Wonderware End User License Agreement Revised: September 2008

IMPORTANT, READ CAREFULLY T!I" WONDERWARE END U"ER LICEN"E A#REEMENT $T!E %EULA&' I" A LE#ALLY (INDIN# CONTRACT (ETWEEN YOU, T!E END)U"ER $%YOU& OR T!E %LICEN"EE&' AND T!E WONDERWARE (U"INE"" UNIT OF IN*EN"Y" "Y"TEM", INC $%WONDERWARE& OR T!E %LICEN"OR&' FOR T!E "OFTWARE PRODUCT" LICEN"ED TO YOU (Y WONDERWARE E+CEPT TO T!E E+TENT YOU ARE (OUND (Y A WRITTEN A#REEMENT "I#NED (Y (OT! YOU AND WONDERWARE RE#ARDIN# T!E U"E AND LICEN"E OF T!I" "OFTWARE PRODUCT, (Y IN"TALLIN# OR U"IN# T!I" "OFTWARE PRODUCT, YOU, T!E LICEN"EE, ARE A#REEIN# TO (E (OUND (Y T!E TERM", CONDITION" AND LIMITATION" OF T!I" EULA, W!IC! INCLUDE, (UT ARE NOT LIMITED TO, T!E DI"CLAIMER OF WARRANTY AND LIMITED WARRANTY, AND LIMITATION OF WONDERWARE," LIA(ILITY READ T!E TERM" AND CONDITION" OF T!I" EULA CAREFULLY (EFORE IN"TALLIN# OR U"IN# T!E "OFTWARE IF YOU DO NOT A#REE TO T!E TERM", CONDITION" AND LIMITATION" OF T!I" EULA, TERMINATE T!E IN"TALLATION OF T!I" "OFTWARE (Y "ELECTIN# -I DO NOT ACCEPT T!E LICEN"E A#REEMENT- IN T!I" WINDOW OR (Y CLIC.IN# ON T!E -CANCEL- (UTTON YOU MAY T!EN PROMPTLY DELETE T!E LICEN"E FILE" AND "OFTWARE FROM YOUR COMPUTER AND RETURN T!E LICEN"E FILE MEDIA, T!E ENTIRE MEDIA PAC.A#E, AND ALL OT!ER ITEM" $INCLUDIN# DOCUMENTATION AND PAC.A#IN#' WIT!IN /0 DAY" OF PURC!A"E TO T!E PLACE FROM W!IC! YOU O(TAINED IT FOR A FULL REFUND 1 De2initions 1 1 %A334ication Name "3ace& means a system of unique application objects (representing physical, logical, or graphical entities that interact or are used !ith the Soft!are" 1 5 %Ca3acit6& means a measurement of specific licensed si#e criteria as described on the $icense %ertificate and includes, among other measurements, &quipment %ounts, '() %ounts, *latform %ounts, Session %ounts and +ag %ounts" 1/ %C4ient& means a ,evice running %lient Soft!are or accessing or utili#ing Server Soft!are"

1 7 %C4ient Access License& or %CAL & means a usage license required for each %lient that runs, accesses or utili#es Soft!are running on a Server" 1 8 %C4ient "o2tware& means those components of, or programs in, the Soft!are that allo! a ,evice to run, access or utili#e the services provided by a Server" 1 9 %Data Connector License& means the right to use Soft!are that allo!s a Server to access data from a data source on behalf of a ,evice" 1: %Designated De;ice& means the single ,evice o!ned, leased or other!ise controlled by $icensee at a single location identified on the $icense -ile, $icense %ertificate or )rder -orm on !hich the Soft!are is to be installed or run" 1< %De;ice& means any physical or virtual %lient, .ode, Server, computer, or other digital !or/station, electronic, cellular, or computing instrument that runs, accesses, or utili#es the services of the Soft!are" 1 = %Doc>mentation& means the user guides and manuals for the installation and use of the Soft!are, !hether provided in electronic, physical media, hard copy, or other form" 1 10 %E?>i3ment& means any physical asset, subcomponent or grouping thereof from !hich information is captured for use by a Soft!are module(s for !hich a functional requirement has been established" 1 11 %E?>i3ment Co>nt&, !hen used to determine the capacity of modules licenses, means the number of any physical asset, subcomponent, or grouping thereof from !hich information is captured for use by a Soft!are module(s for !hich a functional requirement has been established" 1 15 %Fai4o;er C4>ster& means t!o or more ,evices connected !herein one ,evice is actively utili#ing the services of the Soft!are at any instant and the second ,evice in the application is passive i"e" not utili#ing the services of the Soft!are" -urther, once the active ,evice stops utili#ing the services of the Soft!are (for a reason of a failure or the ,evice is ta/en off line the passive ,evice begins to utili#e the services of the Soft!are, becoming active" 1 1/ %!ot Fi@& means unreleased Soft!are !hich has not been processed through a full 01 cycle and !hich is designed to correct a specific defect in the Soft!are" 1 17 %IAO Co>nt& means the ma2imum number of unique e2ternal data points that the Soft!are is licensed to monitor at any given time" 1 18 3License Certi2icate& means a document included !ith a 4onder!are Soft!are $icense that provides specific information regarding %apacity, license grant and other restrictions for the Soft!are that has been

