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                                                                   EXHIBIT 10.40

                                             49,944 Square Feet
                                             5923 Peachtree Industrial Boulevard
                                             Norcross, Georgia  30092


                                 LEASE AGREEMENT

         THIS LEASE AGREEMENT, made and entered into by and between PEACHTREE
CROSSINGS BUSINESS PARK ASSOCIATES hereinafter referred to as "Landlord" and
HAYES MICROCOMPUTER PRODUCTS, INC., a Georgia corporation, hereinafter referred
to as "Tenant."

                                   WITNESETH

         1.       Premises and Term. In consideration of the obligation of
Tenant to pay rent as herein provided, and in consideration of the other terms,
provisions and covenants hereof, Landlord hereby demises and leases to Tenant,
and Tenant hereby accepts and leases from landlord certain premises situated
within the County of Gwinnett, State of Georgia, more particularly described on
Exhibit "A" attached hereto and incorporated herein by reference, together with
all rights, privileges, easements, appurtenances, and immunities belonging to or
in any way pertaining to the premises and together with the buildings and other
improvements situated or to be situated upon said premises (said real property,
building and improvements being hereinafter referred to as the "premises.")

         TO HAVE AND TO HOLD the same for a term commencing on the "commencement
date," as hereinafter defined, and ending on the last day of the month that is
sixty (60) months after the commencement date.

         A.       The "commencement date" shall be January 1, 1991, and ending
December 31, 1995. Tenant acknowledges that it has inspected and accepts the
premises, and specifically the buildings and improvements comprising the same,
in their present condition, as suitable for the purpose for which the premises
are leased. Taking of possession by Tenant shall be deemed conclusively to
establish that said buildings and other improvements are in good and
satisfactory condition as of when possession was taken. Tenant further
acknowledges that no representations as to the repair of the premises, nor
promises to alter, remodel or improve the premises have been made by Landlord,
unless such are expressly set forth in this lease. If this lease is executed
before the premises become vacant or otherwise available and ready for
occupancy, or if any present tenant or occupant of the premises holds ver, the
Landlord cannot acquire possession of the premises prior to said "commencement
date." Landlord shall not be deemed to be in default hereunder, and Tenant
agrees to accept possession of the premises at such time as Landlord is able to
tender the same, which date shall thenceforth be deemed the "commencement date,"
and Landlord hereby waives payment of rent covering any period prior to the
tendering of possession to Tenant hereunder. After the commencement date the
Tenant shall, upon demand, execute and deliver to Landlord a letter of
acceptance of delivery of the premises.


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         B.       Omitted.

         2.       Base Rent and Security Deposit.  See Additional Provision #29.

         A.       Omitted.

         B.       In addition, Tenant has deposited with Landlord the sum of
TWENTY-SIX THOUSAND THIRTEEN AND NO/100 DOLLARS ($26,013.00), which sum shall be
held by Landlord, without obligation for interest, as security for the
performance of Tenant's covenants and obligations under this lease, it being
expressly understood and agreed that such deposit is not an advance rental
deposit or a measure of Landlord's damages in case of Tenant's default. Upon the
occurrence of any event of default by Tenant, Landlord may, from time to time,
without prejudice to any other remedy provided herein or provided by law, use
such fund to the extent necessary to make good any arrears of rent or other
payments due Landlord hereunder, and any other damage, injury, expense or
liability caused by such event of default, and Tenant shall pay to Landlord on
demand the amount so applied in order to restore the security deposit to its
original amount. Although the security deposit shall be deemed the property of
Landlord, any remaining balance of such deposit shall be returned by Landlord to
Tenant at such time after termination of this lease that all of Tenant's
obligations under this lease have been fulfilled.

         3.       Use. The demised premises shall be used only for the purpose
of general office, receiving, storing, manufacturing, repairing, shipping and
selling (other than retail) products, materials and merchandise made and or
distributed by Tenant and for such other lawful purposes as may be incidental
thereto, and subject to any building or building complex rules and regulations
which shall not impair Tenant's use of the premises. Outside storage, including
without limitation, trucks and other vehicles, is prohibited without Landlord's
prior written consent. Tenant shall at its own cost and expense obtain any and
all licenses and permits necessary for any such use. Tenant shall comply with
all governmental laws, ordinances and regulations applicable to the use of the
premises, and shall promptly comply with all governmental orders and directives
for the correction, prevention and abatement of nuisances in or upon, or
connected with the premises, all at Tenant's sole expense. Tenant shall not
permit any objectionable or unpleasant odors, smoke, dust, gas, noise or
vibrations to emanate from the premises, nor take any other action which would
constitute a nuisance or would disturb or endanger any other tenants of the
building in which their premises are situated or unreasonably interfere with
their use of their respective premises. Without Landlord's prior written
consent, Tenant shall not receive, store or otherwise handle any product,
material or merchandise which is explosive or highly flammable. Tenant will not
permit the premises to be used for any purpose or in any manner, including,
without limitation, any method of storage which would render the insurance
thereon void or the insurance risk more hazardous or cause the State Board of
insurance or other insurance authority to disallow any sprinkler credits. If any
increase in the fire and extended coverage insurance premiums paid by Landlord
or other tenants for the building in which Tenant occupies space is caused by
Tenant's use and occupancy of the premises, or if Tenant vacates the premises
and causes an increase in such premiums, then Tenant shall pay as additional
rental the amount of such increase to Landlord.


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         Tenant agrees that the point pressure resulting from Tenant's racking
system, inventory, forklifts and equipment pertaining to Tenant's use of the
premises shall not exceed allowable design floor loading for floor slabs on
grade. Tenant shall hold harmless Landlord from any loss, liability, and
expenses, both real and alleged, arising out of such damage or repair caused by
Tenant's negligence or failure to comply with this paragraph.

         4.       Taxes.

         A.       Landlord agrees to pay before they become delinquent all
taxes, assessments and governmental charges of any kind and nature whatsoever
thereinafter collectively referred to as "taxes" lawfully levied or assessed
against the building and the grounds, parking areas, driveways and alleys around
the building; provided, however, that the maximum amount of taxes to be paid by
Landlord hereunder during any one real estate tax year shall be ZERO AND NO/100
DOLLARS ($0.00). If in any real estate tax year during the term hereof or any
renewal or extension the taxes levied or assessed against the building and the
grounds, parking areas, driveways and alleys around the building during such tax
year shall exceed the sum set forth in the preceding sentence, Tenant shall pay
to Landlord as additional rental, upon demand, the amount of such excess. In the
event any such amount is not paid within twenty (20) days after the date of
Landlord's invoice to Tenant, the unpaid amount shall bear interest at the rate
of twenty (20%) percent per annum from the date of such invoice until payment by
Tenant. In the event the premises constitute a portion of a multiple occupancy
building, Tenant agrees to pay to Landlord as additional rental, upon demand,
the amount of Tenant's "proportionate share" (as defined in subparagraph 27B) of
the excess taxes referred to in this subparagraph above.

         B.       If at any time during the term of this lease, the present
method of taxation shall be changed so that in lieu of the whole or any part of
any taxes, assessments, or governmental charges levied, assessed or imposed on
real estate and the improvements thereon, there shall be levied, assessed or
imposed on Landlord a capital levy or other tax directly on the rents received
therefrom and/or a franchise tax, assessment, levy or charge measured by or
based, in whole or in part, upon such rents for the present or any future
building or buildings on the premises, then all such taxes, assessments, levies
or charges, or the part thereof so measured or based shall be deemed to be
included within the term "taxes" for the purposes hereof.

         C.       The Landlord shall have the right to engage a tax consulting
firm to attempt to assure a fair tax burden for the building and grounds within
the applicable taxing jurisdiction. Tenant shall pay to Landlord upon demand,
from time to time, as additional rent, the amount of Tenant's proportionate
share of the cost of such service.

         D.       Any payment to be made pursuant to this Paragraph 4 with
respect to the real estate tax year in which this lease commences or terminates
shall be prorated.

