Common use of Maintenance and Other Services Clause in Contracts

Maintenance and Other Services. a. During the Maintenance Term, Licensor will provide Customer with Maintenance Services for the Software. If Customer licenses additional software products during the Term, the Customer hereby agrees to renew the Term for any such additional software products. After the Maintenance Term, Maintenance Services the Term shall automatically renew for successive one-year annual periods, unless either Party provides the other Party with at least sixty (60) days advance written notice (on headed company paper and signed) prior to the expiration of the then current annual period that such party desires not to renew. Licensor shall invoice Customer on an annual basis in advance for each annual renewal period. Fees for all annual renewal periods will be due within thirty (30) days prior to the beginning of the new annual period and all such payments are non-refundable. Notwithstanding any language to the contrary in the Agreement, Licensor reserves the right to increase the annual fees upon at least ninety (90) days advance written notice of such increase to Customer. Customer may not reduce the number of licenses covered by Maintenance Services. In exceptional cases, Aptean may agree to decommission licenses subject to Customer paying a reduction fee. b. Customer agrees that Maintenance Services shall be provided only by Licensor, its Affiliates or Third Party Servicers. c. Licensor’s obligation to provide Maintenance Services for Third Party Software is limited to using commercially reasonable efforts to obtain Maintenance Releases from its third party suppliers. In the event Customer cancels Maintenance Services at any time prior to the end of the Maintenance Term, Customer agrees to immediately pay the outstanding maintenance fees that Licensor would have received for the entire Maintenance Term. The Parties agree that this payment is to be considered liquidated damages, and not a penalty, and the Parties agree that this amount is a fair and reasonable estimation of Licensor’s damages in the event Customer breaches Customer’s commitment to the Maintenance Term. Customer agrees that Maintenance Services shall be provided only by Licensor, its Affiliates or approved third-party servicers, whose contracts include (i) confidentiality terms that are substantially similar to the ones contained herein (ii) language that indicates the Software and Deliverables are owned by Licensor; and (iii) a requirement that the third-party servicer use the Software and Service Deliverables only for providing services to the Customer in accordance with the license granted herein.

Maintenance and Other Services. a. During the Maintenance Term, Licensor will provide Customer with Maintenance Services for the Software. If Customer licenses additional software products during the Term, the Customer hereby agrees to renew the Term for any such additional software products. After the Maintenance Term, Maintenance Services the Term shall automatically renew for successive one-year annual periods, unless either Party Customer provides the other Party Licensor with at least sixty ninety (6090) days advance written notice (on headed company paper and signed) prior to the expiration of the then current annual period term that such party desires not to renew. Licensor shall invoice Customer on an annual basis in advance for each annual renewal period. Fees for all annual renewal periods will be due within thirty (30) days of receipt of the corresponding invoice or the day prior to the beginning of the new annual period contract renewal date and all such payments are non-non- refundable. Notwithstanding any language to the contrary in the Agreement, Licensor reserves the right to increase the annual fees upon at least ninety (90) days advance written notice of such increase to Customer. Customer may not reduce the number of licenses covered by Maintenance Services. In exceptional cases, Aptean may agree to decommission licenses subject to Customer paying a reduction fee. b. Customer agrees that Maintenance Services shall be provided only by Licensor, its Affiliates or Third Party Servicers. c. Licensor’s obligation to provide Maintenance Services for Third Party Software is limited to using commercially reasonable efforts to obtain Maintenance Releases from its third party suppliers. In the event Customer cancels Maintenance Services at any time prior to the end of the Maintenance Term, Customer agrees to immediately pay the outstanding maintenance fees that Licensor would have received for the entire Maintenance Term. The Parties agree that this payment is to be considered liquidated damages, and not a penalty, and the Parties agree that this amount is a fair and reasonable estimation of Licensor’s damages in the event Customer breaches Customer’s commitment to the Maintenance Term. Customer agrees that Maintenance Services shall be provided only by Licensor, its Affiliates or approved third-party servicers, whose contracts include (i) confidentiality terms that are substantially similar to the ones contained herein (ii) language that indicates the Software and Deliverables are owned by Licensor; and (iii) a requirement that the third-party servicer use the Software and Service Deliverables only for providing services to the Customer in accordance with the license granted herein. B-1 1. Subscription Services a. Licensor will provide Customer with use of the Subscription Services, which may include a browser interface and encrypted Login (when required) and transmission of, access to and storage of Customer Data. Licensor may, at its sole discretion, enhance the Subscription Services from time to time, at no cost or expense to Customer. Licensor will configure the Subscription Services and any Service Deliverables used in conjunction with the Subscription Services, as applicable. Licensor will begin such configuration following a Statement of Work or Order Form executed by the Parties. Except as stated herein, Customer may not customize the Subscription Services without Licensor’s prior written consent. Licensor shall provide installation of any Maintenance Releases at its sole discretion, as part of the Subscription Services, at no extra charge to Customer. b. Each User may be required to have a Login with unique user identification. Licensor reserves the right to require Customer to alter any password if Licensor believes it is no