licensed" 1 19 %License Fee& means the fee paid to 4onder!are for each specific license for the Soft!are granted hereunder as may be identified in an )rder -orm" 1 1: %License Fi4e& means a component of the Soft!are that enables one or more components of the Soft!are and may also specify the location of the ,esignated ,evice(s , the .amed 5ser(s , and the $icensee" +he $icense -ile also specifies the %apacity for the Soft!are" %ertain components of the Soft!are may be licensed hereunder !ithout a $icense -ile" -or reference purposes, the components of the Soft!are enabled by a particular $icense -ile correlate to 4onder!are part numbers as may be reflected on the $icense -ile or on one or more )rder -orms or $icense %ertificates" 1 1< %Named De;ice& means a unique named ,evice" 1 1= %Named User& means an individual person and is unique to the individual" 1 .amed 5ser is not a particular logon name, a group, an organi#ation, part of a company or organi#ation, or any other non6person entity" 1 50 %Order Form& means (i the document in hard or electronic copy by !hich particular Soft!are is ordered by or for $icensee and by !hich 4onder!are is advised of the location of the ,esignated ,evice(s and (ii any order confirmation that may be issued by 4onder!are or an authori#ed partner of 4onder!are ac/no!ledging receipt of, or accepting, an order by $icensee for particular Soft!are" 1 51 %Per De;ice Use&, also called 3*er Seat 5se7 means ,evice licensing as specified in the )rder 1greement, $icense -ile, or $icense %ertificate !herein a ,evice is licensed to access or utili#es the services of the Server Soft!are on an unlimited number of Servers running the Server Soft!are" $icensee must purchase a *er ,evice (3*er Seat7 $icense for each ,evice licensed for *er ,evice 5se" 1 55 %Per Named De;ice& means !here the .amed device is licensed to access or utili#es the services of the Server Soft!are on an unlimited number of Servers running the Server Soft!are" 1 5/ %Per "er;er Use&, also called 3concurrent use7, means Soft!are licensing !herein the Soft!are may be installed on a unlimited number of ,evices provided ho!ever that the number of ,evices utili#ing the services of the Soft!are residing on a single Server is limited by the number of *er Server access licenses purchased as defined in the )rder 1greement, $icense -ile, or $icense %ertificate" 1 57 %Per "ession Co>nt Use& means Server licensing used in a +erminal Server &dition technology environment !herein the number of ,evices accessing or utili#ing the services of the Soft!are residing on a single Server at a given point in time is limited by the number of Sessions specified in the license purchased as defined in the )rder 1greement, $icense -ile, or $icense %ertificate" 1 58 %Per Processor Use& means Server Soft!are licensing !herein a separate license is required for each processor that resides on a single Server" -or e2ample, a dual processor ,evice must have t!o *er *rocessor 5se licenses and a quad6processor ,evice must have four *er *rocessor 5se licenses, one for each processor" 1 59 %Per Named User& means Server Soft!are licensed !herein one .amed 5ser using any ,evice is licensed to access or utili#es the services of the Server Soft!are on an unlimited number of Servers running the Server Soft!are" 1 5: %P4at2orm& means Soft!are that is required in order for a ,evice to operate in an 1pplication .ame Space" 1 5< %P4at2orm Co>nt& means the number of ,evices !hich are licensed to host the 3*latform7" 1 5= %Pre)Prod>ction Re4ease& means Soft!are !hich has not completed 4onder!are8s formal release requirements and includes beta soft!are, 9ot -i2es and S5*s" 1 /0 %"er;er& means any ,evice that hosts Server Soft!are and can be run, accessed, or used by another ,evice" 1 /1 %"er;er "o2tware& means those components of, or programs in, the Soft!are that provide services on a ,evice called a server on !hich services may be run, accessed or used by another ,evice" 1 /5 %"ession Co>nt& means the number of licensed 4onder!are6based :icrosoft +erminal Services (;+S7 Sessions" +erminal Services Sessions are licensed for *er ,evice 5se )nly" 1 // %"o2tware& means the computer soft!are programs for !hich $icensee is granted a license hereunder, the $icense -iles necessary to enable those programs, the ,ocumentation therefore and 5pdates thereto" 1ll computer programs are licensed hereunder in object code (machine6readable form only e2cept that certain +ool/it Soft!are may include limited portions in source code (human6readable form for !hich modifications are not supported by 4onder!are" 1 /7 %"ing4e User Prod>ct& $%"UP&' means modifications to the Soft!are made for a specific licensee"

1 /8

%Tag& means a representation of an internal or e2ternal data value or calculation result"

1 /9 %Tag Co>nt& means the number of internal or e2ternal data points or calculations resulting from the +ags that are being monitored, processed, or utili#ed by the Soft!are" 1 /: %Too4Bit "o2tware& means Soft!are designated by 4onder!are on the )rder -orm and $icense -ile as a 3+ool/it7 soft!are product and !hich may include compiled computer code and portions of source code !hich may be used by the $icensee to e2tend the functionality of the Soft!are" 1 /< %U3date& means: (a supplemental programs, if and !hen developed and distributed by 4onder!are, that may contain bug fi2es or improved program functions for the Soft!are< and (b a subsequent release of the Soft!are, if and !hen developed by 4onder!are, !hich 4onder!are generally ma/es available for licensees that have an 1nnual Support 1greement (sold separately " 1n 5pdate does not include any release, ne! version, option, or future product, !hich 4onder!are licenses separately"