         5.       Landlord's Repairs and Obligations. Landlord shall at his
expense maintain only the roof, foundation and the structural soundness of the
exterior walls of the building in good repair, reasonable wear and tear
excepted. Tenant shall repair and pay for any damage caused by the

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negligence of Tenant, or Tenant's employees, agents or invitees, or caused by
Tenant's default hereunder. The term "walls' as used herein shall not include
windows, glass or plate glass, doors, store fronts or office entries. Tenant
shall immediately give Landlord written notice of defect or need for repairs,
after which Landlord shall have reasonable opportunity to repair same or cure
such defect. Landlord's liability with respect to any defects, repairs or
maintenance for which Landlord is responsible under any of the provisions of
this lease shall be limited to the cost of such repairs or maintenance or the
curing of such defect.

         6.       Tenant's Repairs and Obligations.

         A.       Tenant shall at its own cost and expense keep and maintain all
parts of the premises (except those for which Landlord is expressly responsible
under the terms of this lease) in good condition, promptly making all necessary
repairs, repainting, and replacements, including but not limited to, windows,
glass and plate glass, doors, any office entries, interior walls and finish
work, floors and floor covering, downspouts, gutters, heating and air
conditioning systems, dock boards, truck doors, dock bumpers, paving, plumbing
work and fixtures, termites and pest extermination, regular removal of trash and
debris, grounds maintenance, common sewage line plumbing, common exterior
lighting (if applicable), common dumpster removal (if applicable) and other
obligations of the building, including, but not limited to, keeping the parking
areas, driveways, alleys and the whole of the premises in a clean and sanitary
condition. Tenant shall not be obligated to repair any damage caused by fire,
tornado or other casualty covered by the insurance to be maintained by Landlord
pursuant to subparagraph 12A below, except that Tenant shall be obligated to
repair all wind damage to glass except with respect to tornado or hurricane
damage.

         B.       The cost of maintenance and repair of any common party walls
(any wall, divider, partition or any other structure separating the premises
from any adjacent premises) shall be shared equally by Tenant and the tenant or
tenants occupying adjacent premises. Tenant shall not damage any demising wall
or disturb the integrity and support provided by any demising wall and shall, at
its sole cost and expense, promptly repair any damage or injury to any demising
wall caused by Tenant or its employees, agents or invitees.

         C.       In the event the premises constitute a portion of a multiple
occupancy building, Tenant and its employees, customers and licensees shall have
the exclusive right to use the parking areas, if any, as may be designated by
Landlord in writing, subject to such reasonable rules and regulations as
Landlord may from time to time prescribe and subject to rights of ingress and
egress of other tenants. Landlord shall not be responsible for enforcing
Tenant's exclusive parking rights against any third parties. Parking spaces have
been provided in accordance with applicable local building codes and anticipated
needs of tenants. Tenant agrees not to use more than its proportionate share as
so provided.

         D.       Landlord reserves the right to perform and provide all of
Tenant's repairs and obligations under subparagraph 6A above, and Tenant shall,
in lieu of the obligations set forth under subparagraph 6A above with respect to
such items, pay monthly as additional rent due under Paragraph 2A for its
proportionate share of the cost and expense, including overhead, for those

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items; provided, however, that Landlord shall have the right to require Tenant
to pay such other reasonable proportions of said repairs and obligations as may
be determined by Landlord in its sole discretion; and further provided that if
Tenant or any other particular tenant of the building can be clearly identified
as being responsible for obstructions or stoppage of the common sanitary sewage
line, then Tenant, if Tenant is responsible, shall pay the entire cost thereof,
upon demand, as additional rent.

         E.       Omitted.

         F.       Tenant shall, at its own cost and expense, enter into a
regularly scheduled preventive maintenance/service contract with a maintenance
contractor and the contract must be approved by Landlord. The service contract
must include all services suggested by the equipment manufacturer within the
operation/maintenance manual and must become effective (and a copy thereof
delivered to Landlord) within thirty (30) days of the date Tenant takes
possession of the premises.

         7.       Alterations. Tenant shall not make any alterations, additions
or improvements to the premises (including, but not limited to, roof and wall
penetrations) without the prior written consent of Landlord. Such consent will
not be denied provided the improvements are building standard office/warehouse
finishes. In the event Landlord consents to the making of any such alterations,
additions or improvements by Tenant, the same shall be made by Tenant, at
Tenant's sole cost and expense, in accordance with all applicable laws,
ordinances and regulations, and all requirements of Landlord's and Tenant's
insurance policies and only in accordance with plans and specifications approved
by Landlord; and any contractor or person selected by Tenant to make the same
and all subcontractors must first be approved in writing by Landlord. Tenant
may, without the consent of Landlord, but at its own cost and expense and in a
good workmanlike manner erect such shelves, bins, machinery and trade fixtures
as it may deem advisable, without altering the basic character of the building
or improvements and without overloading or damaging such building or
improvements, and in each case complying with all applicable governmental laws,
ordinances, regulations and other requirements. All alterations, additions,
improvements and partitions erected by Tenant shall be and remain the property
of Tenant during the term of this lease and Tenant shall, unless Landlord
otherwise elects as hereinafter provided, remove all alterations, additions,
improvements and partitions erected by Tenant and restore the premises to their
original condition by the date of termination of this lease or upon earlier
vacating of the premises; provided, however, that if Landlord so elects prior to
termination of this lease or upon earlier vacating of the premises, such
alterations, additions, improvements and partitions shall become the property of
Landlord as of the date of termination of this lease or upon earlier vacating of
the premises and shall be delivered up to the Landlord with the premises. All
shelves, bins, machinery and trade fixtures installed by Tenant may be removed
by Tenant prior to the termination of this lease if Tenant so elects, and shall
be removed by the date of termination of this lease or upon earlier vacating of
the premises if required by Landlord; upon any such removal Tenant shall restore
the premises to their original condition with consideration for normal wear and
tear. All such removals and restoration shall be accomplished in a good
workmanlike manner so as not to damage the primary structure or structural
qualities of the building and other improvements situated on the premises.


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         8.       Signs. Tenant agrees to conform to Landlord's signage program
for the building; however, all costs and expense of the sign, sign installation,
removal and repair shall be paid by Tenant. Tenant shall only have the right to
install standard signs upon the premises where first approved in writing by
Landlord and subject to any applicable governmental laws, ordinances,
regulations and other requirements. Tenant shall remove all signs prior to the
termination of this lease. Such installations and removals shall be made in such
a manner as to avoid injury or defacement of the building and other
improvements, and Tenant shall repair any injury or defacement, including,
without limitation, discoloration caused by installation and/or removal.

         9.       Inspection and Right of Entry. Landlord and Landlord's agents
and representatives shall have the right to enter the premises at any time in
the event of an emergency and to enter and inspect the premises at any
reasonable time during business hours, for the purpose of ascertaining the
condition of the premises in order to make such repairs as may be required or
permitted to be made by Landlord under the terms of this lease. During the
period that is six (6) months prior to the end of the term hereof, Landlord and
Landlord's agents and representatives shall have the right to enter the premises
at any reasonable time during business hours for the purpose of showing the
premises and shall have the right to erect on the premises a suitable sign
indicating the premises are available. Tenant shall arrange to meet with
Landlord for a joint inspection of the premises prior to vacating. In the event
of Tenant's failure to arrange such joint inspection, Landlord's inspection at
or after Tenant's vacating the premises shall be conclusively deemed correct for
purposes of determining Tenant's responsibility for repairs and restoration.

         10.      Utilities. Landlord agrees to provide at its cost water,
electricity and gas (when applicable) service connections into the premises; but
Tenant shall pay for all water, gas, heat, light, power, telephone, sewer,
sprinkler charges and other utilities and services used on or from the premises,
together with any taxes, penalties, surcharges or the like pertaining thereto
and any maintenance charges for utilities and shall furnish all electric light
bulbs and tubes. If any such services are not separately metered to Tenant,
Tenant shall pay a reasonable proportion as determined by Landlord of all
charges jointly metered with other premises, provided, however, Landlord shall
have the right to require Tenant to pay such other reasonable proportion of said
jointly metered charges as may be determined by Landlord in its sole discretion.
Landlord shall in no event by liable for any interruption or failure of utility
services on the premises.