longer secure. Customer shall not permit more than one User to use each Login to access the Subscription Services or otherwise share Login accounts, User identifications or passwords. Customer is liable for all access to the Subscription Services and activities conducted by individuals accessing the Subscription Services using the Logins, including such individual’s compliance with the terms herein. c. Licensor will maintain the Subscription Services at a reputable third party Internet service provider and hosting facility, where it is subject to commercially reasonable security precautions to prevent unauthorized access to the Subscription Services. Customer Data and the maintenance of Customer Data and such procedures shall comply with industry standards for the type of information maintained. However, Customer acknowledges that, notwithstanding such security precautions, use of or connection to the Internet provides the opportunity for unauthorized third parties to circumvent such precautions and illegally gain access to the Subscription Services, and Licensor will not be responsible for such acts, provided such acts do not arise as a direct result of Licensor’s failure to provide appropriate technical and organizational security measures as required by section 1.6(c) of Exhibit D.

Maintenance and Other Services. a. During the Maintenance Term, Licensor will provide Customer with Maintenance Services for the Software. If Customer licenses additional software products during the Term, the Customer hereby agrees to renew the Term for any such additional software products. After the Maintenance Term, Maintenance Services the Term shall automatically renew for successive one-year annual periods, unless either Party provides the other Party with at least sixty ninety (6090) days advance written notice (on headed company paper and signed) prior to the expiration of the then current annual period that such party desires not to renew. Licensor shall invoice Customer on an annual basis in advance for each annual renewal period. Fees for all annual renewal periods will be due within thirty (30) days prior to the beginning of the new annual period and all such payments are non-refundable. Notwithstanding any language to the contrary in the Agreement, Licensor reserves the right to increase the annual fees upon at least ninety sixty (9060) days advance written notice of such increase to Customer. Customer may not reduce the number of licenses covered by Maintenance Services. In exceptional cases, Aptean may agree to decommission licenses subject to Customer paying a reduction fee. b. Customer agrees that Maintenance Services shall be provided only by Licensor, its Affiliates or Third Party Servicers. c. Licensor’s obligation to provide Maintenance Services for Third Party Software is limited to using commercially reasonable efforts to obtain Maintenance Releases from its third party suppliers. In the event Customer cancels Maintenance Services at any time prior to the end of the Maintenance Term, Customer agrees to immediately pay the outstanding maintenance fees that Licensor would have received for the entire Maintenance Term. The Parties agree that this payment is to be considered liquidated damages, and not a penalty, and the Parties agree that this amount is a fair and reasonable estimation of Licensor’s damages in the event Customer breaches Customer’s commitment to the Maintenance Term. Customer agrees that Maintenance Services shall be provided only by Licensor, its Affiliates or approved third-party servicers, whose contracts include (i) confidentiality terms that are substantially similar to the ones contained herein (ii) language that indicates the Software and Deliverables are owned by Licensor; and (iii) a requirement that the third-party servicer use the Software and Service Deliverables only for providing services to the Customer in accordance with the license granted herein. EXHIBIT C TERMS APPLICABLE TO SUBSCRIPTION SERVICES Additional terms and conditions for Customers who are licensing GenomeQuest products under the Agreement and Exhibit C can be found in Exhibit C Schedule 1 below. Additional terms and conditions for Customers who are licensing Respond products under the Agreement and Exhibit C can be found in Exhibit C Schedule 2 below. 1. Subscription Services a. Licensor will provide Customer with use of the Subscription Services, which may include a browser interface and encrypted Login (when required) and transmission of, access to and storage of Customer Data. Licensor may, at its sole discretion, enhance the Subscription Services from time to time, at no cost or expense to Customer. Licensor will configure the Subscription Services and any Service Deliverables used in conjunction with the Subscription Services, as applicable. Licensor will begin such configuration following a Statement of Work or Order Form executed by the Parties. Except as stated herein, Customer may not customize the Subscription Services without Licensor’s prior written consent. Licensor shall provide installation of any Maintenance Releases at its sole discretion, as part of the Subscription Services, at no extra charge to Customer. b. Each User may be required to have a Login with unique user identification. Licensor reserves the right to require Customer to alter any password if Licensor believes it is no longer secure. Customer shall not permit more than one User to use each Login to access the Subscription Services or otherwise share Login accounts, User identifications or passwords. Customer is liable for all access to the Subscription Services and activities conducted by individuals accessing the Subscription Services using the Logins, including such individual’s compliance with the terms herein. c. Licensor will maintain the Subscription Services at a reputable third party Internet service provider and hosting facility, where it is subject to commercially reasonable security precautions to prevent unauthorized access to the Subscription Services. Customer Data and the maintenance of Customer Data and such procedures shall comply with industry standards for the type of information maintained. However, Customer acknowledges that, notwithstanding such security precautions, use of or connection to the Internet provides the opportunity for unauthorized third parties to circumvent such precautions and illegally gain access to the Subscription Services, and Licensor will not be responsible for such acts.

