a Program Module, all payments under this Agreement are due within
thirty (30) days of Suns invoice date. Sun may, at its sole option, immediately
terminate or suspend Support in the event Customer is delinquent in the payment of any
invoice from Sun for a period in excess of thirty (30) days.

4.2      Additional Charges. Any
on-Customer Site service performed outside the scope of this Agreement, will be charged
at the then prevailing Sun rates for labor, travel, lodging and materials. The minimum
time charged for any travel will be four (4) hours including travel time to and from the
Customer Site.

4.3      Taxes. All payments required by
this Agreement are exclusive of taxes and Customer agrees to be responsible for the
payment of all such taxes (excluding taxes based on Suns income).

|5.0 | WARRANTIES
|--- | ----------

Sun
warrants that for a period of ninety (90) days from receipt of software provided under
this Agreement, if any, the media on which the software is furnished will be free of
defects in materials and workmanship under normal use. Customers exclusive remedy
and Suns entire liability under this limited warranty will be at Suns option
to repair or replace the software.

|6.0 | DISCLAIMER OF WARRANTIES
|--- | ------------------------

6.1      Disclaimer. Unless specified in this
Agreement, all express or implied conditions, representations and warranties,
including any implied warranty of merchantability, fitness for a particular
purpose, or non-infringement, are disclaimed, except to the extent that such
disclaimers are held to be legally invalid.

6.2      Aircraft Products and Nuclear
Applications. Support is not designed or intended for use in on-line control of
aircraft, air traffic, aircraft navigation or aircraft communications; or in the design,
construction, operation or maintenance of any nuclear facility. Sun disclaims any express
or implied warranty of fitness for such uses. Customer represents and warrants that it
will not use or resell Support for such purposes and that it will use its best efforts to
ensure that its customers and end-users of Support are provided with a copy of the
foregoing notice.

|7.0 | LIMITATION OF LIABILITY
|--- | -----------------------

2

---

Except
for obligations under Section 6.2 (Aircraft Products and Nuclear Applications)
and any applicable Software License or Technology License, and to the extent not
prohibited by applicable law:

A.   
Each partys aggregate liability to the other for claims relating to this Agreement,
whether for breach or in tort, will be limited to the amount paid by Customer for the
Support which is the subject matter of the claims.

B.   
Neither party will be liable for any indirect, punitive, special, incidental or
consequential damage in connection with or arising out of this Agreement (including loss
of business, revenue, profits, use, data or other economic advantage), however it arises,
whether for breach or in tort, even if that party has been previously advised of the
possibility of such damage.

C.   
Liability for damages will be limited and excluded, even if any exclusive remedy provided
for in this Agreement fails of its essential purpose.

|8.0 | MISCELLANEOUS
|--- | -------------

8.1      Assignment. Neither party may assign or
otherwise transfer any of its rights or obligations under this Agreement,
without the prior written consent of the other party, except that Sun may assign
its right to payment and may assign this Agreement to an affiliated company.

8.2      Force Majeure. A party is not liable under
this Agreement for non-performance caused by events or conditions beyond that
partys control, if the party makes reasonable efforts to perform. This
provision does not relieve Customer of its obligation to make payments then
owing.

8.3      Notices. All written notices
required by this Agreement must be delivered in person or by means evidenced by a
delivery receipt and will be effective upon receipt.

8.4      Import and Export Laws. All
Support delivered under this Agreement is subject to U.S. Export control laws and may be
subject to export or import regulations in other countries. Customer agrees to comply
strictly with all such laws and regulations and acknowledges that is has the
responsibility to obtain such licenses to export, re-export or import as may be required
after delivery to Customer.

8.5      Waiver. Any express waiver or failure to
exercise promptly any right under this Agreement will not create a continuing
waiver or any expectation of non-enforcement.

8.6      Governing Law. Any action
related to this Agreement will be governed by California law and controlling U.S. federal
law. The United Nations Convention on Contracts for the International Sale of Goods and
the choice of law rules of any jurisdiction will not apply.

8.7      Official Language. The official text of this
Agreement will be in the English language and any interpretation or construction
of this Agreement will be based thereon. In the event that this Agreement or any
documents or notices related to it are translated into any other language, the
English language version will control.

8.8      Relationship of the Parties. This Agreement is
not intended to create a relationship such as a partnership, franchise, joint
venture, agency, or employment relationship. Neither party may act in a manner
which expresses or implies a relationship other than that of independent
contractor, nor bind the other party.