         11.      Assignment and Subletting.

         A.       Tenant shall not have the right to assign, sublet, transfer or
encumber this lease, or any interest therein, without the prior written consent
of Landlord. Any attempted assignment, subletting, transfer or encumbrance by
Tenant in violation of the terms and covenants of this Paragraph shall be void.
All cash or other proceeds of any assignment, such proceeds as exceed the
rentals called for hereunder in the case of a subletting and all cash or other
proceeds of any other transfer of Tenant's interest in this lease shall be paid
to Landlord, whether such assignment, subletting or other transfer is consented
to by Landlord or not, unless Landlord agrees to the contrary in writing, and
Tenant hereby assigns all rights it might have or ever acquire in any such
proceeds to Landlord. Any assignment, subletting or other transfer of Tenant's
interest in this lease shall be

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for an amount equal to the then fair market value of such interest. These
covenants shall run with the land and shall bind Tenant and Tenant's heirs,
executors, administrators, personal representatives, representatives in any
bankruptcy proceeding, successors and assigns. any assignee, sublessee or
transferee of Tenant's interest in this lease (all such assignees, sublessees
and transferees being hereinafter referred to as "successors"), by assuming
Tenant's obligations hereunder shall assume liability to Landlord for all
amounts paid to persons other than Landlord by such successors in contravention
of this Paragraph. No assignments, subletting or other transfer, whether
consented to by Landlord or not, shall relieve Tenant of its liability
hereunder. Upon the occurrence of an "event of default" as hereinafter defined,
if the premises or any part thereof are then assigned or sublet, Landlord, in
addition to any other remedies herein provided, or provided by law, may at its
option collect directly form such assignee or subtenant all rents becoming due
to Tenant under such assignment or sublease and apply such rent against any sums
due to Landlord from Tenant hereunder, and no such collection shall be construed
to constitute a novation or a release of Tenant from the further performance of
Tenant's obligations hereunder.

         B.       If this lease is assigned to any person or entity pursuant to
the provisions of the Bankruptcy Code 11 U.S.C. ss. 101, et seq. (the
"Bankruptcy Code"), any and all monies or other considerations payable or
otherwise to be delivered in connection with such assignment shall be paid or
delivered to Landlord, shall be and remain the exclusive property of Landlord
and shall not constitute property of Tenant or of the estate of Tenant within
the meaning of the Bankruptcy Code. Any and all monies or other considerations
constituting Landlord's property under the preceding sentence not paid or
delivered to Landlord shall be held in trust for the benefit of the Landlord and
promptly paid or delivered to Landlord.

         C.       Any person or entity to which this lease is assigned pursuant
to the provisions of the Bankruptcy Code, shall be deemed, without further act
or deed, to have assumed all of the obligations arising under this lease on and
after the date of such assignment. Any such assignee shall upon demand execute
and deliver to Landlord an instrument confirming such assumption.

         12.      Fire and Casualty Damage.

         A.       Landlord agrees to maintain insurance covering the building of
which the premises are a part (including building standard office/warehouse
finishes which are constructed by Tenant) in an amount not less than eighty
percent (80%) (or such greater percentage as may be necessary to comply with the
provisions of any co-insurance clauses of the policy) of the replacement costs
thereof, insuring against the perils of Fire, Lightning, Extended Coverage,
Vandalism and Malicious Mischief, extended by Special Extended Coverage
Endorsement to insure against all other regulatory authority for the state in
which the premises are situated for use by insurance companies admitted in such
state for the writing of such insurance on risks located within such state.
Subject to the provisions of subparagraphs 12C, 12D and 12E below, such
insurance shall be for the sole benefit of Landlord and under its sole control.
If, during the second calendar year after the commencement date of this lease,
or during any subsequent calendar year of the primary term or any renewal or
extension, Landlord's cost of maintaining such insurance shall exceed Landlord's
cost of maintaining such insurance for the first calendar year or the term
hereof, Tenant agrees to pay to Landlord, as

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additional rental, the amount of such excess not to exceed $3,996.00 per year
(or in the event the premises constitute a portion of a multiple occupancy
building, Tenant's full proportionate share of such excess). The first calendar
year shall be the year in which the lease commences. Said payments shall be made
to Landlord within ten (10) days after presentation to Tenant of Landlord's
statement setting forth the amount due. Any payment to be made pursuant to this
subparagraph A with respect to the year in which this lease commences or
terminates shall bear the same ratio to the payment which would be required to
be made for the full year as the part of such year covered by the term of this
lease bears to a full year.

         B.       If the buildings situated upon the premises should be damaged
or destroyed by fire, tornado or other casualty, Tenant shall give immediate
written notice thereof to Landlord.

         C.       If the buildings situated upon the premises should be totally
destroyed by fire, tornado or other casualty, or if they should be so damaged
thereby that rebuilding or repairs cannot in Landlord's reasonable estimation be
completed within one hundred twenty (120) days after the date upon which
Landlord is notified by Tenant of such damage, this lease shall terminate and
the rent shall be abated during the unexpired portion of this lease, effective
upon the date of the occurrence of such damage.

         D.       If the buildings situated upon the premises should be damaged
by any peril covered by the insurance to be provided by Landlord under
subparagraph 12A above, but only to such extent that rebuilding or repairs can
in Landlord's reasonable estimation be completed within one hundred twenty (120)
days after the date upon which Landlord is notified by Tenant of such damage,
this lease shall not terminate, and Landlord shall at its sole cost and expense
thereupon proceed with reasonable diligence to rebuild and repair such buildings
to substantially the condition in which they existed prior to such damage,
except that Landlord shall not be required to rebuild, repair or replace any
part of the partitions, fixtures, additions and other improvements which may
have been placed in, on or about the premises by Tenant and except that Landlord
may elect not to rebuild if such damage occurs during the last year of the term
of the lease exclusive of any option which is unexercised at the time of such
damage. If the premises are untenantable in whole or in part following such
damage, the rent payable hereunder during the period in which they are
untenantable shall be reduced to such extent as may be fair and reasonable under
all of the circumstances. In the event that Landlord should fail to complete
such repairs and rebuilding within one hundred twenty (120) days after the date
upon which Landlord is notified by Tenant of such damage, Tenant may at its
option terminate this lease by delivering written notice of termination to
Landlord as Tenant's exclusive remedy, whereupon all rights and obligations
hereunder shall cease and terminate.

         E.       Notwithstanding anything herein to the contrary, in the event
the holder of any indebtedness secured by a mortgage or deed of trust covering
the premises requires that the insurance proceeds be applied to such
indebtedness, then Landlord shall have the right to terminate this lease by
delivering written notice of termination to Tenant within fifteen (15) days
after such requirement is made by any such holder, whereupon all rights and
obligations hereunder shall cease and terminate.


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         F.       Each of Landlord and Tenant hereby releases the other from any
loss or damage to property caused by fire or any other perils insured in
policies of insurance covering such property, even if such loss or damage shall
have been caused by the fault or negligence of the other party, or anyone for
whom such other party may be responsible. Each of the Landlord and Tenant agrees
that it will request its insurance carriers to include in its policies such a
clause or endorsement. If extra cost shall be charged therefore, each party
shall advise the other thereof and of the amount of the extra cost, and the
other party, at its election, may pay the same, but it shall not be obligated to
do so.