5 "o2tware License 5 1 #rant o2 License and Limitations 'n consideration of the $icense -ee and subject to the terms, conditions and limitations set forth in this &5$1 the limitations set forth in the $icense -ile, $icense %ertificate and any )rder -orm, 4onder!are grants to $icensee a none2clusive license to use, e2ecute and display a single instance of the components of the Soft!are specified in the $icense -ile, $icense %ertificate or )rder -orm for !hich the $icense -ee has been paid solely for $icensee8s operations at the location specified in the $icense -ile, $icense %ertificate or )rder -orm" +he license granted hereunder !ill continue perpetually unless terminated by $icensee or 4onder!are under Section ="0 (3+ermination7 hereof" +he Soft!are is licensed to $icensee, not sold" 5 1 1 De;ice and "er;er "o2tware #rant 'f you have licensed the Soft!are on a *er Server(%oncurrent 5se basis, the Soft!are may be installed on a single Server that !ill be the ,esignated ,evice hereunder, and the ma2imum number of ,evices that may access or utili#e the services of the Server Soft!are at a given point in time is limited by the number of concurrent sessions specified in the $icense -ile" +he services of the Server Soft!are are considered to be accessed or utili#ed !hen there is a direct or indirect connection bet!een a ,evice and the Server Soft!are running on the Server (regardless !hether the Server Soft!are is accessed or utili#ed using the ,evice Soft!are, third party soft!are or an application developed by the $icensee " 'f the Server Soft!are is licensed on a *er ,evice 5se basis, then a separate %1$ must be purchased for each specific ,evice that accesses or utili#es Server Soft!are (!hich may access or utili#e the services of the Server Soft!are on any number of Servers running the Server Soft!are and each *er ,evice %1$ must be dedicated to a single ,evice" 'f the Server Soft!are is licensed on a *er .amed 5ser basis, then the allocation and identification of the individual .amed 5ser must be maintained by $icensee on file at $icensee8s location for a minimum of >0 days before the allocation and identification of the .amed 5ser can be moved or transferred to a different, separate and unique individual" +he identified .amed 5ser may activate only one instance of the services of a Server from any ,evice at any location at any given point in time" :ultiple simultaneous instance activations of the services of a Server by a .amed 5ser requires an equal multiple number of .amed 5ser %1$s" 'f the Server Soft!are is licensed on a *er Server 5se basis, then the ma2imum number of ,evices that may access or utili#e the services of the Server Soft!are at a given point in time is equal to the number of ,evice %1$s that have been purchased and designated for use for each ,evice !ith that Server" 1lternatively if access to the Server Soft!are is licensed for use on a .amed 5ser basis, then each .amed 5ser can access a single instance of the services of the Server from any ,evice !ith each .amed 5ser %1$ purchased" %1$s authori#e access or use of only the specific Server Soft!are associated !ith such %1$ 'f any Soft!are is licensed on a *er Server 5se basis, and accesses any database or data source, the $icensee must purchase the required access license for each database or data source accessed" -ailure of a $icensee to purchase the required database or data source license is a breach of this 1greement" 'f the Server Soft!are is licensed on a *er *rocessor 5se basis, then for each processor residing on the server, a separate *er *rocessor use license must be purchased" 1 *er *rocessor license !ill allo! an unlimited number of ,evices to access the services of the Server running the Server Soft!are as long as a *er *rocessor license has been purchased, pursuant to the )rder 1greement, $icense -ile, or $icense %ertificate, for each processor running on the Server" 'f the Soft!are is licensed on a *er Session %ount 5se basis, then the ma2imum number of ,evices that may access or utili#e the services of the Server Soft!are at a given point in time is limited by the number of Sessions specified in the $icense -ile" 5 1 5 E?>i3ment Co>nt License #rant -or the certain components of the Soft!are are licensed according to the &quipment %ount, the ma2imum amount of &quipment that $icensee may capture information about according to established functional requirements is limited to the number of &quipment specified for the