8.9      Entire Agreement. This Agreement (including
the Program Module(s)) is the parties entire agreement relating to its
subject matter. It supersedes all prior or contemporaneous oral or written
communications, proposals, conditions, representations and warranties and
prevails over any conflicting or additional terms of any quote, order,
acknowledgment, or other communication between the parties relating to its
subject matter during the term of this Agreement. No modification to this
Agreement will be binding, unless in writing and signed by an authorized
representative of each party.

3

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ATTACHMENT A-1JAVA TECHNOLOGY PROGRAM MODULE(UPDATES AND UPGRADES
FOR J2EE)

This
Program Module sets forth the Updates and Upgrades (defined below) program provided by
Sun directly to Customer for Supported Products and Technologies. For purposes of this
Program Module, Technology License means an agreement in effect with Sun or
any of its affiliated companies at the time of an Incident and pursuant to which,
Customer has been granted at a minimum the right to use Supported Products and
Technology(ies) in source form.

|1.0 | Supported Products and Technologies:
|--- | ------------------------------------

Java2
Platform, Enterprise Edition (source)

|2.0 | Definitions
|--- | -----------

2.1      Updates means modifications, variations and
enhancements, to the extent included in a patch or release of the Supported
Product or Technology unless otherwise specified herein, which Sun generally
licenses as a part of a Supported Product or Technology. This term does not
include additional reference implementations or parts of any Java technology
unless specifically licensed in the Technology License.

2.2      Upgrades means new versions of the Supported
Products and Technologies designated exclusively by Sun as an
Upgrade and released by Sun from time to time.

|3.0 | Support Features
|--- | ----------------

| | *Access
     to Java Technology Licensee Website: On-line access to: Each Supported
     Product or Technology in source form, Upgrades, Updates, early access versions
     and interim builds of the same. As available, on-line access to: additional
     documentation, such as, technology specifications, white papers, and frequently
     asked questions (FAQs). Ability to submit, query, edit and retrieve Incident and
     Error reports related to Customers account and access Error Corrections.
     All Java Technology Licensee Website Updates, Upgrades, interim builds and early
     access versions related to a Supported Product or Technology shall be made
     available to Customer at the same time that other Customers who have purchased
     Update and Upgrade Support from Sun for such Supported Product or Technology,
     which in some cases, may be earlier than other Customers with a Technology
     License from Sun who have not purchased these Support services.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Learning
     Modules: Customer shall have access to the learning modules that Sun makes
     available from time to time for certain of the Supported Products and
     Technologies.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Response
     Time: Sun will use reasonable commercial efforts to acknowledge receipt of
     service requests related to downloading issues within three (3) business days.
     Acknowledgements are measured from the time Customer first contacts Sun with a
     service request to the time Sun makes its response.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Product
Release Information and Updates: Periodic description of plans for Supported Products and
Technologies.
| | ----------------------------------------------------------------------------------------------------------------

| | *Customer
Contacts: One (1) Customer Contact.
| | ---------------------------------------------

| | *Unique
     User ID: Sun will provide the Customer Contact with an unique user ID and
     password which cannot be transferred to other Customer employees, contractors or
     agents.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.0 | Customer Obligations and Exclusions
|--- | -----------------------------------

4.1      Customer Contact. The
Customer Contact must be identified in writing to Sun within thirty (30) days of the
Effective Date. The Customer Contact must be located at Customer Site. Customer must
notify Suns Licensee Support Engineer in writing whenever the Customer Contact
changes. Sun will not be responsible for any delays or damages resulting from Customers
failure to notify Sun of a change in its Customer Contact.

|5.0 | Payments
|--- | --------

5.1      Fees. In order to receive the Support
described in this Program Module, Customer must pay a Program fee per Supported
Product and Technology specified in this Program Module. Fees will be invoiced
annually in advance. Program Fees shall be non-refundable and shall be due at
Sun upon execution of this Agreement by the parties. The Program Fee for the
initial year of Support under this Program Module is ***** for the single
Supported Technology indicated above.

