<PAGE>
 
                                                                   EXHIBIT 10.26

                                 CONFIDENTIAL


                                                                   




This OEM Software License Agreement (the "Agreement") is made and entered into
by and between MCAFEE SOFTWARE, INC. ("MCAFEE"), a Delaware corporation, with
offices at 2710 Walsh Avenue, Santa Clara, California  95051 and XCELLENET, INC.
("OEM"), a _________ corporation, with offices  at  5 Concourse Parkway, Suite
850, Atlanta, Georgia 30328.  This Agreement and the Licenses (hereinafter
defined)  herein granted shall be effective when this Agreement is executed by
MCAFEE.  The date of MCAFEE's execution of this Agreement shall be the
"Effective Date" of this Agreement for all purposes hereunder.

1.   DEFINITIONS

In this Agreement, the terms:

"License" means the nonexclusive, nontransferable right of OEM to Use,
reproduce, market, distribute and sublicense to end users pursuant to the End
User License Agreement the Licensed Program subject to the provisions of this
Agreement.

"Licensed Program" means MCAFEE's computer programs specified in the EXHIBIT "A"
attached hereto and made a part hereof, and, if upgrades are indicated on
EXHIBIT "A", all corrections, modifications, and enhancements to such program
made by MCAFEE and provided hereunder during the term of this Agreement.
Licensed Program does not include Source Code.

"Use" means copying any portion of a Licensed Program into a microcomputer
and/or transmitting it to a microcomputer, for processing of the machine
instructions or statements contained in such material or distributing the
Licensed Program bundled with other software programs.  Licenses hereunder to
Use a Licensed Program do not include a license by OEM to use such Licensed
Program internally (except as set forth in Section 2.3), unless an internal use
license is specified in EXHIBIT "A".

"Initial Ship Date" means the date that the applicable Licensed Program ships as
part of or as an option to the OEM Defined Hardware/Software.

"Documentation" means any materials provided by MCAFEE with its electronic or
boxed version of the Licensed Program provided to instruct end users in the use
of the Licensed Programs.

"Defined Hardware/Software" means only those computer products developed or
manufactured by or for OEM, which are identified in the EXHIBIT "A" and which
are marketed under OEM's tradenames or trademarks.

"Per Copy Royalty" means the royalty rate set forth on EXHIBIT "A".
                                                       ------------

"Product" means a Licensed Program or Documentation and any combination of a
Licensed Program and Documentation.

"End User License Agreement" means the standard MCAFEE End User License
Agreement distributed with the Licensed Program separately or as part of an
electronic file, which shall be shipped with the Defined Hardware/Software and
shall not be altered or deleted by OEM.

"Redistribution Kit" means a Licensed Program and Documentation deliverables
that are shipped to OEM for each Licensed Program as specified in the EXHIBIT
"A".

"Source Code" means the form of the Licensed Program in which the program logic
is easily deduced by a human being, such as a printed listing of the program, or
in an encoded machine-readable form, such as might be recorded on magnetic tape
or disk, from which a printed listing can be made by processing it with a
computer.  Source code includes all unlinked object files or modules created
from the Source Code of the Licensed Program.

                                       1
<PAGE>
 
                                 CONFIDENTIAL

"Executable Code" means the form of a Licensed Program resulting from the
compiling and linking of Source Code (including object files or modules) by a
computer into machine language, and thus is in a form permitting execution or
interpretation by a computer without any additional compiling, linking, or human
processing.

"Derivative Works" means a revision, modification, translation, abridgment,
condensation or expansion of a Product or any other form in which such Product
may be recast, transferred or adapted.

2.   LICENSE

   2.1   MCAFEE Licenses the Licensed Program to OEM for the limited purpose of
Using the Licensed Program solely bundled with the Defined Hardware/Software, or
as an add-on option to the Defined Hardware/Software, or as part of Maintenance
services provided to End Users of the Defined Hardware/Software pursuant to
Section 9 of EXHIBIT "A". Any such add-on option to Defined Hardware/Software
shall be marketed only as an add-on to Defined Hardware/Software to Defined
Hardware/Software purchasers and licensees and shall be presented in a manner so
that there is significant integration with the Defined Hardware/Software.  The
Licensed Program shall not be the primary or principal feature of the Defined
Hardware/Software.  OEM shall have the right to distribute each Licensed Program
to end users and resellers as part of such distribution pursuant to the terms
and limitations of Section 10 hereof, through the use of the End User License
Agreement. Such License shall also be subject to the provisions of the EXHIBIT
"A".  OEM may not reproduce or distribute any Licensed Program as a stand-alone
product, except as part of Maintenance services provided to End Users of the
Defined Hardware/Software pursuant to Section 9 of EXHIBIT "A".

   2.2   OEM shall have no rights to Source Code to any Licensed Program and OEM
shall not have any rights to create any Derivative Works or make translations of
the Licensed Program(s) and shall not disassemble, decompile, reverse assemble,
reverse compile, recompile or make extracts from such Licensed Program(s) or
attempt to determine the Source Code or permit others to do so.

   2.3   OEM may Use a Licensed Program internally for OEM's own use for
testing, demonstrating, training, and sales purposes by its own personnel, but
not for other internal purposes, unless the parties expressly agree otherwise on
EXHIBIT "A". All copies distributed for testing, demonstrating, training, and
sales purposes by its own personnel shall not count in any royalty calculation
and any quantity limitation under this Agreement.

   2.4   No License is granted for any Use or reproduction of any Product for
which the required Per Copy Royalty has not been made by OEM.


3.   DELIVERY.

   Upon receipt and execution of this Agreement, MCAFEE agrees to deliver the
Redistribution Kit and any other applicable deliverables specified in the
EXHIBIT "A".  All deliveries of any Redistribution Kit under this Agreement
shall be F.O.B. MCAFEE, Santa Clara County, California.  Except as to Licensed
Program(s) for which a specific version only is licensed hereunder, (a) update
of the Licensed Program(s) shall be downloaded from time to time by OEM from
MCAFEE's OEM Bulletin Board Service, unless MCAFEE delivers the updates to OEM
by another means and (b) OEM shall make a best effort to commence the use of the
current OEM version of the Licensed Program with the next release of the Defined
Hardware/Software.

4.   DISTRIBUTION, MARKETING, ROYALTIES

   4.1  Commencing as described in Section 3 and continuing thereafter through
the term of this Agreement, OEM shall then have the right to distribute the
Licensed Program as set forth in Section 2, subject to any quantity limitations
set forth in the EXHIBIT "A".  OEM shall use reasonable, good faith efforts to
promote and market the Defined Hardware/Software, with which the Licensed
Program is bundled.

                                       2
<PAGE>
 
                                 CONFIDENTIAL

   4.2  In consideration of the rights and licenses granted to OEM under this
Agreement, OEM agrees to pay MCAFEE a Per Copy Royalty for each copy of a
Licensed Program the OEM sells, licenses or distributes, except for those copies
distributed for internal purposes as stated in Section 2.3.

   4.3  Per Copy Royalties shall accrue upon distribution of any copy of the
Licensed Program bundled with the Defined Hardware/Software.  All accrued Per
Copy Royalties shall be paid by OEM within thirty (30) days after the end of
each calendar quarter.  Payments shall be accompanied by a written report signed
by an officer of OEM stating the number of copies of the Licensed Program
distributed in such quarter and the calculation of the royalty payment.

5.  PAYMENT; TAXES

   5.1   All payments provided for in this Agreement to MCAFEE are net of, and
OEM shall pay, all taxes, (except for income taxes imposed on MCAFEE's income),
customs duties, insurance, shipping and other charges.  All payments shall be
made in United States currency only.

