LIMITED LICENSE AGREEMENT

You ("Developer" or "You") must read this Limited License Agreement (this
"Agreement") carefully and thoroughly before downloading, installing, and/or
using any software or content ("Software") provided herewith. BY DOWNLOADING,
INSTALLING AND/OR USING ANY SOFTWARE OR CONTENT, YOU ARE CONFIRMING YOUR
ACCEPTANCE OF THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY
THE TERMS OF THIS AGREEMENT, THEN DO NOT DOWNLOAD, INSTALL/COMPLETE
INSTALLATION OF, OR USE THE SOFTWARE OR CONTENT.

1. Grant of License. Atmel grants Developer a non-exclusive, limited license:
(a) to use the Software as a development platform solely in connection with an
Atmel AVR product ("Atmel Product"), (b) to modify the source code version of
the Software solely as necessary to implement such Software in products
developed by Developer that incorporate an Atmel Product ("Developer
Products"),and (c) to distribute the Software solely as implemented in
Developer Products. Developer shall not use the Software for any purpose other
than as specifically authorized herein.

2. Title. As between the parties, Atmel retains full rights, title, and
ownership including all patents, copyrights, trade secrets, trade names,
trademarks, and other intellectual property rights in and to the Software.
Developer agrees to take all reasonable steps to prevent unauthorized
disclosure of the Software.

3. No Other Rights. Except as expressly stated herein, this Agreement does not
grant Developer, by implication, estoppels or otherwise, any rights to patents,
copyrights, trade secrets, trade names, trademarks (whether registered or
unregistered), or any other rights, franchises, or licenses in respect of the
Software. Atmel will not provide any support or maintenance for the Software.
Developer will be solely responsible for supporting its customers, including
resellers and end users.

4. No Support and Disclaimer of Warranty. Atmel is not obligated to furnish or
make available to Developer any further information, software, technical
information, know-how, show-how, bug-fixes, or support. Atmel reserves the
right to make changes to the Software without further notice. ATMEL IS
PROVIDING THE SOFTWARE TO DEVELOPER "AS IS", "WITH ALL FAULTS", AND WITH NO
WARRANTY WHATSOEVER. ATMEL MAKES NO WARRANTY THAT THE SOFTWARE IS COMPLETE,
VERIFIED, OR VALIDATED. ATMEL IS MAKING NO REPRESENTATION THAT THE SOFTWARE IS
FREE FROM ANY CLAIMS OF INFRINGEMENT. ATMEL MAKES NO WARRANTY WHATSOEVER,
EXPRESS, IMPLIED, STATUTORY, CONTRACTUAL OR OTHERWISE WITH RESPECT TO THE
SOFTWARE, AND EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT AND ANY WARRANTIES
ARISING BY VIRTUE OF CUSTOM OF TRADE OR COURSE OF DEALING.

5. Notice and Protection. Developer agrees not to remove or destroy any
proprietary trademark or copyright markings or notices placed upon or contained
within the Software or any related documentation.

6. Export. Developer acknowledges that the certain laws and regulations may
restrict the export and re-export of the Software. Developer will not export or
re-export any Software (including the diskettes, related documentation and/or
any hardware peripherals) in any form without the appropriate United States and
foreign governmental approval.

7. Termination. The license will automatically terminate if Developer fails to
comply with any of the terms and conditions of the license. Upon termination
for any reason, Developer will immediately destroy or return to Atmel the
Software, including all documentation and all whole or partial copies of the
Software.

8. LIMITATION OF LIABILITY. IN NO EVENT SHALL ATMEL BE LIABLE TO DEVELOPER OR
ANY THIRD PARTY FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT OR INCIDENTAL DAMAGES
ARISING OUT OF OR RELATING TO THE SOFTWARE OR ANY OTHER ASPECT OF THIS
AGREEMENT, EVEN IF ATMEL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL THE LIABILITY OF ATMEL ARISING OUT OF OR RELATING TO THIS
AGREEMENT EXCEED THE GREATER OF ONE THOUSAND U.S. DOLLARS (US$1,000) OR THE
PRICE PAID BY DEVELOPER TO ATMEL FOR THE SOFTWARE.

9. General. This Agreement and all transactions concluded hereunder shall be
governed by the laws of the State of California, as such laws are applied to
contracts entered into and performed entirely in California by California
residents. Any litigation relating to this Agreement shall be subject to the
exclusive jurisdiction of the state courts located in Santa Clara County,
California, or the federal courts located in the Northern District of
California. If any provision of this Agreement is held to be invalid, illegal
or unenforceable, that provision shall be construed in such a manner that it
becomes valid and enforceable and so as to reflect most closely the intent of
the parties in agreeing upon the provision in the first place, and the
remaining provisions of this Agreement shall continue in full force and effect
and shall not in any way be affected or impaired by any such determination of
invalidity, illegality or unenforceability.

THIS AGREEMENT IS THE ENTIRE AND EXCLUSIVE AGREEMENT BETWEEN ATMEL AND
DEVELOPER AND SUPERSEDES ALL PRIOR ORAL AND WRITTEN AGREEMENTS AND
COMMUNICATIONS BETWEEN THE PARTIES PERTAINING TO THE SUBJECT MATTER OF THIS
AGREEMENT. NO DIFFERENT OR ADDITIONAL TERMS WILL BE ENFORCEABLE AGAINST ATMEL
UNLESS ATMEL GIVES ITS EXPRESS WRITTEN CONSENT, INCLUDING AN EXPRESS WAIVER OF
THE TERMS OF THIS AGREEMENT.