5.2      Additional Supported Products. The term of
Support for any additional Supported Products and Technologies hereunder will be
coterminous with the term of the Agreement. Fees due for such Support will be
prorated on a twelve (12) month basis. The commencement

|***** | Confidential treatment has been requested for the redacted portions. The confidential
redacted portions have been filed separately with the Securities and Exchange Commission.
|----- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

4

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date of additional Support will be the date the parties execute an
additional Program Module for such additional Supported Products and Technologies.

|6.0 | Customer Site: 100 Enterprise Way, Scotts Valley, CA 95066
|--- | ----------------------------------------------------------

|                       |  |                       |  |        |  |                              
|---------------------- |  | --------------------- |  | ------ |  | -----------------------------
|Sun Microsystems, Inc. |  | Customer:             | 
|                      
|By:                    |  | /s/ Richard M. Larsen |  | By:    |  | /s/ Edward M. Shelton        
|                       |  |                       |  |        |  |                              
|                      
|Name:                  |  | LARSEN                |  | Name:  |  | Edward M. Shelton            
|                       |  |                       |  |        |  |                              
|                       |  | (printed or typed)    |  |        |  | (printed or typed)           
|                      
|Title:                 |  | DIRECTOR              |  | Title: |  | Sr. V.P. Business Development
|                       |  |                       |  |        |  |                              
|                      
|Date:                  |  | 6/15/00               |  | Date:  |  | 6/3/2000                     
|                       |  |                       |  |        |  |                              

5

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ATTACHMENT A-2JAVA TECHNOLOGY PROGRAM MODULE(JAVA ENGINEERING
CONNECTION FOR J2EE)

This
Program Module sets forth the Support provided by Sun directly to Customer for
Supported Products and Technologies. For purposes of this Program Module,
Technology License means an agreement in effect with Sun or any of
its affiliated companies at the time of an Incident and pursuant to which,
Customer has been granted at a minimum the right to use Supported Products and
Technology(ies) in source form.

|1.0 | Customer Support Information
|--- | ----------------------------

|1.1 | Supported Products and Technologies:
|--- | ------------------------------------

Java2 Platform, Enterprise Edition (source)

|1.2 | Customer Site:
|--- | --------------

| | Address: 100 Enterprise Way
| | ---------------------------

| | Scotts Valley, CA 95066
| | -----------------------

|2.0 | Support Features
|--- | ----------------

| | *Access
     to Java Technology Licensee Website: On-line access to: porting guides;
     additional documentation (as available), such as, white papers; frequently asked
     questions (FAQs), and technology-related informational updates. Ability to
     submit, query, edit and retrieve Incident and Error reports related to
     Customers account and access Error Corrections. Access to contact
     information for business and non-technical issues related to the Supported
     Products and Technologies. All Java Technology Licensee Website contents related
     to a Supported Product or Technology shall be made available to Customer at the
     same time that Sun, in its sole discretion, makes it available to Customers with
     a Technology License from Sun for that Supported Product or Technology.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Areas
     Covered: Architectural advice, Error and Incident tracking, and questions
     regarding building a binary version of the Supported Product or Technology for
     one of Suns reference platforms on the supported hardware and operating
     system configurations listed in the product readme file.
     TCK-related Incidents and Errors are specifically excluded.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Licensee
Support Engineer. Includes the following:
| | ---------------------------------------------------

| | A
Licensee Support Engineer (LSE) designated by Sun will serve as a point of
contact for the Customer and assist the Customer in evaluating service levels and
resolving outstanding technical issues related to Supported Products and Technologies.
The LSE will also provide first-hand information about Java technology source
development. The LSE will contact Customer within thirty (30) days from the Agreement
Effective Date to schedule an initial meeting or conference call, as appropriate. As a
result of the initial meeting, the LSE will produce a Customer Support needs and
requirements document which will serve to guide Suns delivery of Support Services
to Customer.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Customer
and the LSE may hold further meetings or calls as necessary to finalize the needs and
requirements document for Customers project. The LSE and Customer, at minimum, will
meet at the start of any new Customer project involving the Supported Products and
Technologies.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Each
party generally will be responsible for its own travel expenses related to all meetings.
However, Sun in its sole discretion, may agree to pay certain travel expenses for
Customer if a meeting is held at Suns facilities.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Product
Release Information: Periodic description of plans for Supported Products and
Technologies.
| | ----------------------------------------------------------------------------------------------------

| | *Technical
     Assistance and Support: Access to Sun Java technology support staff composed
     of one (1) LSE which Sun will identify to Customer in writing and other advisory
     personnel as needed by telephone, e-mail, facsimile and internet communications
     to receive up to 20 staff hours per week of debugging advice, porting assistance
     and bug or other issue tracking. Customer cannot carry forward, transfer or
     obtain a refund for unused support hours. Such Sun personnel will be available
     Monday through Friday, excluding Sun holidays.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