   5.2  In no event shall OEM be entitled to a refund of prepaid royalties
specified on EXHIBIT "A."
             ------------

   5.3   If any payment, or any other sum due from OEM under this Agreement,
should become past due, MCAFEE may, without declaring OEM to be in default,
charge OEM a late payment charge of five-sixths of one percent (.833%) per month
on the past due balance, but not in excess of the lawful maximum rate of
interest.

   5.4   OEM shall pay or reimburse MCAFEE for amounts equal to any taxes,
including, but not limited to, withholding taxes, other duties, tax penalties,
interest, or amounts in lieu thereof however designated, now or hereafter
imposed on or based upon payments due under this Agreement, any License granted
hereunder, the transfer, use or distribution of Licensed Programs by OEM, or on
the program storage media, exclusive of taxes based upon MCAFEE's net income.

  5.5         OEM shall provide to MCAFEE upon demand a tax or other levy
exemption certificate acceptable to the taxing or levying authority, in
substantially the form attached hereto as EXHIBIT "E" for each jurisdiction in
which the Defined Hardware/Software is distributed.

6.   RECORD KEEPING AND REPORTS.

  6.1   OEM agrees to maintain shipment records relating to the disposition of
Products.  OEM shall prepare and submit quarterly reports to MCAFEE no later
than thirty  (30) days following the last business day of each calendar quarter.
Each report must specify the quantities of any Product distributed during that
quarter.

  6.2   MCAFEE may inspect the records described in Section 6.1 upon demand from
time to time, but no more frequently than once every six (6) months.  In
addition, OEM agrees to allow MCAFEE's independent auditors to audit and analyze
appropriate accounting records of OEM from time to time, but no more frequently
than annually, to ensure compliance with all terms of this Agreement.  Any such
audit shall be permitted by OEM within fifteen (15) days of OEM's receipt of
MCAFEE's written request to audit, during normal business hours.  The cost of
such an audit will be borne by MCAFEE unless a material discrepancy indicating
inadequate or inaccurate record keeping is discovered, in which case the cost of
the audit shall be borne by OEM.  A discrepancy shall be deemed material if it
involves payment or adjustment of more than Five Thousand Dollars ($5,000.00) in
favor of MCAFEE for any quarterly reporting period.  Audits and inspections
shall not interfere unreasonably with OEM's business activities. Any
underpayment of Per Copy Royalties disclosed by any such audit shall be paid to
MCAFEE, together with the applicable late payment charges, upon demand.

7.   TRADEMARKS; COPYRIGHT NOTICES

  7.1 The trademarks and trade names under which MCAFEE markets any Product are
the property of MCAFEE. This Agreement gives OEM no rights therein, except the
restricted License to reproduce such trademarks and trade names in any

                                       3
<PAGE>
 
                                 CONFIDENTIAL

authorized reproduction of any Product, provided that MCAFEE is referenced as
the owner of the trade name or trademark. OEM may not market the Product under
any other or different name than those specified by MCAFEE. The Software
Redistribution Guide attached hereto as EXHIBIT "B" is incorporated herein by
reference. Such Guide may be revised by MCAFEE from time to time upon written
notice to OEM.

  7.2   OEM agrees to maintain and respect the trademark, trade name and
copyright notices of any Licensed Program and Documentation in connection with
its advertisement and distribution of any Product.  OEM hereby agrees to include
a reference to MCAFEE or MCAFEE Associates, Inc. and the Licensed Program(s) in
any advertisement for the Defined Hardware/Software.  OEM shall use reasonable
commercial efforts to ensure compliance hereto by all OEM's distributors and
dealers.  MCAFEE retains the right to specify the quality and standards of all
materials upon which a MCAFEE trademark or trade name is used.  Failure by OEM
to adhere to such standards of quality shall constitute a failure to meet OEM's
obligations under this Agreement for purposes of  Section 15.2.

8.   LICENSED PROGRAM REPRODUCTION

  8.1   OEM is authorized to reproduce the Licensed Program(s) only at the
location of its principal office specified on the first page of this Agreement
unless an alternate location is specified on EXHIBIT "A".  No subsidiary or
affiliate of OEM shall have any right to reproduce the Licensed Program(s),
without the prior written consent of MCAFEE.

9.   DOCUMENTATION

  9.1   OEM shall distribute a single copy of the Documentation, in either
written or electronic form, with each copy or unit of the Defined
Hardware/Software.

  9.2   OEM may purchase from MCAFEE additional Documentation at the price set
forth in MCAFEE's then current published MCAFEE OEM Price List for distribution
to end users of the Defined Hardware/Software.  OEM shall imprint or sticker the
Documentation with OEM's name and address, in addition to that of MCAFEE.  This
placement shall not obscure MCAFEE's names, marks or intellectual property
notices.  OEM may not distribute the Documentation as a stand-alone item at any
time.

  9.3   Unless OEM purchases Documentation reprint rights from MCAFEE, OEM may
not reproduce or modify Documentation.  Payments due for Documentation reprint
rights shall be specified in a EXHIBIT "A".  If Documentation reprint rights are
purchased, OEM may reproduce the existing version or a modified version of the
Documentation.  Such rights shall not include the right to translate.  OEM shall
promptly furnish MCAFEE with a copy of, and promptly register with the U. S.
Copyright Office, in the joint names of MCAFEE and OEM, all modified versions of
the Documentation, as a Derivative Work based upon the original MCAFEE
copyrighted material.  All copyright notices of MCAFEE shall be maintained in
any modified version of the Documentation.  OEM shall copyright all modified
versions of the Documentation in the joint names of MCAFEE and OEM in every
country in which it is published.  OEM shall, at its cost, file or register such
copyrights where required to obtain protection in a particular country.  MCAFEE
shall have an exclusive right to all modified versions of the Documentation.
Upon termination of this Agreement, all rights to modified versions of
Documentation shall vest in MCAFEE.  In such latter event, OEM shall cooperate
and take such actions as MCAFEE may reasonably request to assign all rights in
and to modified versions of Documentation to MCAFEE.

10.   DISTRIBUTION; EXPORT RESTRICTIONS

  10.1   OEM shall contractually require each entity in OEM's chain of
distribution to market and distribute the Licensed Program(s) and the Defined
Hardware/Software as a unit, and shall use reasonable commercial efforts to
enforce such requirements and prohibit any sale or distribution of the Licensed
Program separate from the Defined Hardware/Software.  OEM shall use reasonable

                                       4
<PAGE>
 
                                 CONFIDENTIAL

commercial efforts to monitor, prevent, and cause the discontinuance of  any
separation of the Licensed Program(s) and the Defined Hardware/Software prior to
their delivery to the final end user.

  10.2   OEM shall include a copy of the End User Program License Agreement
electronically with each copy of any Licensed Program distributed and shall ship
the Defined Hardware/Software under an end user license no less protective than
that set forth in EXHIBIT "C".

  10.3   OEM shall contractually require that each intermediate entity in its
chain of distribution to the final end user respects MCAFEE's copyrights, trade
names and trademarks, complies with the Product handling and licensing
requirements of this Agreement, and makes no unauthorized copies of MCAFEE
Products and shall use reasonable commercial efforts to enforce such
requirements.

  10.4   End users may use the Licensed Program(s) for the term and in the
manner provided for in the End User Program License Agreement.  End user rights
and obligations set forth therein will survive any termination of the
relationship between OEM and MCAFEE.

  10.5   OEM warrants and hereby gives written assurance to MCAFEE that it will
do all things necessary to comply with the U. S. Export Administration and other
applicable export laws and regulations as they apply to Licensed Program(s),
Documentation, Products and all other things delivered to, or derived from
things delivered to, OEM under this Agreement.

11.   PATENT AND COPYRIGHT INDEMNIFICATION

  11.1  MCAFEE will defend any action brought against the OEM to the extent that
it is based upon a claim that a Licensed Program, furnished hereunder and used
within the scope of a License granted hereunder, infringes a United States
copyright or United States patent.  MCAFEE will pay resulting costs, damage
awards and legal fees finally awarded against OEM in such action which are
attributable to such claim provided that (1) the OEM notifies MCAFEE promptly in
writing of any claim and (2) MCAFEE has sole control of the defense of any such
claim and all related settlement negotiations. MCAFEE shall have no liability
for any claim based upon (1) Use of other than a current unaltered version of
the Licensed Program or (2) Use, operation or combination of the Licensed
Program with non-MCAFEE programs or data if such infringement would have been
avoided but for such Use, operation or combination.

  11.2  Should the Licensed Program become, or be likely to become, in MCAFEE's
opinion, the subject of a claim of infringement of such copyright or patent,
MCAFEE may, at its option, procure for OEM the right to continue using the
Licensed Program, or replace or modify it to make it non-infringing.

  11.3  This Section 11 states the entire liability of MCAFEE with respect to
infringement of copyrights or patents.

12.   WARRANTY; SUPPORT; MAINTENANCE.

  12.1  MCAFEE warrants only to OEM that any Licensed Program described in
EXHIBIT "A" will substantially conform to the specifications in the published
Documentation for such Licensed Program in effect when the Licensed Program is
shipped to OEM.  If OEM finds what it believes to be errors or a failure of the
Licensed Program to meet specifications which significantly affect performance,
and provides MCAFEE with a written report, MCAFEE will use reasonable efforts to
correct promptly, at no cost to OEM, any such errors or failures.  This is OEM's
sole and exclusive remedy for any express or implied warranties hereunder other
than the warranty against infringement specified in Section 11 hereof.  MCAFEE's
warranty and obligation is solely for the benefit of OEM, who has no authority
to extend MCAFEE's warranty to any other person or entity.  MCAFEE MAKES NO
WARRANTY THAT ALL ERRORS OR FAILURES WILL BE CORRECTED.

  12.2  MCAFEE agrees to make available to OEM, for a period of Twelve (12)
months from the date MCAFEE first delivers the Licensed Program to OEM, MCAFEE's
current OEM support services which consists of verbal and written communication

                                       5
<PAGE>
 
                                 CONFIDENTIAL

regarding problems and technical advice for each MCAFEE Licensed Program, at no
charge to OEM.

  12.3 MCAFEE agrees to make available to OEM, at no charge, as published during
the term of this Agreement and only for so long as such Product is distributed
by MCAFEE, Executable Code patches and corrections and Documentation which
correct errors or problems discovered in the Product. Such patches, corrections
and Documentation may be distributed in written or machine readable form, or as
an entirely new reproduction diskette, or by electronic distribution, at
MCAFEE's option, and shall be considered part of the Product hereunder.

  12.4  OEM is solely responsible for all media provided to end users and for
passing on to its distributors, dealers and end users all maintenance materials,
and for making the changes required in the master reproduction diskettes
provided as part of the Redistribution Kit, all of which OEM agrees to do.  OEM
is solely responsible for all verbal and written contact with its end users of
Licensed Programs in connection with software support:  operational instruction,
problem reporting, and technical advice regarding the Defined Hardware/Software.
MCAFEE shall provide second-tier technical assistance to OEM's technical support
staff regarding the Licensed Program as outlined in EXHIBIT "D", OEM Technical
Support Procedures, at no charge to OEM.

  12.5  EXCEPT AS PROVIDED IN PARAGRAPH 12.1 AS TO OEM, MCAFEE MAKES NO
WARRANTY, EXPRESS OR IMPLIED, RESPECTING THE PRODUCT AND MAKES NO WARRANTY TO
ANYONE OTHER THAN OEM.  AS BETWEEN MCAFEE AND OEM, MCAFEE DISCLAIMS ALL OTHER
WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF FITNESS FOR
A PARTICULAR PURPOSE AND MERCHANTABILITY.

13.   CONFIDENTIAL INFORMATION.

  13.1  All documentation and information which is designated by the Delivering
Party (herein so called) as proprietary or confidential, including without
limitation drawings, Source Code, computer program listings, techniques,
algorithms and processes and technical and marketing information ("Confidential
Information") which is supplied by the Delivering Party to the Receiving Party
in connection with this Agreement (other than documentation and information
intended for distribution to third parties) shall be treated confidentially by
the Receiving Party and its employees and shall not be disclosed by the
Receiving Party without the Delivering Party's prior written consent.
Information shall not be considered to be Confidential Information if it (1) is
already or otherwise becomes publicly known through no act of the Receiving
Party; (2) is lawfully received from third parties subject to no restriction of
confidentiality; (3) can be shown by the Receiving Party to have been
independently developed by it subsequent to such disclosure: (4) was lawfully in
the Receiving Party's possession prior to receipt from the Delivering Party; or
(5) is generally made available to third parties by the Delivering Party without
restrictions on disclosure.

  13.2  OEM shall not copy, reproduce, remanufacture, disassemble the Executable
Code or in any way duplicate all or any part of the Confidential Information,
including translating it into another software language, except in accordance
with the terms and conditions of this Agreement.  OEM shall have an appropriate
agreement with each of its employees having access to Confidential Information,
sufficient to enable OEM to comply with all terms of this Agreement.  The
Receiving Party agrees to protect the Confidential Information with the same
standard of care and procedures which it uses to protect its own trade secrets
and proprietary information.

14.   LIMITATION OF LIABILITY.

  14.1  In no event shall MCAFEE be liable for any loss of profits, loss of
business, loss of use or of data, interruption of business, or for indirect,
special, incidental or consequential damages of any kind whether under this
Agreement or otherwise, even if MCAFEE has been advised of the possibility of
such damages, or for any claim against OEM by any other party, except to the
limited extent provided in the section entitled "Patent and Copyright
Indemnification".  In no case will MCAFEE be liable for any representation or
warranty made to any third party by OEM, any agent of OEM, any distributor or
dealer or other person or entity in the distribution chain.

                                       6
<PAGE>
 
                                 CONFIDENTIAL

  14.2 Notwithstanding anything in this Agreement to the contrary, MCAFEE's
entire liability to OEM for damages concerning performance or nonperformance by
MCAFEE or in any way related to the subject matter of this Agreement and
regardless of whether the claim for such damages is based in contract or in
tort, shall not exceed the amount of the payments made hereunder by OEM to
MCAFEE in the six months prior to such claim.

15.   TERM; TERMINATION.

  15.1  The term of this Agreement shall commence on the Effective Date and
shall terminate two years later, unless earlier terminated as provided in this
Section 15 or otherwise rightfully terminated.  Unless either party shall give
the other written notice sixty (60) days prior to the expiration of the then
current term, this Agreement shall automatically renew  for successive periods
of one year each subject to the notice and termination rights herein contained.

  15.2  Either party may, at its option, terminate this Agreement and, the
Licenses granted hereunder, if either (1) the other party fails to make any
payment to the non-breaching party hereunder when due, (2) the other party fails
to meet any of its other  obligations under this Agreement, and such failure
continues uncured ten (10) days following written notice thereof, (3) the other
party declares bankruptcy or is adjudicated bankruptcy, or (4) a receiver or
trustee shall be appointed for the other party or substantially all of its
assets.

