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Customer acknowledges that some Products may contain software that will monitor the actual users and prohibit <br />unauthorized use of the Software. Customer will promptly notify Lawson if Customer becomes aware that <br />Customer Group has exceeded the Maximum Use Designations. If that notice or the verification under this <br />Section 2.7.6 discloses that Customer Group has exceeded the Maximum Use Designations, Customer will <br />promptly pay Lawson for the verified number of additional users based on the following. If Customer Group <br />exceeds the Maximum Use Designations during the twenty -four (24) month period from the Effective Date of this <br />Agreement, pricing for any additional users will based on the pricing for those users as stated on the Product <br />Order Form to this Agreement for purposes of this Section 2.7.6 only. If Customer Group exceeds the maximum <br />Use Designations after twenty -four (24) months from the Effective Date of this Agreement, pricing for any <br />additional users will be based on Lawson's list price for those additional users. <br />The following Section shall be added to the Agreement as Section 2.8: <br />2.8 Platform Exchange. During the Maintenance Period, Lawson shall fulfill Customer's request to <br />exchange the Lawson - Maintained Products that are Lawson Products in each applicable Product Order Form <br />for other available Lawson -owned software products that have pricing, features and functionality substantially <br />similar to those Products licensed by Customer (as reasonably determined by Lawson). <br />Lawson will fulfill Customer's requests in accordance with this Section free of charge at least two (2) times; <br />thereafter Lawson may charge Customer a nominal handling charge, not to exceed $500 for each request. <br />Section 3.1 of the Agreement is deleted and replaced in its entirety with the following: <br />Lawson will promptly deliver to the Specified Customer identified in an Order Form one copy of the Products listed <br />in that Order Form. Title to any Products that are electronically downloadable passes at place of shipment (subject <br />to the License), unless prohibited by applicable law. Title to any Products that must be physically delivered passes <br />at place of delivery (FOB destination, prepaid and allowed), subject to the License, unless prohibited by applicable <br />law. <br />Section 3.2 of the Agreement is deleted and replaced in its entirety with the following: <br />Except as otherwise agreed in an Order Form or Statement of Work, Customer is responsible, at Customer's <br />expense, for installation of the Software and Service Deliverables, User training, data conversion, <br />implementation and other services. <br />Section 4.4 of the Agreement is deleted and replaced in its entirety with the following: <br />Lawson reserves the right to make changes to Maintenance practices during the Maintenance Period, but will not <br />materially or substantially lower the level of Maintenance provided to Customer during the Maintenance Period. <br />Section 4.8 of the Agreement is deleted and replaced in its entirety with the following: <br />If Lawson reasonably determines that a Customer - reported problem is (1) not caused by the Lawson- Maintained <br />Products, (2) due to Customer Group's modification of the Products or noncompliance with the Documentation or <br />the then -current Support Operations Handbook, or (3) due to Customer's lack of training on the functionapty or use <br />of the Products, and Lawson is reasonably able to correct the problem at Customer's request, then Customer will <br />reimburse Lawson for handling that problem on a time and material basis, at the rates listed in the Statement of <br />Work for a period of twenty -four (24) months after the Effective Date of the Agreement; thereafter, Customer will <br />reimburse Lawson at Lawson's then current list prices. <br />Section 6.1 of the Agreement is deleted and replaced in its entirety with the following: <br />Except as otherwise agreed in an applicable Order Form or Statement of Work, all Services will be on a time and <br />materials basis at Lawson's then- kxirrent rates (the "Services Fees ") plus applicable Taxes, payable within 30 days <br />after invoice date. <br />The following Section shall be added to the Agreement as Section 6.3.1 <br />Santa Ana License Add 08 Feb2008final.doc Page 2 of 8 <br />