         13.      Liability. Landlord shall not be liable to Tenant or Tenant's
employees, agents, patrons or visitors, or to any other person whomsoever, for
any injury to person or damage to property on or about the premises, resulting
from and or caused in part or whole by the negligence or misconduct of Tenant,
its agents, servants or employee or any other person entering upon the premises,
or caused by the buildings and improvements located on the premises becoming out
of repair, or caused by leakage of gas, oil, water or steam or by electricity
emanating from the premises, or due to any cause whatsoever, and Tenant hereby
covenants and agrees that it will at all times indemnify and hold safe and
harmless the property, the Landlord (including without limitation the trustee
and beneficiaries if Landlord is a trust). landlord's agents and employees from
any loss, liability, claims, suits, costs, expenses, including without
limitation attorney's fees and damages, both real and alleged, arising out of
any such damage or injury, except injury to persons or damage to property the
cause of which is the negligence of Landlord or the failure of Landlord to
repair any part of the premises which Landlord is obligated to repair and
maintain hereunder within a reasonable time after the receipt of written notice
from Tenant of needed repairs. Tenant shall procure and maintain throughout the
term of this lease a policy or policies of insurance, at its sole cost and
expense, insuring both Landlord and Tenant against all claims, demands or
actions arising out of or in connection with: (i) the premises; (ii) the
condition of the premises; (iii) Tenant operations in and maintenance and use of
the premises; and (iv) Tenant's liability assumed under this lease, the limits
of such policy or policies to be in the amount of not less than $1,000,000.00
per occurrence in respect to injury to persons (including death), and in the
amount of not less than $100,000 per occurrence in respect to property damage or
destruction, including loss of use thereof. All such policies shall be procured
by Tenant from responsible insurance companies satisfactory to Landlord.
Certificates evidencing such policies, together with receipt evidencing payment
of premiums therefor, shall be delivered to Landlord prior to the commencement
date of this lease. Not less than fifteen (15) days prior to the expiration date
of any such policies, certificates evidencing the renewals thereof (bearing
notations evidencing the payment of renewal premiums) shall be delivered to
Landlord. Such policies shall further provide that not less than thirty (30)
days written notice shall be given to Landlord before such policy may be
cancelled or changed to reduce insurance provided thereby.

         14.      Condemnation.

         A.       If the whole or any substantial part of the premises should be
taken for any public or quasi-public use under governmental law, ordinance or
regulation, or by right of eminent domain, or by private purchase in lieu
thereof and the taking would prevent or materially interfere with the

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use of the premises for the purposes for which they are being used, this lease
shall terminate and the rent shall be abated during the unexpired portion of
this lease, effective when the physical taking of said premises shall occur.

         B.       If part of the premises shall be taken for any public or
quasi-public use under any governmental law, ordinance or regulation, or by
right of eminent domain, or by private purchase in lieu thereof, and this lease
is not terminated as provided in the subparagraph above, this lease shall not
terminate but the rent payable hereunder during the unexpired portion of this
lease shall be reduced to such extent as may be fair and reasonable under all of
the circumstances.

         C.       All compensation awarded for any taking (or the proceeds of
private sale in lieu thereof) of the premises, buildings or other improvements,
or any part thereof, shall be the property of Landlord and Tenant hereby assigns
its interest in any such award to Landlord; provided, however, Landlord shall
have no interest in any award made to Tenant for loss of business or for the
taking of Tenant's fixtures and improvements if a separate award for such items
is made to Tenant.

         15.      Holding Over. Tenant will, at the termination of this lease by
lapse of time or otherwise, yield up immediate possession to Landlord with all
repairs and maintenance required herein to be performed by Tenant completed. If
Landlord agrees in writing that Tenant may hold over after the expiration or
termination of this lease, unless the parties hereto otherwise agree in writing
on the terms of such holding over, the hold over tenancy shall be subject to
termination by Landlord at any time upon not less than five (5) days advance
written notice, or by Tenant at any time upon not less than thirty (30) days
advance written notice, and all of the other terms and provisions of this lease
shall be applicable during that period, except that Tenant shall pay Landlord
from time to time upon demand, as rental for the period of any hold over, an
amount equal to double the rent in effect on the termination date, computed on a
daily basis for each day of the hold over period. No holding over by Tenant,
whether with or without consent of Landlord, shall operate to extend this lease
except as otherwise expressly provided. The preceding provisions of this
paragraph 15 shall not be construed as consent for Tenant to hold over.

         16.      Quiet Enjoyment. Landlord covenants that it now has good title
to the premises, free and clear of all liens and encumbrances, excepting only
the lien for current taxes not yet due, such mortgage or mortgages as are
permitted by the terms of this lease, zoning ordinances and other building and
fire ordinances and governmental regulations relating to the use of such
property, and easements, restrictions and other conditions of record. Landlord
represents and warrants that it has full right and authority to enter into this
lease and that Tenant, upon paying the rental herein set forth and performing
its other covenants and agreements herein set forth, shall peaceably and quietly
have, hold and enjoy the premises for the term hereof without hindrance or
molestation from Landlord, subject to the terms and provisions of this lease.

         17.      Events of Default. The following events shall be deemed to be
events of default by Tenant under this lease:


                                     - 10 -

<PAGE>   11



         A.       Tenant shall fail to pay any installment of the rent herein
reserved when due, or any other payment or reimbursement to Landlord required
herein when due, and such failure shall continue for a period of ten (10) days
from the date such payment was due.

         B.       Tenant or any guarantor of Tenant's obligations hereunder
shall generally not pay its debts as they become due or shall admit in writing
its inability to pay its debts or shall make a general assignment for the
benefit of creditors, or Tenant or any such guarantor shall commence any case,
proceeding or other action seeking to have an order for relief entered on its
behalf as a debtor or to adjudicate it as bankrupt or insolvent, or seeking
reorganization, arrangement, adjustment, liquidation, dissolution, or
composition of it or its debts under any law relating to bankruptcy, insolvency,
reorganization or relief of debtors or seeking appointment of a receiver,
trustee, custodian or other similar official for it or for all or of any
substantial part of its property, or Tenant or any such guarantor shall take any
action to authorize or in contemplation of any of the actions set forth above in
this paragraph, or

         C.       Any case, proceeding or other action against Tenant or any
guarantor of Tenant's obligations hereunder shall be commenced seeking to have
an order for relief entered against it as debtor or to adjudicate it as bankrupt
or insolvent, or seeking reorganization, arrangement, adjustment, liquidation,
dissolution or composition of it or its debts under any law relating to
bankruptcy, insolvency, reorganization or relief of debtors, or seeking
appointment of a receiver, trustee, custodian or other similar official for it
or for all or any substantial part of its property.

         D.       A receiver to trustee shall be appointed for all or
substantially all of the assets of Tenant.

         E.       Tenant shall desert or vacate any substantial portion of the
premises.

         F.       Tenant shall fail to discharge any lien placed upon the
premises in violation of Paragraph 22 hereof within twenty (20) days after any
such lien or encumbrance is filed against the premises.

         G.       Tenant shall fail to comply with any term, provision or
covenant of this lease (other than the foregoing in this Paragraph 17), and
shall not cure or commence to cure and diligently pursue to completion such
failure within twenty (20) days after written notice thereof to Tenant.

         H.       Tenant shall fail to continuously operate its business at the
premises for the permitted use set forth in Paragraph 3 whether or not Tenant is
in default of the rental payments due under this lease.

         18.      Remedies.

         A.       Upon the occurrence of any of such events of default described
in Paragraph 17 hereof, Landlord shall have the option to pursue any one or more
of the following remedies without any notice or demand whatsoever:

                                     - 11 -

<PAGE>   12



                  (1)      Terminate this lease, in which event Tenant shall
                           immediately surrender the premises to Landlord, and
                           if Tenant fails so to do, Landlord may, without
                           prejudice to any other remedy which it may have for
                           possession or arrearage in rent, enter upon and take
                           possession of the premises and expel or remove Tenant
                           and any other person who may be occupying such
                           premises or any part thereof, by force it necessary,
                           without being liable for prosecution or any claim of
                           damage therefore.

                  (2)      Enter upon and take possession of the premises and
                           expel or remove Tenant and any other person who may
                           be occupying such premises or any part thereof, by
                           force if necessary, without being liable for
                           prosecution or any claim for damages therefore.

                  (3)      Enter upon the Premises, by force if necessary,
                           without being liable for prosecution or any claim for
                           damages therefore, and do whatever Tenant is
                           obligated to do under the terms of this lease; and
                           Tenant agrees to reimburse Landlord on demand for any
                           expenses which Landlord may incur in thus effecting
                           the compliance with Tenant's obligations under this
                           Lease, and Tenant further agrees that Landlord shall
                           not be liable for any damages resulting to the Tenant
                           from such action, whether caused by the negligence of
                           Landlord or otherwise.

                  (4)      Alter all locks and other security devices at the
                           premises without terminating this lease.

         B.       In the event Landlord may elect to regain possession of the
premises by a forcible detainer proceeding, Tenant hereby specifically waives
any statutory notice which may be required prior to such proceeding, and agrees
that Landlord's execution of this lease is, in part, consideration of this
waiver.