  15.3  The obligations of OEM in Section 13 shall survive termination of this
Agreement and shall remain in effect until the earlier of such time as the
Confidential Information becomes in the public domain or three (3) years after
termination of this Agreement. Upon termination of this Agreement, OEM shall
discontinue marketing and reproduction of the Product, provided, that unless the
termination was by reason of default by OEM, OEM may fulfill orders received
through the date of termination, subject to payment of the applicable Per Copy
Royalty.  Upon termination OEM shall promptly return and make no further use of
property, materials and other items and all copies thereof belonging to MCAFEE
relating to this Agreement.

  15.4  This Agreement is executory  in nature and so long as OEM has any
continuing obligations hereunder, MCAFEE shall be entitled to protect the master
reproduction diskettes of the Licensed Program(s) by impounding in the event
that OEM fails to promptly perform any obligation under this Agreement which
would fully protect MCAFEE's proprietary rights.  No trustee, receiver or debtor
in possession may retain the Licensed Program(s) in any form or sell or License
any Product(s), unless all of the provisions of 11 U.S.C Section 365 of the
United States Bankruptcy Act have been complied with and MCAFEE is adequately
protected.

  15.5  OEM understands and acknowledges that violation of OEM's obligations
pursuant to this Agreement and the EXHIBIT "A" and EXHIBITS may cause MCAFEE
irreparable harm and damage, which may not be recovered at law, and OEM agrees
that MCAFEE's remedies for breach of this Agreement may be in equity by way of
injunctive relief, as well and any other relief available, whether in law or in
equity.

16.   ASSIGNMENT.

  This Agreement and the Licenses granted hereunder are to a specific entity or
legal person, not including corporate subsidiaries or affiliates of OEM, and are
not assignable, by OEM, nor are the obligations imposed on OEM delegable.  Any
attempt to sublicense, assign or transfer any of the rights, duties or
obligations under this Agreement in derogation hereof, shall be null and void.

17.   GENERAL.

  17.1  In the event that any one or more of the provisions of this Agreement
shall be found to be illegal or unenforceable, then notwithstanding, this
Agreement shall remain in full force and effect, and such term or provision
shall be deemed stricken.

                                       7
<PAGE>
 
                                 CONFIDENTIAL


  17.2  Neither party's right to require performance of the other party's
obligations hereunder shall be affected by any previous waiver, forbearance, or
course of dealing.

  17.3  This is a License agreement.  No agency, partnership, joint venture or
other joint relationship is created hereby and neither OEM nor OEM's agents have
any authority of any kind to bind MCAFEE in any respect whatsoever.

  17.4  Neither party is responsible for failure to fulfill its obligations
under this Agreement due to causes beyond its control.

  17.5 This Agreement constitutes the entire understanding between MCAFEE and
OEM and supersedes all proposals, oral or written, and all communications
between the parties relating to the subject matter of this Agreement.  The terms
and conditions of this Agreement shall prevail, notwithstanding any variance
with any purchase order or other written instrument submitted by OEM, whether
formally rejected by MCAFEE or not.  This Agreement may be amended or modified
only by a written document signed by each party.

  17.6  Notices under this Agreement shall be sufficient only if mailed by
certified or registered mail, return receipt requested or personally delivered
to the parties.  Notice by mail shall be deemed received three days after
deposit.  Notices to MCAFEE or OEM as appropriate shall be sent to the address
of such party specified as first shown above.  Any changes to such notice
address by either party shall be in writing to the other party.

  17.7  This Agreement shall be governed by and construed in accordance with the
laws of the State of California.

  MCAFEE and OEM have caused this Agreement to be executed by their duly
authorized representatives on the respective dates entered below.

MCAFEE SOFTWARE, INC.                     XCELLENET, INC.


By:   /s/  Mark Woodward                  By:  /s/ Sidney V. Sack              
      ----------------------------         ----------------------------------
        Authorized Signature                  Authorized Signature

            Mark Woodward                        Sidney V. Sack                
     -----------------------------       -----------------------------------
        Name (Print or Type)                 Name (Print or Type)

     Vice President / Officer               Chief Financial Officer
     -----------------------------       -----------------------------------
              Title                                  Title

            6-17-97                                 6/3/97   
      ----------------------------       -----------------------------------
              Date                                   Date

                                       8
<PAGE>
 
                                 CONFIDENTIAL

                                EXHIBIT "A" TO
                     MCAFEE OEM SOFTWARE LICENSE AGREEMENT


1.  Programs Licensed:  The Licensed Programs are the following versions only of
the following MCAFEE Products:
<TABLE> 
<CAPTION> 
<S>                                      <C>                                     <C> 
            PRODUCT NAME                          VERSION                       UPGRADES INCLUDED
VirusScan for Win 3.1, Win95, NT                     3.0                           Yes, 2 years
          Equip Module                  Each version released during               Yes, 2 years
                                         the term of the Agreement.

</TABLE> 

2.  Defined Hardware/Software:  RemoteWare, and upon notice to MCAFEE, the
Defined Hardware/Software may be expanded by OEM to include its XcelleNet
ESSENTIALS product so long as it does not include functionality (other than
functionality licensed from OEM) which competes with other MCAFEE products.
Upon such notice, all terms and conditions of this Agreement shall apply to the
XcelleNet ESSENTIALS product.

3.  No more than the following number of copies of the Licensed Programs may be
distributed under the terms of this Agreement (check one).

   [ ]    __________ number of permitted distributions
 
   [ ]    _____X_____ unlimited distributions permitted

4.  VIRUSSCAN Redistribution Kit and Equip Module Components:

  A. VIRUSSCAN REDISTRIBUTION KIT:  End User License Agreement, one (1) complete
  set of Licensed Program(s) Documentation in printed or machine readable form
  which details operational specifications and functions of the Licensed
  Program(s), master disks for the Licensed Program(s) and the MCAFEE Software
  Redistribution Guide.

  B.   EQUIP MODULE COMPONENTS:
  MCAFEE agrees to provide the following components and related functionality
  for the Equip Module:

    SOFTWARE INVENTORY AGENT
     . Scans, captures, and collects client and server software inventory
         information.
     . Software Database - recognition of more than 4,300 software titles.
     . Inserts inventory information into SQL Server Database.
     . Disclosure of formats of software inventory files.
     . Open access to software inventory information collected.
     . Queries/Logic to access software inventory information.
     . Reporting of software inventory information.
     . Pre-formatted reports of inventory information.

    HARDWARE INVENTORY AGENT
     . Scans, captures, and collects client and server hardware inventory
          information.
     . Inserts inventory information into SQL Server Database.
     . Disclosure of formats of hardware inventory files.
     . Open access to hardware inventory information collected.
     . Queries/Logic to access hardware inventory information.
     . Reporting of hardware inventory information.
     . Pre-formatted reports of inventory information.

                                       9
<PAGE>
 
                                 CONFIDENTIAL

    NETWORK INFORMATION AGENT
     . Scans, captures, and collects network inventory information.
     . Inserts inventory information into SQL Server Database.
     . Disclosure of formats of inventory files.
     . Open access to inventory information collected.
     . Queries/Logic to access network inventory information.
     . Reporting of network inventory information.
     . Pre-formatted reports of inventory information.

    USER INTERFACE
     . User Interface for all components.
 
    OTHER REQUIREMENTS
     . Removal of Automation Support/MFC code for client inventory
     . Access to an assigned developer resource.


