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aCtiWeNETWO K Terms and Conditions of Software License Agreement iii) Purchase additional licenses at the rates set forth in the Software Table prior to Dec 318r, 2006. b) Maintenance Modules - For every Operating Module licensed pursuant to the Software Table for which the Software Table shows a corresponding Maintenance Module, the Customer may install and use such corresponding Maintenance Module upon as many Client Workstations as the Customer wishes, with no limits with respect to the number of units of such Maintenance Modules which may be in Concurrent Use. c) System Features (Server Based Licensing) — Subject to d), the Customer may install one copy of each Module licensed pursuant to line items x through xix on each of as many Client Workstations as the Customer wishes, and may use and permit use of such Modules by its clients, without limit as to the number Users or transactions which simultaneously use any such Module. d) Exceptions Regarding Unlimited System Feature (Server Based Licensing)— Any Module licensed pursuant to: i) line item xviii ( "Telephone Program Registration & Voice Server") may be installed as to one copy, on one IVR Server, per license acquired, and all such Modules together may be in Concurrent Use by, at most, the number of lines of the "Telephone Program Registration and Voice Server" Module licensed pursuant to line item ix; ii) line item xix ( "Payment Server') may be in Concurrent Use by, at most, the number of lines of the Integrated Workstation Debit Card Module, as applicable, licensed pursuant to line item xx. e) System Features (User Based Licensing) — Payment Processing Modules —For each Module licensed pursuant to line item xx the Customer may: i) install such Module upon as many Client Workstations as the Customer wishes, and ii) permit Users to use such Modules to pay for products and /or services available from the Customer through the use of other Modules provided that only the number of copies of these Payment Processing Modules shown as being licensed in line item xx may be in Concurrent Use. f) Internet Licenses - For every Module licensed pursuant to line items xxi and xxii the Customer may: i) install one copy of each such Module per license of such Module on one Internet Server, and ii) subject to g), permit Users to access and use such Modules to access the Database Server via Internet Clients connecting via a licensed Internet Server, provided that at any time, any or all such Modules may be in Concurrent Use by, at most, the number of licenses of the "Internet Client Login" Module licensed pursuant to line item xxviii multiplied by twenty -five (25). g) The Customer hereby acknowledges that the mechanism utilized by the Software to control the number of Users or Internet Clients which can simultaneously access and use Modules licensed per line items xxi and xxii is based upon the number of Users who have at any time logged in to the Customers computer network using their passwords, such that any User so logged into that network in a manner that would enable the User to access and use the Modules listed in those line items will in fact reduce by one the number of Users able to simultaneously access those Modules, even if such User is not in fact accessing or using any such Module. The Customer hereby waives any claim, and releases TAN from any such claim and from any losses or damages the Customer suffers in relation thereto, in connection with the inability of the number of Users indicated in line item xxviii to simultaneously access the Modules licensed per line items xxiii and xxvii, where such inability is the result of Users not actually using the Modules licensed per those line items absorbing available login access in the manner described in this provision. h) Other Licenses (Reports) — For each Module licensed pursuant to line item xxx, the Customer may: i) install one copy of such Module upon a single Client Workstation per license of such Module, and ii) permit Users using such licensed Client Workstation(s) to use such Module(s), provided that only the number of copies of such Module licensed pursuant to line item xxx may be in Concurrent Use, and further only one copy may be in Concurrent Use on any given licensed Client Workstation. i) Other Licenses (Membership Scanning Station) — If the Customer has licensed the "Membership Scanning Station" Module pursuant to line item xxxi, the Customer may install one copy of such Module on each of as many pass scanning stations as the Customer has licensed copies of that Module as shown in line item xxxi. 2.2. Additional Copies - Customer will not make any copies of the Software, except as necessary for the installation permitted hereby and except for: a) copies of each Module licensed hereunder for training and testing purposes, and b) one copy of each Module licensed hereunder for backup purposes, provided that all electronic copies made include screen displays of TAN's proprietary or intellectual property notices as recorded on the original copy provided by TAN, and the Customer affixes a label to each disk, reel or other housing for the medium on which each physical copy is recorded setting out the same proprietary and intellectual property notices as appear on the unit of Software from which the copy is made in the same manner as those notices appear on that original copy. 2.3. Incidental Installation of System Feature Software — TAN will not require any payment by the Customer for, and hereby releases the Customer with respect to any damages or claims to or by TAN relating to, unlicensed Modules listed in the Software Table under "System Features" the Software for which is automatically installed on any hardware of the Customer in the process of installation of any other Module(s), provided that the Customer shall not use, and shall not permit any other person to use, any such Modules. The Active Network Ltd. Page 4 of 9