6

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| | Hours
of Support Coverage:
| | --------------------------

| | Europe,
Middle East and Africa  8:30AM to 4:30PM United Kingdom time zone.
| | ---------------------------------------------------------------------------

| | Americas  8:00AM to 5:00 PM Pacific time zone
| | ----------------------------------------------

| | Asia/Pacific
 8:00AM to 5:00PM local time for Singapore.
| | ---------------------------------------------------------

| | *Response
     Time: Sun will use reasonable commercial efforts to acknowledge receipt of
     service requests within three (3) business days. Acknowledgments are measured
     from the time Customer first contacts Sun with a service request to the time Sun
     makes its response.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Error
     Corrections: When made generally available by Sun to commercial licensees of
     the applicable Java Technology. Also made available in response to an Incident
     if Sun, in its sole discretion, deems it appropriate.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Customer
Contacts: Up to three (3) Customer Contacts.
| | ------------------------------------------------------

| | *Unique
     User ID: Sun will provide the Customer Contacts with a unique user ID and
     password which cannot be transferred to other Customer employees, contractors or
     agents.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Product
Release Information: Periodic description of plans for Supported Products and
Technologies.
| | ----------------------------------------------------------------------------------------------------

| | *Technology
     Forums: Subject to availability and space limitations, Customer may send up
     to two (2) employees to attend one (1) technology-specific event sponsored by
     Sun during the term of this Agreement at no charge. Sun, at its option, may
     charge Customer for attendance at additional technology events within the
     Agreement term. These technology events are provided by Sun on a periodic basis
     at Sun-designated sites. Customer is responsible for all travel, lodging and
     other expenses for its employees attending such events.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|3.0 | Customer Responsibilities
|--- | -------------------------

3.1      Error Corrections. Customer may make identical copies
of Error Corrections for its internal use only. Customer may make no more copies
than the number of Sun authorized copies of the Supported Products and
Technologies permitted in the Technology License. Each copy of an Error
Correction made by Customer must contain a label (a legend, for on-line
versions) which includes the information included on the original copy provided
by Sun, including all applicable copyright and trademark notices.

3.2      Unmodified Supported Product.

A.   
Binary Code. To the extent portions of a Supported Product or Technology are
provided by Sun in binary form only, Customer may obtain Support for such binary
code portions only if: (i) Customer is requesting Support for an unmodified
portion of the Supported Product or Technology, and (ii) Customer is able to
demonstrate the problem with an unmodified copy of the Supported Product or
Technology to Suns satisfaction.

B.   
Source Code. Customer may obtain Support for the source code version of the
Supported Product or Technology under this Agreement only if: (i) Customer is
requesting Support for an unmodified portion of the Supported Product or
Technology running on platforms then currently supported by Sun and licensed to
Customer in the Technology License; (ii) Customer is able to demonstrate the
problem with an unmodified copy of the Supported Product or Technology to
Suns satisfaction; and (iii) Customer makes reasonable efforts to identify
the lines of source code related to a service request. If Customer cannot
correctly identify the lines of source code related to a problem, Sun will use
commercially reasonable efforts to meet the response times described in this
Program Module but will not be obligated to provide Support within such response
times.

3.3      Customer Contacts. Customer Contacts must be
identified in writing to Sun within thirty (30) days of the Effective Date. All
Customer Contacts must be located at the Customer Site. Customer must notify
Suns Licensee Support Engineer in writing whenever the Customer Contacts
change. Sun will not be responsible for any delays or damages resulting from
Customers failure to notify Sun of a change in its Customer Contacts.

3.4      End User Support. Customer shall provide technical
and maintenance support services to Customers Distributors and End Users
in accordance with Customers standard support practices. Sun shall not be
responsible for providing any support to Customers Distributors and End
Users for the Supported Products and Technologies.

|4.0 | Exclusions
|--- | ----------

4.1      Exceptions to Support Obligations. Sun has no
obligation to provide Support under this Program Module, should such Support be
required because of: (i) failure of Supported Product or Technology due to
improper use; (ii) any alterations or modifications not authorized by Sun; (iii)
causes external to Supported Product or Technology, including but not limited
to, degrading effects caused by other software, hardware or environmental
factors which prevents Supported Product or Technology from functioning
properly. Support of the source code version of a Supported Product or
Technology will not include writing or testing new source code, modified source
code or device drivers on behalf of the Customer.

7

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4.2      Customer Sites. Support under this Program Module is
provided only for Supported Product or Technology located at the Customer Site.
Support for additional Customer Sites may be purchased from Sun at an additional
fee.