5.  Permitted manufacturing locations, other that principal address of OEM:
XcelleNet Limited, XcelleNet House, Amersham Hill, High Wycombe, Bucks, UK
HP136NA

6.  A confidential portion of this document has been omitted and filed
separately with the Commission.   

7.  Permitted Name for use with Licensed Program if other than current name:

_______________________________________________________________.

                                       10
<PAGE>
 
                                 CONFIDENTIAL


8.  Documentation Reprint Rights.  None, unless initialed by MCAFEE
representative and applicable fee provisions are included:
 
    (a)  If Documentation Rights are granted, initial _____      Yes  _____
                                                       OEM            MCAFEE
 
    (b)  Reprint Rights Fee:      -$0- Included at no charge.
 
    Said Fees are payable at the same time and in the same manner as Per Copy
    Royalties.
 
9.  Maintenance.  If maintenance rights are granted, initial _____  Yes  _____
                                                              OEM       MCAFEE


  The Per Copy Royalty stated in Paragraph 6 above includes the right to provide
the initial two years of maintenance provided to End Users of the Defined
Hardware/Software.  Maintenance shall mean providing the OEM the right to
provide End Users the right to download the current version of the Licensed
Program purchased and any updates to the virus signature files before incurring
additional royalties for that end user for a period of up to two years from the
date of purchase by the end user from the OEM. If maintenance rights are
granted, as indicated above, then OEM shall have the right to provide End Users
maintenance of the License Program during the terms of this Agreement provided
the applicable Per Copy Royalty has been paid by OEM.

10.   Additional Agreements:
  A.   ADDITIONAL CONDITIONS TO THE AGREEMENT BETWEEN
                            XcelleNet ("XcelleNet")
                                      AND
                               MCAFEE ("MCAFEE")

Within 30 days of signing this Agreement, MCAFEE agrees to:
-----------------------------------------------------------

 .  Provide hot-links to XcelleNet's web site for the period of the Agreement on
   MCAFEE's home page at the following sites (or equivalents, if the page is
   reorganized): www.mcafee.com/prod/av/av.html and
   www.mcafee.com/prod/av/mscc.html.

 .  Implement bi-lateral identification and references in electronic media, print
   advertising and promotion, including being prominently featured in the anti-
   virus and Security Command Center areas of the MCAFEE web site.

 .  Co-author a white paper on product fit and benefits.
 .  Issue a joint press release regarding the joint marketing and development
   efforts between XcelleNet and MCAFEE.

 .  License SessionXpress (royalty-free) for the sole purpose of initial
   distribution and software updates of MCAFEE anti-virus products from the
   MCAFEE Security Command Center to remote access clients.

 .  Join in press interviews with XcelleNet to discuss the use of XcelleNet
   technology; and speak with press and industry analysts in support of the
   joint press interviews.

 .  Not to promote or publicly disclose the product of any competitor of
   XcelleNet that is used to distribute and update MCAFEE products over a
   corporate Intranet for the term of the Agreement.

 .  Use SessionXpress as a SecureCast alternative to distribute MCAFEE products
   from MCAFEE's web site to corporate systems administrators, from August 1,
   1997, to the end of the term of the Agreement. Upon launch of the system
   administrator's client, a bug/hotlink will be available to the system
   administrator back to XcelleNet's web site.

 .  To bundle SessionXpress evaluation software and promotional media with MCAFEE
   Security Command Console packaging (on disk or otherwise) and ship to MSCC
   customers for the term of the Agreement.

                                       11
<PAGE>
 
                                 CONFIDENTIAL


                                  EXHIBIT "B"



                             MCAFEE SOFTWARE, INC.

                                      OEM

                         SOFTWARE REDISTRIBUTION GUIDE



                              Copyright Guidelines

                              Trademark Guidelines

                            Distribution Guidelines


                            Issued November 18, 1996



    The OEM Software Distribution Guide is subject to change without notice.
You may contact the MCAFEE OEM Department at (214) 706-2547 for a current issue
                               of this document.
                                        

                                       12
<PAGE>
 
                                 CONFIDENTIAL

                             COPYRIGHT GUIDELINES


I   OVERVIEW

  MCAFEE Associates, Inc. has developed and published, in machine-readable and
printed form, microcomputer software programs.  These programs and related
documentation are protected by the United States and international copyright
laws and conventions.  Any OEM of MCAFEE Associates, Inc., shall reproduce a
copyright notice on a media containing authorized copies of MCAFEE products and
on all documentation.

II  GENERAL COPYRIGHT INFORMATION

  The symbol "c" is inserted in the notice after the word "Copyright" wherever
possible and as "(C)" in machine-readable format.

  The date included in the notice is the year in which the work was first
published.  If the work is a derivative work which contains some previously
copyrighted material published in an earlier year (i.e., a revision or update),
the notice must include both dates in chronological order.  Licensee is
responsible for ensuring that the appropriate dates are inserted in the
appropriate Copyright Notice.

  SAMPLE REQUIRED MINIMUM COPYRIGHT NOTICE:

   "Copyright "c" MCAFEE Associates, Inc., VIRUSSCAN V1.5 1993, 1994. All Rights
   Reserved.

III  EXTERNAL NOTICE ON MAGNETIC MEDIA

  Licensee must place a label bearing the appropriate copyright notice and the
following license requirements in printed form on the exterior of magnetic
recording media.  It is the Licensee's responsibility to determine which
appropriate Copyright Notice to use.  (Such appropriate copyright notice is
hereinafter referred to as "Copyright Notice".)

  NOTICE OF LICENSE RESTRICTIONS

  All software on this diskette is copyrighted and may be used and copied only
  under the terms of the MCAFEE End User License Agreement (EULA).  This
  diskette may be used only by the registered user, and may not be resold or
  transferred except in accordance with the terms and conditions of the EULA.
  Disassembly of code is prohibited.  Unauthorized reproduction, transfer, or
  use this material may be a criminal offense [insert appropriate Copyright
  Notice].

IV  INTERNAL NOTICE ON MAGNETIC MEDIA

  MCAFEE Associates, Inc. includes an internal copyright notice in machine-
readable code.   This may not be altered or removed by OEM.  A notice with the
appropriate product name, release, and version number and copyright year(s)
should be located in each MCAFEE Licensed Program.

V ROM BASED LICENSED PROGRAMS, IF APPLICABLE

  A.   OEM shall mark, externally and in the same place that OEM affixes its own
product identification and/or serial number, the words:  "Software contained
with the ________________________ (insert the "Defined Hardware" from the MCAFEE
OEM License Agreement) is used under license from MCAFEE Associates, Inc.

                                       13
<PAGE>
 
                                 CONFIDENTIAL

  B.   OEM shall mark upon the external surface of the ROM chip by silkscreen or
other non-destructible material the appropriate Copyright Notice.

VI  DOCUMENTATION REPRINT RIGHTS

  If OEM is granted Documentation Reprint Rights from MCAFEE Associates, Inc.,
OEM must include an appropriate Copyright Notice in MCAFEE documentation on the
title page or the reverse thereof or on either side of the cover page of the
product, related books, manuals, or pamphlets distributed.

                              TRADEMARK GUIDELINES
                                        
I FUNCTION OF TRADEMARKS

  Trademarks, when property used, serve the important function of identifying
MCAFEE Associates, Inc. as the source of MCAFEE products.  Trademarks help users
and other members of the public recognize MCAFEE products and the high quality
and dependability associated with those products.

II  GENERAL RULES

  A.   MCAFEE Associates, Inc. trademarks must be displayed in printed or logo
form.

  B.   Authorization for Licensee to use MCAFEE marks must be obtained in
writing from MCAFEE Associates, Inc.  OEM may not use MCAFEE marks to identify
their business or to identify any products other than those from MCAFEE.

  C.   For each mark which is a registered MCAFEE trademark, the first
occurrence of the mark in a publication  or advertisement should include an
indication that the mark is a MCAFEE registered trademark.  In the United
States, this indication is made by using a "" symbol after the product name.
For example, "VIRUSSCAN".  For use in footnotes the legend should read "(PRODUCT
NAME) is a Registered Trademark of MCAFEE Associates, Inc."  Outside of the
United States, an "*" is sometimes used instead of the "" with the same
footnote.

  D.   For each mark which is an unregistered MCAFEE mark, the first occurrence
of the mark in a publication or advertisement shall include an indication that
the mark is a MCAFEE trademark.  In the United States, this indication is made
by using the "(PRODUCT NAME)" reference symbol and the footnote, "(PRODUCT NAME)
is a trademark of MCAFEE Associates, Inc."

  E.   Any firm marketing software products or otherwise referring in
promotional materials and the like to MCAFEE trademarked products that originate
from MCAFEE Associates, Inc., e.g. "VIRUSSCAN" or "NETSHIELD", must identify
that the MCAFEE names for those products are trademarks.

   Correct:    "NETSHIELD" software.

  F.   MCAFEE trademark must never identify any product or service not
originating from MCAFEE Associates, Inc.

  G.   The trademark identifies ("" and "") together with a footnote should be
in a readable style of type.

  H.   Trademarks must be used as proper adjectives.  Trademarks should not be
used as verbs, in plural form, or in possessive form.

       Incorrect:
                    MCAFEE compatible software.

       Correct:
                    Software compatible with MCAFEE products.

                                       14
<PAGE>
 
                                 CONFIDENTIAL


III  EXAMPLES OF USES OF MCAFEE TRADEMARKS

  A.   MCAFEE trademarks may never be used to describe a person and should be
used to describe a MCAFEE product.

       Incorrect:

                     "VIRUSSCAN users."

       Correct:

                     "VIRUSSCAN software users."

  B.   MCAFEE trademarks may never be used to describe a product that does not
come from MCAFEE Associates, Inc. unless, and to the extent that permission is
granted in writing, by MCAFEE Associates, Inc. or a MCAFEE subsidiary.

IV  TRADEMARKS REGISTERED IN THE UNITED STATES

  MCAFEE Associates, Inc., the MCAFEE logo, VirusScan, Netshield, NetTools and
SiteMeter are registered trademarks of MCAFEE Associates, Inc.

  These marks must be followed by the "" symbol.  For publication outside the
United States, local trademark laws must be followed.

V OTHER TRADEMARKS OR TRADENAMES

  The following marks shall be treated as unregistered trademarks in accordance
with Paragraph II.E above:

BRIGHTWORKS(TM)                           SITEMETER
NETTOOLS                                  LANINVENTORY(TM)
VIRUSSCAN                                 NETREMOTE+(TM)
NETSHIELD                                 BRIGHTWORKS UTILITIES(TM)
MCAFEE SERVICE DESK                       WEBSCAN(TM)
SITEEXPRESS(TM)                           ROMSHIELD(TM)
BOOTSHIELD(TM)                            SERVERSTOR(TM)
WEBSTOR(TM)                               PCCRYPTO(TM)
VYCORWEB(TM)                              VYCORENTERPRISE(TM)
DP UMBRELLA                               REMOTE DESKTOP 32(TM)
GROUPSHIELD(TM)                           SABERTOOLS(TM)
GROUPSCAN(TM)                             SABER LAN WORKSTATION(TM)
WEBCRYPTO(TM)                             PCFIREWALL(TM)
NETCRYPTO(TM)                             NTSSENTIAL(TM)



VI  SABER NAMES

Certain MCAFEE products use the trademark "SABER" (the "Mark").  Products
currently bearing the Mark are SABERTOOLS and SABER LAN WORKSTATION.  The Mark
is a trademark of American Airlines, Inc. ("American") and is licensed for use
to MCAFEE, which is not otherwise affiliated with American or SABRE Travel
Information Network.  OEM acknowledges and agrees that: (a) the Mark is owned by
American; (b) it will make no claim to the Mark superior to the claims of
American and MCAFEE in the applicable computer software, hardware and

                                       15
<PAGE>
 
                                 CONFIDENTIAL


peripherals industry; (c) it will not take any action to deceive or confuse the
public regarding the Mark; (d) it will provide MCAFEE at least annually with
representative materials showing the use of the Mark in the preceding twelve
(12) month period; and (e) it will use best efforts in all of "SABER" marked
Products advertisements greater than one-quarter page where the proprietary
legend of MCAFEE is used to include the following notice with the same
prominence that such proprietary legends of MCAFEE are given:

     "SABER is a trademark of American Airlines, Inc. and is licensed for use to
     MCAFEE Associates, Inc.  MCAFEE Associates, Inc. is not affiliated with
     American Airlines, Inc. or SABRE Travel Information Network."



SUMMARY

  No representation shall be made that MCAFEE has reviewed or authorized any
publication or product, or endorses any publication, product or contents
thereof, without express prior written permission from MCAFEE.

  We hope these guidelines give you a clear understanding of the policies of
MCAFEE regarding advertising and outside publications.  Please contact MCAFEE at
(214) 706-2547 if you have further questions regarding these policies.

                                       16
<PAGE>
 
                                 CONFIDENTIAL

                                  EXHIBIT "C"


                                   IMPORTANT
                   READ CAREFULLY BEFORE USING THE SOFTWARE.
                                        
                      XCELLENET SOFTWARE LICENSE AGREEMENT
                                        
THIS IS A LEGAL AGREEMENT (THIS "LICENSE AGREEMENT") BETWEEN YOU, THE END USER,
AND XCELLENET, INC., OR ONE OF ITS AFFILIATED ENTITIES ("XCELLENET").  BY
INSTALLING OR USING THE SOFTWARE PRODUCT(S) ORDERED BY YOU AND ACCOMPANYING THIS
LICENSE AGREEMENT, INCLUDING ANY UPDATES THERETO AND ANY ASSOCIATED ELECTRONIC
OR WRITTEN DOCUMENTATION (TOGETHER, THE "SOFTWARE"), YOU ARE AGREEING TO BE
BOUND BY THE TERMS OF THIS LICENSE AGREEMENT.  IF YOU DO NOT AGREE TO THE TERMS
OF THIS LICENSE AGREEMENT, YOU SHOULD CLICK THE DO NOT ACCEPT BUTTON AND THE
INSTALLATION/DOWNLOAD PROCESS WILL NOT CONTINUE.  YOU MAY THEN, WITHIN 30 DAYS
OF PURCHASE, CONTACT THE PLACE WHERE YOU OBTAINED THE SOFTWARE AND EITHER RETURN
THE SOFTWARE INCLUDING ALL COPIES THEREOF, OR CERTIFY IN WRITING THE DESTRUCTION
OF SAME, TO RECEIVE A FULL REFUND OF ANY LICENSE FEES PREVIOUSLY PAID BY YOU.

If you ordered a trial version of the Software, the Software may be time
disabled.  "Time Disabled" means that all Software functions and features will
cease to operate after that period of time specified by XcelleNet when you
ordered the Software.  If you wish to purchase a license for continued use,
please contact XcelleNet on the Internet at http://www.xcellenet.com or by
writing to XcelleNet, Inc., 5 Concourse Parkway, Suite 850, Atlanta, Georgia
30328 U.S.A.  Phone:  770/804-8100.

1. GRANT OF LICENSE.  Subject to the terms and conditions of this License
   Agreement, XcelleNet hereby grants and you hereby accept a nonexclusive and
   limited license to use the Software with the understanding that the license
   granted in this License Agreement places certain limits on you, including:

   (i)   You agree to use the Software for your internal use only in processing
         your data and any third-party data you have a right to process or
         distribute. You agree not to use the Software on a timesharing basis or
         to operate a service bureau facility for the benefit of third-parties.

