SUPPLEMENTAL END USER LICENSE AGREEMENT FOR MICROSOFT SOFTWARE

IMPORTANT: READ CAREFULLY - Service Pack 3 for Microsoft Exchange Server 5.5 and Microsoft Exchange Server, Enterprise Edition 5.5 which you are about to install, including any "online" or electronic documentation ("Service Pack") is subject to the terms and conditions of the agreement under which you have validly licensed the applicable Microsoft software product identified below (each an "End User License Agreement" or "EULA") and the terms and conditions of this Supplemental EULA. BY INSTALLING, COPYING OR OTHERWISE USING THE SERVICE PACK, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THE EULA FOR THE APPLICABLE SOFTWARE PRODUCT DESCRIBED BELOW AND THIS SUPPLEMENTAL EULA. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, DO NOT INSTALL, COPY OR USE THE SERVICE PACK.

NOTE: IF YOU DO NOT HAVE A VALID EULA FOR MICROSOFT EXCHANGE SERVER 5.5, MICROSOFT EXCHANGE SERVER, ENTERPRISE EDITION 5.5, OR ANY OTHER MICROSOFT PRODUCT WHICH INCLUDES EITHER OF THE FOREGOING PRODUCTS (each of the foregoing products, a "Software Product"), YOU ARE NOT AUTHORIZED TO INSTALL, COPY OR OTHERWISE USE THE SERVICE PACK AND YOU HAVE NO RIGHTS UNDER THIS SUPPLEMENTAL EULA.

Capitalized terms used in this Supplemental EULA and not otherwise defined herein shall have the meanings assigned to them in the applicable Software Product EULA.

General. The Service Pack is provided to you by Microsoft Corporation ("Microsoft") to update, supplement, or replace existing functionality of the applicable Software Product. Microsoft grants you a license to use the Service Pack under the terms and conditions of the EULA for the applicable Software Product (which is hereby incorporated by reference) and the terms and conditions set forth in this Supplemental EULA, provided that you comply with all such terms and conditions. To the extent that any terms in this Supplemental EULA conflict with terms in the applicable Software Product EULA, the terms of this Supplemental EULA control solely with respect to the Service Pack.

Additional Rights and Limitations.

* This Service Pack may contain additional software components ("Additional Software"). The Additional Software is licensed under the terms and conditions contained in the end-user license agreement that accompanies such software.

* Notwithstanding anything contained in this Supplemental EULA to the contrary, you are licensed to use the components of the Service Pack which update, supplement or replace existing functionality of the Microsoft Exchange Server Client Software, Server Software, and Connector Software (all as defined in the applicable EULA) under the terms and conditions of the applicable EULA and as set forth above, only if you have a validly licensed copy of the Software Product(s).

* If you have multiple validly licensed copies of the Software Product(s), you may reproduce, install and use one copy of the Service Pack as part of the applicable Software Product on each of your computers running validly licensed copies of such Software Product(s) provided that you use such additional copies of the Service Pack in accordance with the terms and conditions of this Supplemental EULA. For each validly licensed copy of the applicable Software Product, you also may reproduce one additional copy of the Service Pack solely for archival purposes or reinstallation of the Service Pack on the same computer as the Service Pack was previously installed. Microsoft retains all right, title and interest in and to the Service Pack. All rights not expressly granted are reserved by Microsoft.

IF THE APPLICABLE SOFTWARE PRODUCT WAS LICENSED TO YOU BY MICROSOFT OR ANY OF ITS WHOLLY OWNED SUBSIDIARIES, THE LIMITED WARRANTY (IF ANY) INCLUDED IN THE APPLICABLE SOFTWARE PRODUCT EULA APPLIES TO THE SERVICE PACK IF THE SERVICE PACK HAS BEEN LICENSED BY YOU WITHIN THE TERM OF THE LIMITED WARRANTY IN THE APPLICABLE SOFTWARE PRODUCT EULA. HOWEVER, THIS SUPPLEMENTAL EULA DOES NOT EXTEND THE TIME PERIOD FOR WHICH THE LIMITED WARRANTY IS PROVIDED.

IF THE APPLICABLE SOFTWARE PRODUCT WAS LICENSED TO YOU BY AN ENTITY OTHER THAN MICROSOFT OR ANY OF ITS WHOLLY OWNED SUBSIDIARIES, MICROSOFT DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE SERVICE PACK AS FOLLOWS:

DISCLAIMER OF WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MICROSOFT AND ITS SUPPLIERS PROVIDE TO YOU THE SERVICE PACK, AND ANY (IF ANY) SUPPORT SERVICES RELATED TO THE SERVICE PACK ("SUPPORT SERVICES") AS IS AND WITH ALL FAULTS; AND MICROSOFT AND ITS SUPPLIERS HEREBY DISCLAIM WITH RESPECT TO THE SERVICE PACK AND SUPPORT SERVICES ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY (IF ANY) WARRANTIES OR CONDITIONS OF OR RELATED TO: TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, LACK OF VIRUSES, ACCURACY OR COMPLETENESS OF RESPONSES, RESULTS, LACK OF NEGLIGENCE OR LACK OF WORKMANLIKE EFFORT, QUIET ENJOYMENT, QUIET POSSESSION, AND CORRESPONDENCE TO DESCRIPTION. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE SERVICE PACK AND ANY SUPPORT SERVICES REMAINS WITH YOU.

EXCLUSION OF INCIDENTAL, CONSEQUENTIAL AND CERTAIN OTHER DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL MICROSOFT OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR: LOSS OF PROFITS, LOSS OF CONFIDENTIAL OR OTHER INFORMATION, BUSINESS INTERRUPTION, PERSONAL INJURY, LOSS OF PRIVACY, FAILURE TO MEET ANY DUTY (INCLUDING OF GOOD FAITH OR OF REASONABLE CARE), NEGLIGENCE, AND ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SERVICE PACK OR THE SUPPORT SERVICES, OR THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS SUPPLEMENTAL EULA, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF MICROSOFT OR ANY SUPPLIER, AND EVEN IF MICROSOFT OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

LIMITATION OF LIABILITY AND REMEDIES. NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED ABOVE AND ALL DIRECT OR GENERAL DAMAGES), THE ENTIRE LIABILITY OF MICROSOFT AND ANY OF ITS SUPPLIERS UNDER ANY PROVISION OF THIS SUPPLEMENTAL EULA AND YOUR EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING SHALL BE LIMITED TO THE GREATER OF THE AMOUNT ACTUALLY PAID BY YOU FOR THE SERVICE PACK OR U.S.$5.00. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE.