Hardware Agreement Dated 6/18/99

Confidential Treatment has been requested for portions of this document.


EXHIBIT 10.24


CHAPARRAL TECHNOLOGIES, INC.
HARDWARE AGREEMENT


This Hardware Agreement and the attached Schedules ("Agreement") is between the following parties:


SELLER: BUYER: Chaparral Technologies, Inc. nStor 1951 South Fordham Street 450 Technology Park Longmont, CO 80503 Lake Mary, FL 32746


THE PARTIES AGREE AS FOLLOWS:


1. Certification. Buyer hereby agrees, represents and certifies all
Hardware Products purchased from Seller pursuant to this Agreement
shall be integrated into Buyer's products, which are assembled or
manufactured, in the regular course of Buyer's business. Additionally,
Buyer acknowledges the Hardware Products and the pricing of Hardware
Products by Seller are based on Seller's reliance on Buyer's
representations the Hardware Products will be integrated. Buyer
expressly agrees not to resell or transfer any of the Hardware Products
as stand alone units and any attempt to do so without Seller's prior
written permission shall be a material breach of this Agreement.


2. Hardware Products and Pricing. The Hardware Products which Buyer is
authorized to purchase from Seller and the corresponding Prices are
listed on Schedule 1. Additionally, Buyer's products which will
incorporate or integrate Seller's Hardware Products shall be listed on
Schedule 1. Buyer shall supply to Seller, upon Seller's request and
expense, a sample of Buyer's product(s) which incorporate Seller's
Hardware Products.


3. Pricing and Forecasts. Buyer will provide monthly a six (6) month
rolling Hardware Product forecast. Lead times shall be negotiable for
quantities of Hardware Products not forecasted by Buyer. Hardware
Product prices shall be based on buyer's Hardware Product forecast for
a six (6) month period. After the first ninety (90) days for the
Effective Date, Seller reserves the right to change the price of
Hardware Products in accordance with Schedule 1.


4. Subcontractors. Seller agrees Buyer's subcontractors listed in Schedule
1 ("Subcontractors") shall be entitled to receive Products at the
address listed in Schedule 1 for the purpose of manufacturing on behalf
of Buyer. Buyer is solely responsible and liable to Seller for
Subcontractor's actions, errors or omissions for noncompliance with
Section 1 Certification and the other terms of this Agreement.


5. Terms of Sale. The Terms of Sale which govern the purchase of Hardware
Products pursuant to the Agreement are attached hereto as Schedule 2.


2


6. Term. The term of this Agreement is for a period of one (1) year and
shall automatically be renewed for periods of one (1) year unless
terminated earlier by either party with ninety (90) days written
notice.


7. Termination. This Agreement may be terminated by either party with a
ninety (90) day written notice. In the event of such terminations,
neither party shall be liable to the other party other than in the
event Buyer terminates this Agreement, Buyer shall immediately pay to
Seller all amounts due to Seller, including the full purchase price for
all outstanding purchase orders and the full purchase price of any and
all "risk - buy" inventory. Any terms of this Agreement not specified
on Schedule 1, attached, which by their nature extend beyond its
termination remain in effect until fulfilled and apply to respective
successors and assigns.


8. Confidentiality. No confidential information shall be deemed to be
given or received in confidence by either party pursuant to this
Agreement unless and to the extent it is covered by a separate written
nondisclosure agreement which shall be attached hereto as Schedule 3.


9. Audit. Buyer agrees to keep accurate books and records to show
compliance with this Agreement at the address listed above. Seller may
conduct unannounced audits of buyer's books and records in order to
assure compliance during Buyer's regular business hours and at Seller's
expense. Noncompliance by Buyer is grounds for termination of this
Agreement.


10. Arbitration. Any disputes between Buyer and Seller with respect to this
Agreement shall be settled by binding, final arbitration in accordance
with the commercial arbitration rules of the American Arbitration
Association then in effect (the "AAA Rules") [unless a non-AAA
arbitration is mutually agreed upon by Buyer and Seller]. Any
arbitration proceeding shall be conducted in either Boulder County,
Colorado or in Denver, Colorado. Any judgment upon the award rendered
by the arbitrator may be entered in any court having jurisdiction over
the subject matter thereof. The arbitrator shall have the authority to
grant any equitable and legal remedies available. In the event of any
litigation between Buyer and Seller relating to this Agreement, the
prevailing party will be entitled to recover reasonable attorney's fees
and all costs. The parties agree this Agreement shall be governed by
Colorado law, excluding its conflict of laws rules. No action against
the Seller for breach hereof shall be commenced more than one (1) year
after the accrual of the cause of action.


11. General. All notices shall be sent to each party in writing at the
addresses listed above. Notice is effective immediately upon receipt.
This Agreement sets forth the entire understanding and agreement of the
parties with respect to the subject matter hereof and supersedes all
other oral or written representations and understandings. The failure
to enforce any right will not be deemed a waiver of such or any other
right including the right to enforce a subsequent breach of the same
obligations. This Agreement may be assigned, amended or modified only
in writing and signed by the parties. This Agreement will not be
construed as a teaming agreement, joint venture or other business
relationship.


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SELLER: BUYER:


By: /s/ Douglas J. Lehrmann By: /s/ LARRY CALISCE
--------------------------- -----------------------------


Printed: Douglas J. Lehrmann Printed: Larry Calisce
---------------------- ------------------------


Title: Vice President, Finance Title: Chief Financial Officer
------------------------ --------------------------


Effective Date: June 18, 1999 Date: June 18, 1999
--------------- ---------------------------


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SCHEDULE 1


HARDWARE PRODUCTS AND PRICE LISTS


HARDWARE PRODUCTS


Product Pricing:


Buyer's G, K and M-series board-level prices, with production shipments for G and K Series product commencing no later than July of 1999, are as follows:


PRODUCT MSRP 250-699 700-1249 1250-2499 2500 G5312 [***] [***] [***] [***] [***]


G7313 [***] [***] [***] [***] [***]


K5312 [***] [***] [***] [***] [***]


K7313 [***] [***] [***] [***] [***]


M5314 [***] [***] [***] [***] [***]


M7325 [***] [***] [***] [***] [***]


TERMS:


1. Volume pricing based on a minimum combined annual product shipments of
[***] units, which shall be reviewed quarterly for accuracy during the
quarterly business review.


2. Prices are for Seller standard products. Special Pricing Agreements are
negotiated separately.


3. If the purchase order quantity drops to less than [***] per quarter, the
pricing will reflect the [***] units per year volume.


4. Prices do not include memory or battery.


5. Standard lead-time for Seller products is 120 days.


6. Subject to the provisions below all Purchase Orders placed within 120 days
of Seller's delivery date shall be non-cancelable.


Buyer may reschedule Purchase Orders within 120 days of shipment from Seller in accordance with the following schedule:


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5


DAYS BEFORE SCHEDULED SHIP DATE PO PUSH-OUT %* PO UPSIDE % ------------------------------- -------------- -----------
0-30 [***] [***]
31-60 [***] [***]
61-90 [***] [***]
91-120 [***] [***]
120+ [***] [***]


* Maximum 1 push-out per Purchase Order


Seller commits its best efforts to satisfy unplanned upside requirements beyond the flexibility committed above, but may be constrained by component level lead-times and related supply.


Buyer may cancel Purchase Orders in accordance with the following schedule:


DAYS BEFORE SCHEDULED SHIP DATE CANCELLATION ...