Soft!are licensed hereunder as specified in the $icense -ile, )rder -orm or $icense %ertificate" 5 5 License Restrictions 5 5 1 Co36 Restrictions %opyright la!s and international treaties protect the Soft!are, including the ,ocumentation" 5nauthori#ed copying of the Soft!are, the ,ocumentation or any part thereof, is e2pressly prohibited" Subject to these restrictions, $icensee may ma/e one (? copy of the Soft!are solely for bac/up or archival purposes, and may ma/e a limited number of copies of the ,ocumentation for use by $icensee in connection !ith its authori#ed use of the Soft!are" 1ll titles, trademar/s, and copyright and restricted rights notices !ill be reproduced in such copies" 5 5 5 Use Restrictions $icensee may transfer the Soft!are from one ,esignated ,evice or 1pplication .ame Space to another for application development or for operation of the Soft!are provided that: (i the Soft!are (including the $icense -iles is completely removed from the initial ,esignated ,evice or 1pplication .ame Space prior to installing the Soft!are on the second computer or 1pplication .ame Space, and (ii the end6 user identification information (including the identification and location of the ,esignated %omputer contained !ithin the $icense -ile remains accurate" +he Soft!are may only be used on one ,evice or 1pplication .ame Space at a time, and the component parts of the Soft!are may not be separated for use on more than one ,evice" $icensee !ill not, nor !ill $icensee permit others to, modify, adapt, translate, reverse engineer, decompile or disassemble the Soft!are or any component thereof (including the ,ocumentation , or create derivative !or/s based on the Soft!are (including the ,ocumentation , e2cept to the e2tent such foregoing restriction is agreed to in !riting by 4onder!are or prohibited by applicable la!" 5 5 / Trans2er and Assignment Restrictions $icensee may not transfer, sublicense, rent, lease, sell, loan or assign the Soft!are or any part thereof, or any of its rights or duties under this 1greement, to any other person or entity !ithout the prior !ritten consent of 4onder!are" 5 5 7 M>4ti34e@ing and Poo4ing 5se of soft!are or hard!are that reduces the number of users directly or indirectly accessing or utili#ing Server Soft!are (sometimes called ;multiple2ing; or ;pooling; soft!are or hard!are does not reduce the number of %1$s required" +he required number of %1$s !ould equal the number of distinct inputs to the multiple2ing or pooling soft!are or hard!are ;front end"; 5 5 8 Insta44ation Limitations +he media upon !hich the Soft!are resides may contain multiple copies of some of the components of the Soft!are, each of !hich is compatible !ith different microprocessor architectures or different underlying operating systems" $icensee may install the Soft!are for use only !ith one architecture and one operating system at any given time, consistent !ith the restrictions in the $icense -ile, $icense %ertificate, or )rder -orm" 5 5 9 Wonderware "6stem P4at2orm "o2tware 'f the Soft!are licensed by $icensee hereunder includes a license for 4onder!are System *latform Soft!are, then the si#e of the 4onder!are System *latform is limited by i the si#e of the 1pplication .ame Space, !hich in turn is limited by the '() count as defined in the $icense -ile, $icense %ertificate or )rder -orm, and ii the number of separate ,evices !hich the 4onder!are System *latform can be physically distributed across, !hich in turn is limited by the *latform %ount as defined in the $icense -ile, $icense %ertificate or )rder -orm, and iii the number of +S Sessions !hich the 4onder!are System *latform can be physically distributed across, !hich in turn is limited by the +S Session %ount as defined in the $icense %ertificate or )rder -orm" 5 5 : Wonderware In2ormation "er;er $2ormer46 ">ite*o6agerC' 'f the Soft!are licensed by $icensee hereunder includes a license for Soft!are /no!n as 4onder!are 'nformation Server, then the $icensee8s access to the 4onder!are 'nformation Server is limited by *er Server 5se" 5nder *er Server 5se the $icensee must purchase a 4onder!are 'nformation Server %1$ !hich limits the number of ,evices and(or 5sers accessing or utili#ing the services of the 4onder!are 'nformation Server" 'f $icensee8s use of 4onder!are 'nformation Server requires the access of any database, $icensee must purchase the required access license for each database accessed" 5 5 < Too4Bit "o2tware Restrictions and RigDts " 1 +ool/it Soft!are license provides the ability to e2tend Soft!are !ithin the limits of the specific +ool/it $icense as defined in the $icense %ertificate" Subject to the then current 4onder!are licensing requirements, $icensee may further distribute the application created !ith the +ool/it Soft!are !ith other third party users of Soft!are provided that $icensee: (' includes 4onder!are8s copyright and other proprietary rights notices< (ii indemnifies, holds harmless and defends 4onder!are and its suppliers from and against any claims or la!suits, including attorney8s fees, that arise or result from the use or distribution of the '() servers, &2tension +ools, S,@ +ools or $icensee8s products< (iii agrees that all such items are provided 31S 'S7 !ithout !arranty of any /ind, and (d other!ise comply !ith the terms and limitations of this 1greement" 5 5 = Termina4 "er;er Edition TecDno4og6" 'f $icensee uses +erminal Server &dition or other technology to run t!o or more instances (copies of the same Soft!are on a single Server or ,evice then a separate license must be purchased for each instance (copy of the Soft!are being run" 5 5 10 Fai4o;er C4>ster A334ications " 'f $icensee purchases a -ailover %luster license as sho!n on the Soft!are $icense %ertificate, then a single license of the soft!are may be purchased and installed on each ,evice