         C.       In the event Tenant fails to pay any installment of rent
hereunder as and when such installment is due, to help defray the additional
cost to Landlord for processing such late payments Tenant shall pay to Landlord
on demand a late charge in an amount equal to five (5%) percent of such
installment; and the failure to pay such amount within five (5) days after
demand therefore shall be an event of default hereunder. The provision for such
late charge shall be in addition to all of Landlord's other rights and remedies
hereunder or at law and shall not be construed as liquidated damages or as
limiting Landlord's remedies in any manner.

         D.       In the event Tenant's check, given to Landlord in payment, is
returned by the bank for non-payment, Tenant agrees to pay all expenses incurred
by Landlord as a result thereof.

         E.       Exercise by Landlord of any one or more remedies hereunder
granted or otherwise available shall not be deemed to be an acceptance or
surrender of the premises by Tenant, whether by agreement or by operation of
law, it being understood that such surrender can be effected only


                                     - 12 -

<PAGE>   13



by the written agreement of Landlord and Tenant. No such alteration of locks or
other security devices and no removal or other exercise of dominion by Landlord
over the property of Tenant or others at the premises shall be deemed
unauthorized or constitute a conversion, Tenant hereby consenting, after any
event of default, to the aforesaid exercise of dominion over Tenant's property
within the premises. All claims for damages by reason of such re-entry and/or
repossession and/or alteration of locks or other security devices are hereby
waived, as are all claims for damages by reason of any distress warrant,
forcible detainer proceedings, sequestration proceedings or other legal process.
Tenant agrees that any re-entry by Landlord may be pursuant to judgment obtained
in forcible detainer proceedings or other legal proceedings or without the
necessity for any legal proceedings, as Landlord may elect, and Landlord shall
not be liable for trespass or otherwise.

         F.       Omitted.

         G.       In the event that Landlord elects to repossess the premises
without terminating the lease, or in the event Landlord elects to terminate the
lease, then Tenant, at Landlord's option, shall be liable for and shall pay to
Landlord, at the address specified for notice to Landlord herein, all rental and
other indebtedness accrued to the date of such repossession, plus rental
required to be paid by Tenant to Landlord during the remainder of the lease term
until the date of expiration of the term as stated in Paragraph 1 diminished by
any net sums thereafter received by Landlord through reletting the premises
during said period (after deducting expenses incurred by Landlord as provided in
subparagraph 18H below). In no event shall Tenant be entitled to any excess of
any rental obtained by reletting over and above the rental herein reserved.
Actions to collect amounts due by Tenant to Landlord under this subparagraph may
be brought from time to time, on one or more occasions, without the necessity of
Landlord's waiting until expiration of the lease term.

         H.       In case of any event of default or breach by Tenant, or
threatened or anticipatory breach or default, Tenant shall also be liable for
and shall pay to Landlord, at the address specified for notice to Landlord
herein, in addition to any sum provided to be paid above, brokers' fees incurred
by Landlord in connection with reletting the whole or any part of the premises;
the costs of removing and storing Tenant's or other occupant's property; the
costs of repairing, altering, remodeling or otherwise putting the premises into
condition acceptable to a new tenant or tenants, and all reasonable expenses
incurred by Landlord in enforcing or defending Landlord's rights and/or remedies
including reasonable attorney's fees.

         I.       In the event of termination or repossession of the premises
for an event of default, Landlord shall not have any obligation to relet or to
attempt to relet the premises, or any portion thereof; and in the event of
reletting, Landlord may relet the whole or any portion of the premises for any
period to any tenant and for any use and purpose.

         J.       If Tenant should fail to make any payment or cure any default
hereunder within the time herein permitted, Landlord, without being under any
obligation to do so and without thereby waiving such default, may make such
payment and/or remedy such other default for the account of Tenant (and enter
the premises for such purpose), and thereupon Tenant shall be obligated to, and

                                     - 13 -

<PAGE>   14



hereby agrees, to pay Landlord upon demand, all costs, expenses and
disbursements (including reasonable attorney's fees) incurred by Landlord in
taking such remedial action.

         K.       In the event that Landlord shall have taken possession of the
premises pursuant to the authority herein granted then Landlord shall have the
right to keep in place and use all of the furniture, fixtures and equipment at
the premises, including that which is owned by or leased to Tenant at all times
prior to any foreclosure thereon by Landlord or repossession thereof by any
lessor thereof or third party having a lien thereon. Landlord shall also have
the right to remove from the premises (without the necessity of obtaining a
distress warrant, writ of sequestration or other legal process) all or any
portion of such furniture, fixtures, equipment and other property located
thereon and to place same in storage at any premises within the County in which
the premises is located; and in such event, Tenant shall be liable to Landlord
for costs incurred by Landlord in connection with such removal and storage.
Landlord shall also have the right to relinquish possession of all or any
portion of such furniture, fixtures, equipment and other property to any person
("Claimant") claiming to be entitled to possession thereof who presents to
Landlord a copy of any instrument represented to Landlord by Claimant to have
been executed by Tenant (or any predecessor Tenant) granting Claimant the right
under various circumstances to take possession of such furniture, fixtures,
equipment or other property, without the necessity on the part of Landlord to
inquire into the authenticity of said instrument's copy of Tenant's or Tenant's
predecessor's signature(s) thereon and without the necessity of Landlord making
any nature of investigation or inquiry as to the validity of the factual or
legal basis upon which Claimant purports to act; and Tenant agrees to indemnity
and hold Landlord harmless from all cost, expense, loss, damage and liability
incident to Landlord's relinquishment of possession of all or any portion of
such furniture, fixtures, equipment or other property to Claimant. The rights of
Landlord herein stated shall be in addition to any and all other rights which
Landlord has or may hereafter have at law or in equity; and Tenant stipulates
and agrees that the rights herein granted Landlord are commercially reasonable.

         L.       Notwithstanding anything in this lease to the contrary, all
amounts payable by Tenant to or on behalf of Landlord under this lease, whether
or not expressly denominated as rent, shall constitute rent for the purposes of
the Bankruptcy Code, 11 U.S.C. ss.502(b)(7).

         M.       This is a contract under which applicable law excuses Landlord
from accepting performance from or rendering performance to any person or entity
other than Tenant within the meaning of the Bankruptcy Code, 11 U.S.C.
ss.365(c), 365(e)(2).

         N.       If this Lease is assigned to any person or entity pursuant to
the provisions of the Bankruptcy Code, any and all monies or other
considerations payable or otherwise to be delivered in connection with such
assignment shall be paid or delivered to Landlord, shall be and remain the
exclusive property of Landlord and shall not constitute property of Tenant or of
the estate of Tenant within the meaning of the Bankruptcy Code. Any and all
monies or other considerations constituting Landlord's property under the
preceding sentence not paid or delivered to Landlord shall be held in trust for
the benefit of Landlord and be promptly paid or delivered to Landlord.


                                     - 14 -

<PAGE>   15



         O.       Any person or entity to which this lease is assigned pursuant
to the provisions of the Bankruptcy Code, shall be deemed, without further act
or deed, to have assumed all of the obligations arising under this Lease on and
after the date of such assignment. Any such assignee shall upon demand execute
and deliver to Landlord an instrument confirming such assumption.

         19.      Omitted.

         20.      Mortgages. Tenant accepts this lease subject and subordinate
to any mortgage(s) and/or deed(s) of trust now or at any time hereafter
constituting a lien or charge upon the premises or the improvements situated
thereon, provided however, that if the mortgagee, trustee, or holder of any such
mortgage or deed of trust elects to have Tenant's interest in this lease
superior to any such instrument, then by notice to Tenant from such mortgagee,
trustee or holder, this lease shall be deemed superior to such lien, whether
this lease was executed before or after said mortgage or deed of trust. Tenant
shall at any time hereafter on demand execute any instruments, releases or other
documents which may be required by any mortgagee for the purpose of subjecting
and subordinating this lease to the lien of any such mortgage.