   (ii)  You agree not to sublicense, assign, rent, sell, lease, distribute or
         otherwise transfer the Software or any of the rights granted by this
         License Agreement, to any third party, except for the distribution of
         Client Software as provided in Section 3 and except that you may
         physically transfer the Software from one computer to another within
         your own licensed organization provided that you do not retain any
         copies of the Software on the prior computer.

   (iii) You agree to take all reasonable precautions, which will at least be
         equal to those precautions that you take to protect your own similar
         proprietary information, to prevent unauthorized persons from obtaining
         access to or use of the Software.

   (iv)  You agree not to cause or knowingly allow disassembly, decompiling or
         reverse engineering of the Software or any portion thereof except to
         the extent and for the express purposes authorized by applicable law
         notwithstanding this limitation.

   (v)   You agree not to cause or knowingly allow modification or alteration of
         the Software without the prior written consent of XcelleNet. You
         acknowledge that XcelleNet retains all rights and title to any
         modifications or enhancements to, or derivative works of, the Software,
         except as otherwise agreed to by XcelleNet. Use of the menus, options,
         tools and other features contained within the Software to configure the
         Software does not constitute modification of the Software, and
         XcelleNet does not claim any ownership of any data entered, or of any
         forms, templates, applications or interfaces that were not created by
         XcelleNet (or based on XcelleNet's intellectual property) and that
         allow other applications to work in conjunction with the Software. If
         you wish to develop an interface to the Software or merge the Software
         with any other software, you shall inform XcelleNet and XcelleNet, at
         its option, may provide you with information sufficient to enable
         interoperability between the Software and such other software or
         products.

2. INTELLECTUAL PROPERTY.  The Software is protected by the copyright laws of
   the United States and international treaty provisions.  There are severe
   penalties, both civil and criminal, for copyright infringement.  To further

                                       17
<PAGE>
 
                                 CONFIDENTIAL

   protect XcelleNet's ownership rights in the Software, you agree to:  (i) not
   cause or knowingly allow violation of any of XcelleNet's copyrights, trade
   secrets or other proprietary rights related to the Software; (ii) not cause
   or knowingly allow alteration, removal or concealment of any copyright, trade
   secret or other proprietary rights notices that may appear on or within the
   Software, and you agree to reproduce such notices on any copies of the
   Software; and (iii) not cause or knowingly allow copying of the Software, in
   whole or in part, without the prior written consent of XcelleNet, except to
   provide a backup copy and to load the Software into the computer as part of
   executing the Software.  Solely with respect to the electronic documentation
   included with the Software, you may make an unlimited number of copies
   (either in hardcopy or electronic form), provided that such copies shall be
   used only for internal purposes and are not republished or distributed to any
   third party.  Any and all other copies of the Software and/or the
   documentation made by you are in violation of this License Agreement.

3. CLIENT AND SERVER SOFTWARE. The Software includes "Server Software" and
   "Client Software". Server Software is defined as those modules of the
   Software installed on the Server that manage and control the automated
   exchanges of information with Clients through various telecommunication
   channels, including the Internet. Client Software is defined as those modules
   of the Software, including plug-ins and ActiveX controls, that run on remote
   computers ("Clients") and facilitate communications with the Server. You
   agree to use each licensed copy of the Server Software ordered by you only on
   a single network or file server ("Server") located in the United States and
   its territories, or any other country to which this Software is legally
   exported, to manage up to the number of concurrent Client connections ordered
   by you. The Software is "in use" on a Server when it is resident in memory
   (i.e., RAM) or when executable and other files are installed on the hard
   drive or other storage device of that Server. The Client Software may be
   distributed to Clients upon their connection to the Server and subsequent use
   of the Server Software, but may not otherwise be further distributed. The
   Client Software may also include sample work objects developed by XcelleNet
   which are pre-programmed routines demonstrating some of the functions which
   the Software can be configured to perform. These sample work objects,
   including any additional work objects developed by you, may only be
   distributed to, and/or used by, Clients when accessing your Server and
   performing the functions associated with such work objects. You agree to be
   solely responsible for all claims and liabilities resulting from the use by
   third parties of any work objects or other Client applications developed by
   you.

4. OWNERSHIP. You agree that XcelleNet and/or its suppliers retain all right,
   title and interest in and to the Software and all copies at all times,
   regardless of the form or media in or on which the original or other copies
   may subsequently exist.  You agree that you neither own nor hereby acquire
   any claim or right of ownership to the Software or to any related patents,
   copyrights, trademarks or other intellectual property.  XcelleNet and its
   suppliers reserve all rights not expressly granted to you.  XcelleNet's
   suppliers are the intended third party beneficiaries of this License
   Agreement and have the express right to rely upon and directly enforce the
   terms set forth herein.  All content accessed through the Software is the
   property of the applicable content owner and may be protected by applicable
   copyright law.  This License Agreement gives you no rights to such content.

5. LIMITED WARRANTY/EXCLUSIVE REMEDY. For a period of thirty (30) days after
   installation of the Software by you (the "Warranty Period"), you may
   terminate this License Agreement for any reason and receive a full refund of
   any license fees previously paid by you by providing written notice to
   XcelleNet within the Warranty Period and either returning the Software and
   all copies thereof to XcelleNet or by certifying in writing the destruction
   of same. Unless XcelleNet is notified in writing otherwise, the date of
   installation shall be deemed to be ten (10) days after the Software is
   downloaded by you or otherwise shipped to you by XcelleNet. TO THE MAXIMUM
   EXTENT PERMITTED BY APPLICABLE LAW, THE FOREGOING RIGHT OF REFUND IS YOUR
   EXCLUSIVE REMEDY FOR ANY PROBLEMS YOU MAY EXPERIENCE WITH THE SOFTWARE AND IS
   LIEU OF ALL WARRANTIES, CONDITIONS, REPRESENTATIONS OR GUARANTIES OF ANY
   KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT
   LIMITED TO, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY,
   SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE. XCELLENET DOES NOT
   WARRANT THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR
   FREE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY XCELLENET OR AN
   XCELLENET AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. THIS DISCLAIMER
   OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS LICENSE AGREEMENT. SOME
   STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE
   ABOVE EXCLUSION MAY NOT APPLY TO YOU, AND YOU MAY HAVE OTHER LEGAL RIGHTS
   THAT VARY FROM STATE TO STATE OR BY JURISDICTION.

6. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,
   IN NO EVENT WILL XCELLENET OR ITS OFFICERS, DIRECTORS, EMPLOYEES,
   DISTRIBUTORS, LICENSORS OR AGENTS BE LIABLE FOR: (I) COSTS OF SUBSTITUTE

                                       18
<PAGE>
 
                                 CONFIDENTIAL

    GOODS OR SERVICES; (II) SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL
    DAMAGES OF ANY CHARACTER, WHETHER IN AN ACTION OF CONTRACT OR TORT, EVEN IF
    XCELLENET HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; (III) ANY
    CLAIM AGAINST YOU BY ANY THIRD PARTY; AND (IV) ANY DAMAGES, LOSSES OR
    INJURIES TO YOU, OR THOSE CLAIMING THROUGH YOU, IN EXCESS OF THE LICENSE FEE
    PAID BY YOU FOR THE SOFTWARE. SOME STATES/JURISDICTIONS DO NOT ALLOW THE
    LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL
    DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU .

7.  HIGH RISK ACTIVITIES. The Software is not fault-tolerant and is not
    designed, manufactured or intended for use as on-line control equipment in
    hazardous environments requiring fail-safe performance, such as in the
    operation of nuclear facilities, aircraft navigation or communication
    systems, air traffic control, direct life support machines, or weapons
    systems, in which the failure of the Software could lead directly to death,
    personal injury, or severe physical or environmental damage ("High Risk
    Activities"). XcelleNet and its suppliers specifically disclaim any express
    or implied warranty of fitness for High Risk Activities.

8.  TERMINATION. This License Agreement is effective until terminated. You may
    terminate this License Agreement at any time by returning the Software and
    all copies thereof to XcelleNet or by destroying same. However, you shall
    receive a refund of your license fee only if this License Agreement is
    terminated in compliance with Section 5 hereof. If you ordered a trial
    version of the Software which is time disabled, this License Agreement will
    automatically terminate after that period of time specified by XcelleNet
    when you ordered the Software, and you agree not to avoid, or attempt to
    avoid, any applicable time limitation. This License Agreement may be
    terminated by XcelleNet if (i) you fail to pay the license fee set forth at
    the time of your order, or (ii) you fail to comply with any of the terms and
    conditions set forth in this License Agreement. Upon any termination of this
    License Agreement, you agree to immediately cease all use of the Software,
    and (ii) either return the Software and all copies thereof to XcelleNet or
    destroy same.

9.  EXPORT CONTROLS. None of the Software or underlying information or
    technology may be downloaded or otherwise exported or re-exported (i) into
    (or to a national or resident of) Cuba, Iraq, Libya, North Korea, Iran,
    Syria or any other country in violation of the laws and administrative
    regulations of the United States or any other applicable jurisdiction; or
    (ii) to anyone on the U.S. Treasury Department's List of Specially
    Designated Nationals or the U.S. Commerce Department's Table of Deny Orders.
    By downloading, installing and/or using the Software, you are agreeing to
    the foregoing and you are representing and warranting that you are not
    located in, under the control of, or a national or resident of any such
    country or on any such list.

10. U. S. GOVERNMENT RIGHTS. If the Software is acquired for or on behalf of the
    United States of America, its agencies and/or instrumentalities ("U.S.
    Government"), the Software is provided to the U.S. Government as commercial
    computer software under FAR 12.212 and DFARS 227.7202, or an equivalent
    provision (e.g., in supplements of various U.S. government agencies, as
    applicable), and the restrictions set forth in this License Agreement.
    Manufacturer is XcelleNet, Inc., 5 Concourse Parkway, Suite 850, Atlanta,
    Georgia 30328 U.S.A.

11. GENERAL.  This License Agreement shall be governed in accordance with the
    laws of the State of Georgia, U.S.A., without reference to conflict of laws
    principles and without regard to the United Nations 1980 Convention on
    Contracts for the International Sale of Goods and any amendments thereto.
    You acknowledge that a violation of this License Agreement may cause
    irreparable harm to XcelleNet, and you agree that, in addition to any other
    remedies provided by law, XcelleNet shall be entitled to seek injunctive
    relief against any such violation without having to post a bond.  If any
    provision of this License Agreement is held to be unenforceable, such
    provision shall be reformed only to the extent necessary to make it
    enforceable.  All terms of any purchase order or other ordering document
    submitted by you shall be superseded by this License Agreement.  This
    License Agreement may only be amended in writing and only if executed by an
    authorized representative of XcelleNet and you.  If you have received this
    software in Australia or New Zealand, you may have the benefit of certain
    rights or remedies pursuant to the Trade Practices Act and similar state and
    territory laws in Australia or the Consumer Guarantees Act in New Zealand,
    in respect of which certain liability may not be excluded.  Should you have
    questions concerning this License Agreement, please contact your local
    XcelleNet sales office or write to: XcelleNet, Inc., Sales Operations, 5
    Concourse Parkway, Suite 850, Atlanta, Georgia 30328.


YOU ACKNOWLEDGE THAT YOU HAVE READ THIS LICENSE AGREEMENT, UNDERSTAND IT AND
AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.  YOU FURTHER AGREE THAT IT IS THE
COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US WHICH SUPERSEDES
ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS
BETWEEN US RELATING TO THE SUBJECT MATTER OF THIS LICENSE AGREEMENT.

                   _____  Accept        ______  Do Not Accept

                                       19
<PAGE>
 
                                 CONFIDENTIAL

                                  EXHIBIT "D"
                       OEM TECHNICAL SUPPORT PROCEDURE'S
                       ---------------------------------

OVERVIEW:
---------
MCAFEE's OEM technical support policy has been developed to provide each OEM
with direct access to MCAFEE's senior technical support personnel to assure
timely and thorough responsiveness.  MCAFEE's OEM technical support personnel
may be reached via telephone, fax, email or mail.   Listed below is detailed
information on how to reach MCAFEE's technical support personnel along with our
responsiveness for each method of communication.  We would recommend that your
personnel use the communication process that is most appropriated for the
specific issue.  To assist us in facilitating our OEM technical support, we
would request that you provide your MCAFEE OEM sales representative with the
name, email address, telephone and fax number of your technical support
personnel(s).  Finally, if you have any questions regarding this policy please
contact your MCAFEE OEM representative.

EMAIL INQUIRIES
---------------
*  Address your email inquiries to OEM@CC.MCAFEE.COM

Messages sent to these electronic addresses will be routed to the appropriate
MCAFEE technician. Support Supervisors will follow up to ensure each issue is
resolved.  All emails will be answered within forty-eight (48) hours.

FAXED INQUIRIES
---------------
Fax questions to the appropriate supervisor listed below.
 
Supervisor         Fax Number         Products
Brian Mann         408-988-5982       VirusScan, NetShield, NetRemote, WebScan
Karla Johnson      214-361-1014       All other MCAFEE products

Use the word "OEM" clearly on your fax to ensure fastest possible attention.
Support questions received will be routed to the appropriate MCAFEE Technician.
All faxes are logged and the Support Supervisors will follow up to ensure each
issue is resolved.  All faxes will be answered within forty-eight (48) hours.

TELEPHONE SUPPORT
-----------------
You may gain telephone access by dialing 408-988-3832.  When calling for
technical assistance as an OEM please state that you are an OEM of MCAFEE's,
your company name and the product you are calling about.  To ensure that you are
placed into the proper queue it is important to let the operator know that you
are an OEM of MCAFEE's.  Your companies OEM history is on file and will be
referenced by the support technician during your call.  The average hold time in
the queue is approximately five (5) minutes.  Messages will be returned within
four (4) hours.

SURFACE MAIL
------------
If you would like to send in a support request via US mail please send it to:

MCAFEE Associates, Inc.
Attn: OEM Support
2710 Walsh Avenue
Santa Clara, CA  95051

All mail inquiries will be replied within four (4) working days

                                       20
<PAGE>
 
                                 CONFIDENTIAL

                                  EXHIBIT "E"

FIRM NAME

I HEREBY CERTIFY,
that I hold valid seller's permit No._______________________
issued pursuant to the Sales and Use Tax law of the State of _______________,
that I am engaged in the business of selling:

____________________________________________________________________________ 
that the tangible personal property described herein which I shall purchase
from:

____________________________________________________________________________ 
will be resold by me in the form tangible personal property; PROVIDED, HOWEVER,
that in the even any of such property is used for any purpose other than
retention, demonstration, or display while holding it for sale in the regular
course of business, it is understood that I am required by the Sales and Use Tax
Law of the State of  ________ to report and pay for the tax, measured by the
purchase price of such property.
 
Description of property to be purchased:    ____________________________

        ________________________________________________________________

Dated:  _____________________ 19_____  Signature:_______________________

at: _______________________________    By and Title:____________________

Phone: ____________________________    Address: ________________________

                                       21