in the cluster as if the -ailover %luster !ere a single device" 5 5 11 R>ntime Restriction" 'f the Soft!are licensed hereunder is for 3Runtime7 use, then it may only be used to run a specific application, and may not be used either (a to develop, and(or (b in conjunction !ith, ne! applications, databases, or tables other than those contained in the specific application to !hich the 3Runtime7 license relates" +his provision does not prohibit $icensee from using a tool to run queries or reports from e2isting tables, or from using a separately licensed development environment to configure or e2tend such specific application" 5 5 15 Wonderware De;e4o3ment "t>dio Use and Restrictions +he 4onder!are ,evelopment Studio includes application development tools that are used to develop applications for deployment of the 4onder!are System *latform Soft!are, 'n+ouch and other 4onder!are runtime applications as !ell as tools to configure the 4onder!are 9istorian" 4onder!are ,evelopment Studio Soft!are is licensed solely on a *er ,evice basis" +he 4onder!are ,evelopment Studio Soft!are may only be used to develop a specific application, and may not be used to run the application in a production environment e2cept for the 4onder!are 9istorian, 'n+ouch Runtime, 1ctive-actory, '() Servers, and 'n%ontrol if located on the same device as the ,evelopment $icense" 5 1 1/ #a4a@6 Re3ositor6 $#R' Access" +he use of the Aala2y Repository (AR 1ccess interface and associated ",$$s by a .on64onder!are client application is restricted to the physical device !here the 4onder!are ,evelopment Studio $icense is located" 5 5 17 Wonderware "6stem P4at2orm" +he 4onder!are System *latform license contains Soft!are !hich can be installed on multiple computers" +he Soft!are contained in the license cannot be separated or upgraded separately from the 4onder!are System *latform license" +he license must be used !ithin a single 1pplication .ame Space" 5 / "6stem Integrator and OEMA*AR License 'n some instances, the Soft!are is first delivered to a System 'ntegrator, B1R or )&:" 'f you are an authori#ed 4onder!are ,istributor, System 'ntegrator, B1R or )&: !ho incorporates the soft!are into equipment for delivery to an &nd 5ser, or you bundle the Soft!are !ith third party soft!are, you may transfer the Soft!are to an end user provided that the end user agrees to be bound by the terms of this &5$1" 5 7 OwnersDi3 4onder!are or 4onder!are8s $icensors retains all title, copyright and other proprietary rights in, and o!nership of, the Soft!are regardless of the media upon !hich the original or any copy may be recorded or fi2ed" $icensee does not acquire any rights, e2press or implied, other than those e2pressly granted in this &5$1" 5 8 *eri2icationAA>dit 1t 4onder!are8s !ritten request, not more frequently than annually, $icensee !ill furnish 4onder!are !ith a signed certification verifying that the Soft!are is being used in accordance !ith the provisions of this 1greement" 4onder!are may audit $icensee8s use of the Soft!are" 1ny such audit !ill be conducted during regular business hours at $icensee8s facilities and !ill not unreasonably interfere !ith $icensee8s business activities" 'f an audit reveals that $icensee is using Soft!are contrary to the terms and limitations of this &5$1 then $icensee !ill be invoiced for additional license fees consistent !ith $icensee8s actual use of the Soft!are in accordance !ith 4onder!are8s then current price list for the Soft!are, !hich amount !ill be immediately due and payable" +his assessment of additional fees !ill be !ithout prejudice to any other remedies 4onder!are may have for breach of this &5$1, including !ithout limitation termination under Section = (3+erm and +ermination7 " 5 9 *ersion Limitations +he Soft!are, and various components thereof, contain certain version numbers (such as version ;C"D; " +his &5$1 permits $icensee to install one copy of the Soft!are, !hereas i some Soft!are may allo! the same version number as the Soft!are version number listed on the $icense -ile or )rder -orm (or in an 5pdate that is part of the Soft!are hereunder licensed on the number of computers authori#ed hereunder (for e2ample, if the version number listed for a particular component of the Soft!are is ;C"D;, then $icensee may install a copy of that component of the Soft!are having a ;C"D; version number, but not a ;C"C; version number , and ii some Soft!are may allo! the same or lo!er version number as the Soft!are version number listed on the $icense -ile or )rder -orm (or in an 5pdate that is part of the Soft!are hereunder licensed on the number of computers authori#ed hereunder (for e2ample, if the version number listed for a particular component of the Soft!are is ;C"D;, then $icensee may install a copy of that component of the Soft!are having a ;C"D; or 3C"07 version number, but not a ;C"C; version number " / ">33ort, "er;ices and U3dates / 1 TecDnica4 ">33ort +echnical Support and other services are available at an additional fee and are not included in the &5$1" 4onder!are and its authori#ed distributors and resellers (including systems integrators are the sole support contacts for the Soft!are" / 5 U3date Po4ic6 4onder!are may from time to time, but has no obligation to, create 5pdates of the Soft!are" Subject to the then current 4onder!are product lifecycle, 4onder!are !ill ma/e such 5pdates available to $icensee !ith a then current 1nnual Support 1greement at the time of the release of the 5pdate" 7 Limited Warranties and Disc4aimers

7 1 Limited Warrant6 4onder!are !arrants for a period of ninety (=0 days follo!ing delivery of the Soft!are that the Soft!are !ill perform substantially in accordance !ith the ,ocumentation" ,efective media !ill be replaced !ithout charge during the =0 day !arranty period" ,uring the 4arranty period, 4onder!are !ill use commercially reasonable efforts to provide maintenance modifications or fi2es !ith respect to any such material defect in the Soft!are in a reasonably timely manner" 'f 4onder!are is unable to ma/e the Soft!are operate as !arranted, then $icensee may, !ithin thirty (>0 days after 4onder!are8s failure to cure or fi2 the defect, elect to terminate the license granted hereunder and recover the $icense -ee paid to 4onder!are !ith respect to the defective Soft!are" 7 5 Pre)Prod>ction Re4eases 1s an accommodation to $icensee, 4onder!are may provide $icensee from time to time a *re6*roduction Release of the Soft!are" 1ll such *re6*roduction Releases are provided strictly on an 3as6 is7 basis and 4onder!are disclaims all !arranties, e2press or implied, for all *re6*roduction Releases" 7 / Disc4aimer o2 A44 OtDer Warranties +9& 41RR1.+'&S '. S&%+'). E"? 1F)B& 1R& &G%$5S'B& 1., 1R& '. $'&5 )- 1$$ )+9&R 41RR1.+'&S, 49&+9&R &G*R&SS )R ':*$'&,, '.%$5,'.A +9& ':*$'&, 41RR1.+'&S ):&R%91.+1F'$'+H 1., -'+.&SS -)R 1 *1R+'%5$1R *5R*)S&" .) )R1$ )R 4R'++&. '.-)R:1+'). )R 1,B'%& A'B&. FH 4).,&R41R&, '+S ,&1$&RS, ,'S+R'F5+)RS )R 1A&.+S )R &:*$)H&&S 4'$$ %R&1+& 1 41RR1.+H )R '. 1.H 41H '.%R&1S& +9& S%)*& )- +9& 41RR1.+'&S A'B&. '. +9'S S&%+')., 1., $'%&.S&& :1H .)+ R&$H ). 1.H S5%9 '.-)R:1+'). )R 1,B'%&" 4onder!are does not !arrant that the Soft!are !ill meet $icensee8s requirements, that the Soft!are !ill operate in combinations other than as specified in the ,ocumentation, that the operation of the Soft!are !ill be uninterrupted or error6free or that Soft!are errors !ill be corrected" 8 Con2identia4it6 +he Soft!are, including the ,ocumentation, the terms and pricing under this 1greement, and any other information that may be mar/ed as confidential is confidential and proprietary information of 4onder!are (3%onfidential 'nformation7 " Results of any benchmar/ tests on the Soft!are run by $icensee may not be disclosed outside of $icensee8s organi#ation !ithout the prior !ritten consent of 4onder!are" $icensee !ill hold the %onfidential 'nformation in strict confidence during the term of this 1greement and for a period of three (> years thereafter" $icensee !ill ta/e reasonable steps to ensure that its employees and agents also comply !ith the confidentiality obligations of this Section" $icensee ac/no!ledges that confidential aspects of the Soft!are (including any source code is a trade secret of 4onder!are, the disclosure of !hich !ould cause substantial harm to 4onder!are that could not be remedied by the payment of damages alone" 1ccordingly, 4onder!are !ill be entitled to preliminary and permanent injunctive and other equitable relief for any breach of this Section D" 9 Indemnit6 Subject to the limitations in Section I (3$iability $imitations7 of this 1greement, 4onder!are !ill defend and indemnify $icensee against a third party claim (an ;'ndemnified %laim; that the Soft!are infringes any copyright enforceable in any 'ncluded Jurisdiction or misappropriates any trade secret (as the terms ;misappropriation; and ;trade secret; are defined in the 5niform +rade Secrets 1ct protected under the la!s of any of the 5nited States, provided that: (i $icensee notifies 4onder!are in !riting !ithin >0 days of the claim< (ii 4onder!are has sole control of the defense and all related settlement negotiations< and (iii $icensee provides 4onder!are !ith the assistance, information and authority necessary to perform 4onder!are8s obligations under this Section" 4onder!are !ill have no liability for any claim of infringement based on use of a superseded or altered release of Soft!are if the infringement !ould have been avoided by the use of a current unaltered release of the Soft!are !hich !as obtainable by $icensee from 4onder!are" 4onder!are !ill have no obligation to any $icensee for any 'ndemnified %laims relating to allegations of copyright infringement !hich arise outside the geographical boundaries of the 5nited States, %anada, Japan, or the &uropean 5nion (;'ncluded Jurisdictions; , or any 'ndemnified %laims relating to allegations of