         21.      Landlord's Default. In the event Landlord should become in
default in any payments due on any such mortgage described in Paragraph 20
hereof or in the payment of taxes or any other items which might become a lien
upon the premises and which Tenant is not obligated to pay under the terms and
provisions of this lease, Tenant is authorized and empowered after giving
Landlord five (5) days prior written notice of such default and Landlord's
failure to cure such default, to pay any such items for and on behalf of
Landlord, and the amount of any item so paid by Tenant for or on behalf of
Landlord, together with any interest or penalty required to be paid in
connection therewith, shall be payable on demand by Landlord to Tenant; provided
however, that Tenant shall not be authorized and empowered to make any payment
under the terms of this Paragraph 21 unless the item paid shall be superior to
Tenant's interest hereunder. In the event Tenant pays any mortgage debt in full,
in accordance with this paragraph, it shall, at its election, be entitled to the
mortgage security by assignment or subrogation.

         22.      Mechanics Liens and Other Taxes.

         A.       Tenant shall have no authority, express or implied, to create
or place any lien or encumbrance of any kind or nature whatsoever upon, or in
any manner to bind the interests of Landlord in the premises or to charge the
rentals payable hereunder for any claim in favor of any person dealing with
Tenant, including those who may furnish materials or perform labor for any
construction or repairs, and each such claim shall affect and each such lien
shall attach to, if at all, only the leasehold interest granted to Tenant by
this instrument. Tenant covenants and agrees that it will pay or cause to be
paid all sums legally due and payable by it on account of any labor performed or
materials furnished in connection with any work performed on the premises on
which any lien is or can be validly and legally asserted against its leasehold
interest in the premises or the improvements thereon and that it will save and
hold Landlord harmless from any and all loss, cost or expense based on or
arising out of asserted claims or liens against the leasehold estate or against
the right, title and interest of the Landlord in the premises or under the terms
of this lease. Tenant

                                     - 15 -

<PAGE>   16



agrees to give Landlord immediate written notice if any lien or encumbrance is
placed on the premises.

         B.       Tenant shall be liable for all taxes levied or assessed
against personal property, furniture or fixtures placed by Tenant in the
premises. If any such taxes for which Tenant is liable are levied or assessed
against Landlord or Landlord's property and if Landlord elects to pay the same
or if the assessed value of Landlord's property is increased by inclusion of
personal property, furniture or fixtures placed by Tenant in the premises, and
Landlord elects to pay the taxes based on such increase, Tenant shall pay to
Landlord upon demand that part of such taxes.

         23.      Omitted.

         24.      Certain Rights Reserved to Landlord. Landlord reserves and may
exercise the following rights without affecting Tenant's obligations hereunder:
(a) to change the name, street address, or suite numbers of the building; (b) to
install or maintain a sign or signs on the exterior of the building.

         25.      Notices. Each provision of this instrument or of any
applicable governmental laws, ordinances, regulations and other requirements
with reference to the sending, mailing or delivery of any notice or the making
of any payment by Landlord to Tenant or with reference to the sending, mailing
or delivery of any notice or the making of any payment by Tenant to Landlord
shall be deemed to be complied with when and if the following steps are taken:

         A.       All rent and other payments required to be made by Tenant to
Landlord hereunder shall be payable to Landlord at the address hereinbelow set
forth or at such other address as Landlord may specify from time to time by
written notice delivered in accordance herewith. Tenant's obligations to pay
rent and any other amounts to Landlord under the terms of this lease shall not
be deemed satisfied until such rent and other amounts have been actually
received by Landlord.

         B.       All payments required to be made by Landlord to Tenant
hereunder shall be payable to Tenant at the address hereinbelow set forth, or at
such other address within the continental United States as Tenant may specify
from time to time by written notice delivered in accordance herewith.

         C.       Any notice or document required or permitted to be delivered
hereunder shall be deemed to be delivered whether actually received or not when
deposited in the United States Mail, postage prepaid, Certified or Registered
Mail, addressed to the parties hereto at the respective addresses set out below,
or at such other address as they have theretofore specified by written notice
delivered in accordance herewith:


                                     - 16 -

<PAGE>   17



       LANDLORD:                             TENANT:

PEACHTREE CROSSINGS BUSINESS                 HAYES MICROCOMPUTER PRODUCTS,
PARK ASSOCIATES                              INC., a Georgia Corporation  
c/o Trammell Crow Company                    P. O. Box 105203             
1575 Northside Drive, N.W.                   Atlanta, Georgia  30348      
Building 100, Suite 200                      Attention:  President        
Atlanta, Georgia  30318             
                                                      
If and when included within the term "Landlord," as used in this instrument,
there are more than one person, firm or corporation, all shall jointly arrange
among themselves for their joint execution of such a notice specifying some
individual at some specific address for the receipt of notices and payments to
Landlord; if and when included within the term "Tenant," as used in this
instrument, there are more than one person, firm or corporation, all shall
jointly arrange among themselves for their joint execution of such a notice
specifying some individual at some specific address within the continental
United States for the receipt of notices and payments to Tenant. All parties
included within the terms "Landlord" and "Tenant," respectively, shall be bound
by notices given in accordance with the provisions of this paragraph to the same
effect as if each had received such notice.

         26.      Hazardous Waste. The term "Hazardous Substances," as used in
this lease shall mean pollutants, contaminants, toxic or hazardous wastes, or
any other substances, the removal of which is required or the use of which is
restricted, prohibited or penalized by any "Environmental Law," which term shall
mean any federal, state or local law or ordinance relating to pollution or
protection of the environment. Tenant hereby agrees that (i) no activity will be
conducted on the premises that will produce any Hazardous Substance, except for
such activities that are part of the ordinary course of Tenant's business
activities that are part of the ordinary course of Tenant's business (the
"Permitted Activities") provided said Permitted Activities are conducted in
accordance with all Environmental Laws and have been approved in advance in
writing by Landlord; (ii) the premises will not be used in any manner for the
storage of any Hazardous Substances except for the temporary storage of such
materials that are used in the ordinary course of Tenant's business (the
"Permitted Materials") provided such Permitted Materials are properly stored in
a manner and location meeting all Environmental Laws and approved in advance in
writing by Landlord; (iii) no portion of the premises will be used as a landfill
or a dump; (iv) Tenant will not install any underground tanks of any type; (v)
Tenant will not allow any surface or subsurface conditions to exist or come into
existence that constitute, or with the passage of time may constitute, a public
or private nuisance; (vi) Tenant will not permit any Hazardous Substances to be
brought onto the premises, except for the Permitted Materials described below,
and if so brought or found located thereon, the same shall be immediately
removed, with proper disposal, and all required cleanup procedures shall be
diligently undertaken pursuant to all Environmental Laws. If, at any time during
or after the term of the lease, the premises is found to be so contaminated or
subject to said conditions, Tenant agrees to indemnify and hold Landlord
harmless from all claims, demands, actions, liabilities, costs, expenses,
damages and obligations of any nature arising from or as a result

                                     - 17 -

<PAGE>   18



of the use of the premises by Tenant. The foregoing indemnification shall
survive the termination or expiration of this lease.

         27.      Miscellaneous.

         A.       Words of any gender used in this lease shall be held and
construed to include any other gender, and words in the singular number shall be
held to include the plural, unless the context otherwise requires.

         B.       In the event the premises constitutes a portion of a multiple
occupancy building or building complex, Tenant's "proportionate share," as used
in this lease, shall mean a fraction, the numerator of which is the space
contained in the premises and the denominator of which is the entire space
contained in the building or building complex.

         C.       The terms, provisions and covenants and conditions contained
in this lease shall apply to, inure to the benefit of, and be binding upon the
parties hereto and upon their respective heirs, legal representatives,
successors and permitted assigns, except as otherwise herein expressly provided.
Landlord shall have the right to assign any of its rights and obligations under
this lease. Each party agrees to furnish to the other, promptly upon demand, a
corporate resolution, proof of due authorization by partners, or other
appropriate documentation evidencing the due authorization of such party to
enter into this lease.

         D.       The captions inserted in this lease are for convenience only
and in no way define, limit or otherwise describe the scope or intent of this
lease, or any provision hereof, or in any way affect the interpretation of this
lease.

         E.       Tenant agrees from time to time within ten (10) days after
request of Landlord, to deliver to Landlord, or Landlord's designee a
certificate of occupancy (if applicable) to an estoppel certificate stating that
this lease is in full force and effect, the date to which rent has been paid,
the unexpired term of this lease and such other matters pertaining to this lease
as may be requested by Landlord. It is understood and agreed that Tenant's
obligation to furnish such estoppel certificates in a timely fashion is a
material inducement for Landlord's execution of this lease.