4.3      Supported Releases. Support is
only available for the most current release, and in Suns sole discretion, one (1)
previous version release of the Supported Product or Technology.

|5.0 | Payments
|--- | --------

In order to receive the
Support described in this Program Module, Customer must pay the Program Fees specified in
this Program Module. Fees will be invoiced annually in advance. Program Fees shall be
non-refundable and shall be due at Sun upon execution of this Agreement by the parties.
The Program Fee for the initial year of Support under this Program Module is ***** for
the single Supported Technology indicated above.

|6.0 | Additional Supported Products
|--- | -----------------------------

The term of Support for
any additional Supported Products and Technologies hereunder will be coterminous with the
term of the Agreement. Fees due for such Support will be prorated on a twelve (12) month
basis. The commencement date of additional Support will be the date the parties execute
an additional Program Module for such additional Supported Products and Technologies.

|                       |  |                       |  |        |  |                              
|---------------------- |  | --------------------- |  | ------ |  | -----------------------------
|Sun Microsystems, Inc. |  | Customer:             | 
|                      
|By:                    |  | /s/ Richard M. Larsen |  | By:    |  | /s/ Edward M. Shelton        
|                       |  |                       |  |        |  |                              
|                      
|Name:                  |  | LARSEN                |  | Name:  |  | Edward M. Shelton            
|                       |  |                       |  |        |  |                              
|                       |  | (printed or typed)    |  |        |  | (printed or typed)           
|                      
|Title:                 |  | DIRECTOR              |  | Title: |  | Sr. V.P. Business Development
|                       |  |                       |  |        |  |                              
|                      
|Date:                  |  | 6/15/00               |  | Date:  |  | 6/3/2000                     
|                       |  |                       |  |        |  |                              

|***** | Confidential treatment has been requested for the redacted portions. The confidential
redacted portions have been filed separately with the Securities and Exchange Commission.
|----- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

8

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ATTACHMENT A-3JAVA TECHNOLOGY PROGRAM MODULE(TCK SUPPORT FOR J2EE)

This
Program Module sets forth the Support provided by Sun directly to Customer for
the Technology Compatibility Kit (TCK) for Supported Products and
Technologies. For purposes of this Program Module, Technology
License means an agreement in effect with Sun or any of its affiliated
companies at the time of an Incident and pursuant to which, Customer has been
granted, at a minimum, the right to use Supported Products and Technology(ies)
in source form.

|1.0 | Customer Support Information.
|--- | -----------------------------

|1.1 | Supported Products and Technologies:
|--- | ------------------------------------

| | Java2
Platform, Enterprise Edition (source)
| | -------------------------------------------

|1.2 | Customer Product Line(s):
|--- | -------------------------

| | Inprise
Application Server
| | --------------------------

|1.3 | Customer Site(s): Inprise, Inc.
|--- | -------------------------------

| | Address: 100 Enterprise Way
| | ---------------------------

| | Scotts Valley, CA 95066
| | -----------------------

|2.0 | Definitions
|--- | -----------

2.1      Product Line means one (1) or more Customer
products that, in addition to implementing or incorporating the same Supported
Product or Technology, have substantially similar specifications for hardware,
software, processors and other design elements. The Customer Product Lines for
which Sun will provide Support shall be specified in this Program Module.

|3.0 | Support Features
|--- | ----------------

| | *Access
     to TCK: Customer will have on-line access to the TCK for each Supported
     Product or Technology in binary and source form, the TCK User Guide, Error
     Corrections to the same; frequently asked questions (FAQs) and TCK informational
     updates. The TCK for each Supported Product or Technology shall be made
     available to Customer at the same time that Sun, in its sole discretion, makes
     it available to commercial licensees of that Supported Product or Technology.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Test
     Harness Set-Up Support: Customer will submit Incidents and receive Support
     related to the TCK test harness set-up via an email alias that Sun will provide
     Customer.
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Technical
     TCK Assistance and Support: Access to an e-mail alias through which Customer
     can receive technical assistance related to setting up, running and interpreting
     the tests in the TCK, and Error or Incident tracking. Support under this Program
     Module will not exceed 5 staff hours per week. Customer cannot carry forward,
     transfer or obtain a refund for unused support hours.
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Hours
of Support Coverage (Monday through Friday, excluding Sun holidays):
| | --------------------------------------------------------------------------

| | Europe,
Middle East and Africa  8:30AM to 4:30PM United Kingdom time zone
| | --------------------------------------------------------------------------

| | Americas
 8:00AM to 5:00 PM Pacific time zone
| | ----------------------------------------------