trade secret misappropriation !hich arise outside the geographical boundaries of the 5nited States" 'f the Soft!are is held, or is believed by 4onder!are, to infringe, then 4onder!are !ill have the option, at its e2pense, to: (i modify the Soft!are to be noninfringing< or (ii obtain for $icensee a license to continue using the Soft!are" 'f, in 4onder!are8s sole discretion, it is not economically or commercially reasonable to perform either of the above options then 4onder!are may terminate the license for the infringing Soft!are and refund to $icensee the $icense -ee paid to 4onder!are for the infringing Soft!are" +his Section C states 4onder!are8s entire liability and $icensee8s sole and e2clusive remedy for infringement" : LiaEi4it6 Limitations .ot!ithstanding any provision of this 1greement to the contrary, e2cept for $icenseeKs violation of Sections 2 (3Soft!are $icense7 or Section D (3%onfidential 'nformation7 hereof, in no event !ill either party, nor anyone else !ho has been involved in the creation, production or delivery of the soft!are, including 4onder!are licensors, be liable for any indirect, incidental, special, punitive or consequential damages, or damages for loss of profits, revenue, data or use, incurred by either party or any third party, !hether in an action in contract or tort, even if such party has been advised of the possibility of such damages" 4onder!are8s liability for damages and e2penses hereunder or relating hereto (!hether in an action in contract, tort or other!ise !ill in no event e2ceed the amount of license fees paid to 4onder!are !ith respect to this &5$1, and if such damages result from licensee8s use of particular Soft!are or technical support services then such liability !ill be limited to license fees paid to 4onder!are for the Soft!are or services giving rise to the liability"

+he provisions of this &5$1 allocate the ris/s bet!een 4onder!are and licensee" 4onder!are8s pricing reflects this allocation of ris/ and the limitation of liability specified herein" < TDird Part6 Inte44ect>a4 Pro3ert6 RigDt Notices +he Soft!are may incorporate or embed components that are o!ned by third parties (34onder!are $icensors7 " 5se of the 4onder!are $icensor components embedded in the Soft!are is subject to: (i this 1greement or (ii the 4onder!are $icensors end user license agreement (&5$1 if provided !ith the installation of the Soft!are" 'n addition, $icensee agrees that the embedded components may not be used in any other fashion or for any other purpose other than as provided under this 1greement or the &5$1" %opyright and other proprietary rights notices of 4onder!are and 4onder!are $icensors are contained in the Soft!are, and $icensee !ill not modify or delete any such notices" = Termination = 1 Termination +his 1greement and the license granted hereunder automatically terminates if $icensee breaches any provision of this 1greement including but not limited to the failure to pay in full the $icense -ee !hen due" $icensee may terminate the license granted hereunder at any time upon delivery of !ritten notice to 4onder!are" +ermination !ill not relieve $icensee of its obligations specified in Section ="2 and !ill not entitle $icensee to a refund of any $icense -ee previously paid" = 5 E22ect o2 Termination 5pon termination of this 1greement or the license granted hereunder, $icensee !ill cease using the Soft!are, !ill delete the Soft!are, including the $icense -ile(s , from its computer and !ill either return to 4onder!are or destroy the Soft!are, including the $icense -ile(s , ,ocumentation, pac/aging and all copies thereof" 'f $icensee elects to destroy the Soft!are then $icensee !ill certify in !riting to 4onder!are the destruction of the Soft!are" +ermination of this &5$1 and return or destruction of the Soft!are !ill not limit either party from pursuing other remedies available to it, including injunctive relief, nor !ill such termination relieve $icensee8s obligation to pay all fees and e2penses that have accrued or are other!ise o!ed by $icensee under this &5$1 or any )rder -orm received and accepted by 4onder!are" 10 #enera4 Terms

10 1 #o;erning Law and Dis3>te Reso4>tion +his &5$1 !ill be governed by and construed in accordance !ith the la!s of the State of %alifornia, e2cluding its conflict of la!s principles and the 5"." %onvention on %ontracts for the 'nternational Sale of Aoods" 1ll disputes, claims or controversies arising out of or relating to this 1greement that are not resolved by the parties8 good faith attempt to negotiate a resolution !ill be submitted to final and binding arbitration before J1:S(&ndispute, or its successor, in )range %ounty, %alifornia, 5S1, pursuant to the 5nited States 1rbitration 1ct, = 5"S"%" Sec" ? et seq" +he arbitration !ill be conducted in accordance !ith the provisions of J1:S(&ndispute8s Streamlined 1rbitration Rules and *rocedures in effect at the time of filing of the demand for arbitration" +he parties !ill cooperate !ith J1:S(&ndispute and each other in selecting a single arbitrator !ho !ill be a former