         F.       This lease may not be altered, changed or amended except by an
instrument in writing signed by both parties hereto.

         G.       All obligations of Tenant hereunder not fully performed as of
the expiration or earlier termination of the term of this lease shall survive
the expiration or earlier termination of the term hereof, including without
limitation all payment obligations with respect to taxes and insurance and all
obligations concerning the condition of the premises. Upon the expiration or
earlier termination of the term hereof, and prior to Tenant vacating the
premises, Tenant shall pay to Landlord any amount reasonably as necessary to put
the premises, including without limitation all heating and air conditioning
systems and equipment therein, in good condition and repair. Tenant shall also,
prior to vacating the premises, pay to Landlord the amount of Tenant's
obligation hereunder for real estate

                                     - 18 -

<PAGE>   19



taxes and insurance premiums for the year in which the lease expires or
terminates. All such amounts shall be used and held by Landlord for payment of
such obligations of Tenant hereunder, with Tenant being liable for any
additional costs therefore upon demand by Landlord, or with any excess to be
returned to Tenant after all such obligations have been determined and
satisfied, as the case may be. Any security deposit held by Landlord shall be
credited against the amount payable by Tenant under this Subparagraph 27G.

         H.       If any clause or provision of this lease is illegal, invalid
or unenforceable under present or future laws effective during the term of this
lease, then and in that event, it is the intention of the parties hereto that
the remainder of this lease shall not be affected thereby, and it is also the
intention of the parties to this lease that in lieu of each clause or provision
of this lease that is illegal, invalid or unenforceable, there be added as a
part of this lease contract a clause or provision as similar in terms to such
illegal, invalid or unenforceable clause or provision as may be possible and be
legal, valid and enforceable.

         I.       Because the premises are on the open market and are presently
being shown, this lease shall be treated as an offer with the premises being
subject to prior lease and such offer subject to withdrawal or non-acceptance by
Landlord or to other use of the premises without notice, and this lease shall
not be valid or binding unless and until accepted by Landlord in writing and a
fully executed copy delivered to both parties hereto.

         J.       All references in this lease to "the date hereof" or similar
references shall be deemed to refer to the last date, in point of time, on which
all parties hereto have executed this lease.

         K.       Time is of the essence of this lease and all of its
provisions. This lease in all respect shall be governed by the laws of the State
of Georgia.

         L.       No animals shall be brought into or kept in or about the
building.

         M.       Tenant agrees to comply with subdivision regulations,
protective covenants, or other restrictions of record that are applicable to the
building or building complex.

         N.       The duties and obligations of Tenant herein shall be binding
upon all or any of them. The duties and obligations of Tenant shall run and
extend not only to the benefit of the Landlord, as named herein, but to the
following, at the option of the following or any of them (i) any person by,
through or under which Landlord derives the right to lease the premises; (ii)
the owner of the premises; and (ii) holders of mortgage or rent assignment
interests in the premises, as their respective interests may appear; provided,
however, nothing contained herein shall be construed to obligate Tenant to pay
rent to any person other than the Landlord until such time as Tenant has been
given written notice of either an exercise of a rent assignment or the
succession of some other party to the interests of Landlord.


                      [SIGNATURES APPEAR ON FOLLOWING PAGE]

                                     - 19 -

<PAGE>   20



         28.      Additional Provisions. See Additional Provisions Paragraphs 29
through 37 attached hereto and made a part hereof as if fully incorporated
herein and when in conflict with the printed portion of this lease, said
Additional Provisions shall prevail.

                  EXECUTED BY LANDLORD, this 27th day of July, 1990.


                                             PEACHTREE CROSSINGS BUSINESS
Attest/Witness                               PARK ASSOCIATES

/s/ R. Dave Wood                             By:  Crow-C #3 Limited Partnership
-----------------------------------          

Title:  Marketing Principal
                                             By:    /s/
                                                   ----------------------------
                                             Title:  Agent

       Executed by Tenant this 27th day of July, 1990.

Attest/Witness                               HAYES MICROCOMPUTER
                                             PRODUCTS, INC., a Georgia 
                                             corporation
/s/ Kim Gallagher
-----------------------------------          By:    /s/ Dennis C. Hayes
                                                    ---------------------------
Title: Supervisor-Contracts                         Dennis Hayes
       Administration
                                             Title:  President

                                      -20-











                         

<PAGE>   21




                              ADDITIONAL PROVISIONS


       29. Tenant agrees to pay to Landlord rent for the premises, in advance,
without demand, deduction or set off, for the entire term hereof the following
base monthly rentals:

         (a)      For each of months one (1) through twelve (12) of the term of
         this lease: $12,486.00 per month.

         (b)      For each of months thirteen (13) through thirty-six (36) of
         the term of this lease: $26,013.00 per month.

         (c)      For each of moths thirty-seven (37) through forty-eight (48)
         of the term of this lease: $28,094.00 per month.

         (d)      For each of months forty-nine (49) through sixty (60) of the
         term of this lease: $29,134.00 per month.

       30. Tenant expressly agrees that the obligations incurred by Landlord
shall not constitute personal obligations of the officers, directors, trustees,
partners, joint venturers, members, stockholders, or other principals or
representatives of the Landlord. Tenant further agrees that it shall have
recourse against Landlord only to the extent of Landlord's assets for the
satisfaction of the obligations of the Landlord created under this Lease, and
not against the assets of such entity's officers, directors, trustees, partners,
joint venturers, members, stockholders, principals or representatives.

       31. Landlord covenants and agrees that if Tenant shall desert, vacate or
abandon the leased premises prior to the expiration or early termination of the
Lease Agreement, Landlord shall use reasonable efforts to lease the leased
premises to another Tenant.

       32. While this Lease is in full force and effect, provided Tenant is not
in default of the terms, covenants and conditions thereof, Tenant shall have the
sole right or option to extend the original term of this Lease Agreement for a
further consecutive term of twelve (12) months. Such extension or renewal of the
original term shall be on the same terms, covenants and conditions as provided
in the original term with the rent at the current rate at the time of option.
Notice of Tenant's intention to exercise this right or option must be given in
writing to Landlord on or before March 1, 1998, or the option contained in this
provision shall become null and void and of no effect. The right of option to
extend the original term of this Lease Agreement provided to Tenant herein shall
be for the exclusive benefit of the Tenant and shall terminate upon the
subletting of all or any part of the premises or assignment of this Lease.

       33. Notwithstanding any terms or provisions of this Lease which may be
construed to the contrary, Landlord and Tenant agree that Landlord will conduct
common area maintenance on the premises and grounds around the premises. Said
common area maintenance will include, but not


<PAGE>   22


ADDITIONAL PROVISIONS CONT.


be limited to, fire sprinkler water charges, irrigation, lawn maintenance,
security patrol and outside light maintenance. The cost of said common area
maintenance will be paid on a monthly basis by Tenant and will amount to
approximately EIGHT HUNDRED TWENTY-ONE AND NO/100 DOLLARS ($821.00) per month.
Landlord agrees that the monthly amount paid by Tenant shall be capped at a
compounded rate of ten percent (10%) per annum. However, in the event Landlord
elects to discontinue services or elects to provide additional services as may
be necessary under Paragraph 6 of this lease, the monthly common area
maintenance charge will be adjusted to reflect the change in services provided.

       34. Landlord hereby covenants and agrees to use reasonable efforts to
cause any holder of a deed to secure debt or mortgage now or at any time
hereafter constituting a lien or charge upon the premises or the improvements
situated thereon to enter into a non-disturbance agreement pursuant to which
such holder shall agree that if it shall acquire the ownership of the premises
or the improvements situated thereon through the exercise of a power of sale or
other remedy provided for in such deed to secure debt or mortgage, it shall
permit Tenant to remain in possession of the premises in accordance with the
terms and provisions of this lease, provided that Tenant shall continue to
perform its duties and obligations hereunder.

       35. Landlord and Tenant shall each provide the other with certificates
evidencing the issuance of all policies of insurance required to be maintained
by them under the terms and provisions of this Lease. Such certificates shall be
so provided prior to the commencement date and, thereafter, not less than
fifteen (15) days prior to the expiration date of such policies.