| | Asia/Pacific
 8:00AM to 5:00PM local time for Singapore.
| | ---------------------------------------------------------

| | In
     the event Sun requires third-party TCK certification and/or validation, this
     Program Module will exclude Incidents related to TCK certification and/or
     validation issues.
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Compatibility
     Logo: Provided that Customer is in compliance with the applicable Sun
     trademark license and upon receipt of Customers, or a third-partys
     (if required by Sun) certification that the compatibility requirements in the
     Users Guide and the applicable Technology License have been met, Sun
     personnel will assist Customer in obtaining the appropriate compatibility and
     other logos for each of the Supported Products and Technologies that have
     fulfilled such compatibility requirements.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Response
     Time: Sun will use reasonable commercial efforts to acknowledge receipt of
     service requests within three (3) business days. Acknowledgements are measured
     from the time Customer first contacts Sun with a service request to the time Sun
     makes its response.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

9

---

| | *Customer
     Product Lines: Support in connection with Customer Product Line(s) includes
     any new versions, updates or upgrades to the same created by Customer during the
     term of this Program Module.
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | *Customer
Contacts: Up to two (2) Customer Contacts.
| | ----------------------------------------------------

| | *Unique
     User ID: Sun will provide each Customer Contact(s) with an unique user ID
     and password which cannot be transferred to other Customer employees,
     contractors or agents.
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4.0 | Customer Responsibilities
|--- | -------------------------

4.1      Customer Contacts. Customer Contacts must be
identified in writing to Sun within thirty (30) days of the Effective Date. All
Customer Contacts must be located at Customer Site. Customer must notify
Suns Licensee Support Engineer in writing whenever the Customer Contacts
change. Sun will not be responsible for any delays or damages resulting from
Customers failure to notify Sun of a change in its Customer Contacts.

4.2      Compatibility Testing. Customer shall be responsible
for running and passing the TCK tests as required by the Technology License,
including Attachment E of the Sun Community Source License as applicable. Any
product tested or used with the TCK cannot be deployed or distributed unless
such product is subject to and in compliance with a valid Technology License
permitting commercial redistribution.

4.3      No Modifications. Customer shall
not modify the source or binary code of the TCK test suites.

|5.0 | Exclusions
|--- | ----------

5.1      Exceptions to Support Obligations.
Sun has no obligation to provide debugging assistance for Customers applications under
this Program Module.

5.2      Customer Sites. Support
under this Program Module is provided only for TCKs located at the Customer Site. Support
for additional Customer Sites may be purchased from Sun at an additional fee.

5.3      Supported Releases. Support is only available for the
most current release of a TCK, and in Suns sole discretion, certain
previous version releases of the TCK for a particular Supported Product or
Technology.

|6.0 | Payments
|--- | --------

In
order to receive the Support described in this Program Module, Customer must pay
the Program Fees specified in this Program Module. Fees will be invoiced
annually in advance. Program Fees shall be non-refundable and shall be due at
Sun upon execution of this Agreement by the parties. The Program Fee for the
initial year of Support under this Program Module is ***** for the single
Supported Technology indicated above.

|7.0 | Additional Supported Products
|--- | -----------------------------

The
term of Support for any additional Supported Products and Technologies hereunder will be
coterminous with the term of the Agreement. Fees due for such Support will be prorated on
a twelve (12) month basis. The commencement date of additional Support will be the date
the parties execute an additional Program Module for such additional Supported Products
and Technologies

|                       |  |                       |  |        |  |                              
|---------------------- |  | --------------------- |  | ------ |  | -----------------------------
|Sun Microsystems, Inc. |  | Customer:             | 
|                      
|By:                    |  | /s/ Richard M. Larsen |  | By:    |  | /s/ Edward M. Shelton        
|                       |  |                       |  |        |  |                              
|                      
|Name:                  |  | LARSEN                |  | Name:  |  | Edward M. Shelton            
|                       |  |                       |  |        |  |                              
|                       |  | (printed or typed)    |  |        |  | (printed or typed)           
|                      
|Title:                 |  | DIRECTOR              |  | Title: |  | Sr. V.P. Business Development
|                       |  |                       |  |        |  |                              
|                      
|Date:                  |  | 6/15/00               |  | Date:  |  | 6/3/2000                     
|                       |  |                       |  |        |  |                              

|***** | Confidential treatment has been requested for the redacted portions. The confidential
redacted portions have been filed separately with the Securities and Exchange Commission.
|----- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

10

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