judge or justice !ith substantial e2periences in resolving business disputes !ith particular e2perience in resolving disputes involving computer soft!are" +he costs of arbitration !ill be shared equally by the parties" +he provisions of this Section may be enforced by any court of competent jurisdiction" +he arbitrator !ill not be empo!ered to a!ard damages in e2cess of, or inconsistent !ith, the liability limitations contained in this &5$1< ho!ever, the prevailing party !ill be entitled to an a!ard of all costs, fees and e2penses, including e2pert !itness fees and attorneys8 fees, to be paid by the party against !hom enforcement is ordered" 10 5 Restricted RigDts LegendFU " #o;ernment Users +he Soft!are is a ;commercial item; as that term is defined at E8 %-R 2"?0? ()ctober ?==D , consisting of ;commercial computer soft!are; and ;commercial computer soft!are documentation;, as such terms are used in E8 %-R ?2"2?2 (September ?==D , and is provided to the 5"S" Aovernment only as a commercial end item" %onsistent !ith E8 %-R ?2"2?2 and E8 %-R 22I"I2026? through 22I"I2026E (June ?==D , all 5"S" Aovernment &nd 5sers acquire the Soft!are !ith only those rights set forth herein" %ontractor( manufacturer is 'nvensys Systems, 'nc", 2CDC? Rancho *ar/!ay South, $a/e -orest, %1 =2C>0" +elephone number (=E= I2I6>200" 10 / E@3ort Restrictions $icensee agrees to comply fully !ith all applicable international and national e2port la!s and regulations, including the 5"S &2port 1dministration Regulations and the )ffice of -oreign 1sset %ontrol Regulations, as !ell as end6use and destination restrictions issued by the 5"S and foreign governments to assure that neither the Soft!are nor any direct product thereof are (' e2ported, directly or indirectly, in violation of e2port la!s< or (ii are intended to be used for any purposes prohibited by the e2port la!s" 10 7 Force MaGe>re .either party !ill be responsible to the other for any failure or delay in its performance due to acts of Aod or other unforeseen circumstances beyond the reasonable control of either party, provided that such party gives prompt !ritten notice thereof to the other party and uses its diligent efforts to resume performance" 10 8 "e;eraEi4it6H Wai;er 'f a court of competent jurisdiction finds any provision of this &5$1 invalid or unenforceable, that provision of the &5$1 !ill be amended to achieve as nearly as possible the intent of the parties, and the remainder of this &5$1 !ill remain in full force and effect" +he !aiver by either party of a breach of any provision of this &5$1 in one instance shall not operate or be construed as a !aiver of any subsequent

breach of the same provision or any other provision of this &5$1" 10 9 Notices 1ll notices required to be sent hereunder !ill be in !riting and !ill be deemed to have been given !hen mailed by first class mail to the address sho!n on the relevant )rder -orm (if to $icensee or to the 4onder!are address sho!n on the relevant )rder -orm (if to 4onder!are " 10 : Assignment $icensee may not assign this &5$1, in !hole or in part, !ithout 4onder!are8s prior !ritten consent" 1ny attempt to assign this &5$1 !ithout such consent !ill be null and void" Subject to the foregoing, this &5$1 !ill bind and inure to the benefit of each partyKs permitted successors and assigns" 10 < InG>ncti;e Re4ie2 1 breach of any of the terms contained in this &5$1 may result in irreparable and continuing damage to 4onder!are for !hich there may be no adequate remedy at la!" 1ccordingly, you ac/no!ledge and agree that 4onder!are is therefore entitled to see/ injunctive relief as !ell as such other and further relief as may be appropriate" 10 = ">r;i;a4 1greement" +he provisions of Sections 2, E, D, C, I, ="2 and ?0 of this &5$1 !ill survive any termination of this

10 10 Entire Agreement +his &5$1 (together !ith any information from the )rder -orms and $icense -iles necessary to identify the further specific restrictions applicable to Soft!are licensed hereunder constitutes the entire agreement bet!een the parties and supersedes all prior or contemporaneous agreements, !ritten or oral, concerning the subject matter of this &5$1" +his &5$1 may not be modified or amended e2cept in a !riting signed by an authori#ed representative of each party" 't is e2pressly agreed that the terms of this &5$1 and any )rder -orm issued by 4onder!are !ill supersede the terms in any )rder -orm or other purchasing document submitted by $icensee< and the terms of any $icensee )rder -orm or other purchasing document are e2pressly rejected to the e2tent inconsistent !ith the terms of this &5$1" %ertain components of the Soft!are may also be subject to a paper or electronic license agreement delivered by or on behalf of 4onder!are concurrently here!ith, the terms of !hich !ill be supplemental hereto to the e2tent not inconsistent here!ith" 'f a copy of this &5$1 in a language other than &nglish is included !ith the Soft!are or ,ocumentation, it is included for convenience and the &nglish language version of this &5$1 !ill control"