       36. Notwithstanding any terms or the provisions of this Lease Agreement
which may be construed to the contrary, and provided this Lease Agreement is in
full force and effect and Tenant is not in default of the terms, covenants, and
conditions thereof, Tenant shall have the sole right or option to cancel this
Lease Agreement at the end of the thirty-sixth (36th) month of the lease term
by: (1) providing Landlord with at least one hundred twenty (120) days of prior
written notice of its desire to cancel this Lease Agreement, and (2)
simultaneously depositing with Landlord a cancellation fee to be determined by
the following formula: [(5.85 x 49,444 x N/12)-(Total base rent paid by Tenant
through the cancellation month as provided in the rent schedule in Paragraph
29)]. N is equal to the number of months of Tenant's occupancy through the
cancellation month. For example, the penalty due at the end of the 36th month
shall be [(5.85 x 49,444 x 36/12)-(774,144)] or $102,373.00. Failure by Tenant
to provide said written notice and cancellation fee shall render this right or
option null and void, thus rendering this Lease Agreement in full force through
the original sixty (60) month lease term. The right of option to cancel this
Lease Agreement shall be for the exclusive benefit of the Tenant.

       37. Notwithstanding the provisions of Paragraph 7 hereof, Tenant shall
have the option to remove the following improvements from the premises by the
date of termination of this lease or upon earlier vacating of the premises
provided Tenant shall restore the premises to their original

                                      - 2 -

<PAGE>   23


ADDITIONAL PROVISIONS CONT.


condition with consideration for normal wear and tear. All such removals and
restoration shall be accomplished in a good workmanlike manner so as not to
damage the primary structure or structural qualities of the building and other
improvements situated on the premises:

         (1)      Security Systems (e.g. access control units, CCTV equipment,
                  magnetic lock sets, internal intercoms, electric lock sets,
                  etc.)

         (2)      Computer Room raised flooring.

         (3)      Liebert air conditioning units for Computer Room.

         (4)      Motor generator set.

         (5)      Halon fire extinguishing systems.

         (6)      Uninterrupted Power Supplies.

         (7)      Life Safety/Fire Control Panel.

         (8)      Telephone switching units.

         (9)      Air compressor units to support operations.

         (10)     Specialized air conditioning units (localized small self
                  contained units - not roof units).









                                      - 3 -

<PAGE>   24



                                   EXHIBIT "A"


       Approximately 49,944 square feet of office/warehouse space in a 49,944
square foot masonry and steel office/warehouse building located in Land Lot 273
of the 6th District of Gwinnett County, Georgia; being more commonly known as
5923 Peachtree Industrial Boulevard, Norcross, Georgia 30092.

                                      A - 1

<PAGE>   25






                   LEASE EXTENSION AND MODIFICATION AGREEMENT


       THIS LEASE EXTENSION AND MODIFICATION AGREEMENT made and entered into
this 17th day of June, 1996, by and between PEACHTREE CROSSINGS BUSINESS PARK
ASSOCIATES (hereinafter referred to as "Landlord") and HAYES MICROCOMPUTER
PRODUCTS, INC., a Georgia Corporation (hereinafter referred to as "Tenant").


                                  WITNESSETH:


         WHEREAS, by Lease Agreement dated July 27, 1990 attached hereto as
Exhibit "A" and made a part hereof, Landlord leased to Tenant certain premises
(the "Premises") comprised of 49,944 square feet situated at 5923 Peachtree
Industrial Boulevard, Norcross, Georgia 30092; and

         NOW, THEREFORE, in consideration of the mutual promises given one to
the other, the parties hereto intending to be legally bound, do hereby covenant
and agree as follows:

         1.       Said Lease Agreement attached hereto as Exhibit "A" and made a
                  part hereof, dated July 27, 1990, is hereby extended for an
                  additional term of thirty-six (36) months commencing January
                  1, 1997 and expiring December 31, 1999.

         2.       Tenant's base monthly rental beginning January 1, 1997 shall
                  be Twenty-Nine Thousand One Hundred Thirty-Four and No/100
                  Dollars ($29,134.00) per month.

         3.       Paragraphs #32 and #36 of the original Lease dated July 27,
                  1990 shall be null and void.

         4.       Except as herein modified and extended, all terms and
                  conditions of the Lease Agreement attached hereto as Exhibit
                  "A" and made a part hereof, dated July 27, 1990 shall remain
                  in full force and effect.

         5.       The word "Landlord" herein shall be construed to include the
                  said Landlord, its successors and assigns and the word
                  "Tenant" shall be construed to include the said Tenant, its
                  successors and assigns.







<PAGE>   26



       IN WITNESS WHEREOF, the parties have executed this Amendment to Lease in
quadruplicate the day and year first written above.


WITNESS                            PEACHTREE CROSSINGS BUSINESS
                                   PARK ASSOCIATES
/s/
----------------------------
                                   By:    Trammell Crow Asset Management, Inc.

                                   Its:   Agent

                                   By: /s/
                                      -----------------------------------------
                                   Title: SVP
                                         

WITNESS                            HAYES MICROCOMPUTER PRODUCTS, INC., a
                                   Georgia corporation

/s/ Kim Gallagher                  By:  /s/ Dennis C. Hayes
----------------------------          -----------------------------------------
                                   Title:  Chairman

                                      - 2 -

<PAGE>   27




                SECOND LEASE EXTENSION AND MODIFICATION AGREEMENT


       THIS SECOND LEASE EXTENSION AND MODIFICATION AGREEMENT made and entered
into this 26th day of June, 1997, by and between PEACHTREE CROSSINGS BUSINESS
PARK ASSOCIATES (hereinafter referred to as "Landlord") and HAYES MICROCOMPUTER
PRODUCTS, INC., a Georgia Corporation (hereinafter referred to as "Tenant").


                                  WITNESSETH:


       WHEREAS, by Lease Agreement dated July 27, 1990 and Lease Modification
and Extension Agreement dated June 17, 1996, attached hereto as Exhibit "A" and
made a part hereof, Landlord leased to Tenant certain premises (hereinafter
referred to as the "Premises") situated at 5923 Peachtree Industrial Boulevard,
Norcross, Georgia 30092 containing 49,944 square feet; and

       NOW, THEREFORE, in consideration of the mutual promises given one to the
other, the parties hereto intending to be legally bound, do hereby covenant and
agree as follows:

       1. Said Lease Agreement dated July 27, 1990 and Lease Modification and
Extension Agreement dated June 17, 1996 attached hereto as Exhibit "A" and made
part hereof, is hereby extended for an additional nine (9) months commencing
January 1, 2000 and expiring September 30, 2000 (the "Extension Period").

       2. Tenant's Base Monthly rental during the Extension Period shall be
Twenty-Nine Thousand One Hundred Thirty-Four and No/100 Dollars ($29,134.00) per
month.

       3. Except as herein modified and extended, all terms and conditions of
the Lease Agreement, dated July 27, 1990 and Lease Extension and Modification
Agreement dated June 17, 1996, attached hereto as Exhibit "A" and made part
hereof, shall remain in full force and effect.

       4. The word "Landlord" herein shall be construed to include the said
Landlord, its successors and assigns and the word "Tenant" shall be construed to
include the said Tenant, its successors and assigns.

       5. This Agreement shall be binding upon and inure to the benefit of the
parties, their respective heirs, successors and assigns.




<PAGE>   28


       IN WITNESS WHEREOF, the parties have executed this Amendment to Lease in
quadruplicate the day and year first written above.


WITNESS                            HAYES MICROCOMPUTER PRODUCTS, INC., a
                                   Georgia corporation

/s/ Kim Gallagher                  By:  /s/ Dennis C. Hayes
----------------------------            ---------------------------------------
                                   Title:  Chairman

WITNESS:                           PEACHTREE CROSSINGS BUSINESS PARK ASSOCIATES

/s/ Susan Gist                     By:  Essex Real Estate Investors, L.P., its
----------------------------            general partner

                                   By:  Essex Real Estate Investors, Inc.

                                   By: /s/
                                       ----------------------------------------
                                   Title:  President

                                      - 2 -