Maintenance and Other Services. a. During the Maintenance Term, Licensor will provide Customer with Maintenance Services for the Software. If Customer licenses additional software products during the Term, the Customer hereby agrees to renew the Term for any such additional software products. After the Maintenance Term, Maintenance Services the Term shall automatically renew for successive one-year annual periods, unless either Party Customer provides the other Party Licensor with at least sixty ninety (6090) days advance written notice (on headed company paper and signed) prior to the expiration of the then current annual period term that such party desires not to renew. Licensor shall invoice Customer on an annual basis in advance for each annual renewal period. Fees for all annual renewal periods will be due within thirty (30) days of receipt of the corresponding invoice or the day prior to the beginning of the new annual period contract renewal date, whichever is sooner and all such payments are non-refundable. Notwithstanding any language to the contrary in the Agreement, Licensor reserves the right to increase the annual fees upon at least ninety (90) days advance written notice of such increase to Customer. Customer may not reduce the number of licenses covered by Maintenance Services. In exceptional cases, Aptean may agree to decommission licenses subject to Customer paying a reduction fee. b. Customer agrees that Maintenance Services shall be provided only by Licensor, its Affiliates or Third Party Servicers. c. Licensor’s obligation to provide Maintenance Services for Third Party Software is limited to using commercially reasonable efforts to obtain Maintenance Releases from its third party suppliers. In the event Customer cancels Maintenance Services at any time prior to the end of the Maintenance Term, Customer agrees to immediately pay the outstanding maintenance fees that Licensor would have received for the entire Maintenance Term. The Parties agree that this payment is to be considered liquidated damages, and not a penalty, and the Parties agree that this amount is a fair and reasonable estimation of Licensor’s damages in the event Customer breaches Customer’s commitment to the Maintenance Term. Customer agrees that Maintenance Services shall be provided only by Licensor, its Affiliates or approved third-party servicers, whose contracts include (i) confidentiality terms that are substantially similar to the ones contained herein (ii) language that indicates the Software and Deliverables are owned by Licensor; and (iii) a requirement that the third-party servicer use the Software and Service Deliverables only for providing services to the Customer in accordance with the license granted herein. 1. Subscription Services a. Licensor will provide Customer with use of the Subscription Services, which may include a browser interface and encrypted Login (when required) and transmission of, access to and storage of Customer Data. Licensor may, at its sole discretion, enhance the Subscription Services from time to time, at no cost or expense to Customer. Licensor will configure the Subscription Services and any Service Deliverables used in conjunction with the Subscription Services, as applicable. Licensor will begin such configuration following a Statement of Work or Order Form executed by the Parties. Except as stated herein, Customer may not customize the Subscription Services without Licensor’s prior written consent. Licensor shall provide installation of any Maintenance Releases at its sole discretion, as part of the Subscription Services, at no extra charge to Customer. b. Each User may be required to have a Login with unique user identification. Licensor reserves the right to require Customer to alter any password if Licensor believes it is no longer secure. Customer shall not permit more than one User to use each Login to access the Subscription Services or otherwise share Login accounts, User identifications or passwords. Customer is liable for all access to the Subscription Services and activities conducted by individuals accessing the Subscription Services using the Logins, including such individual’s compliance with the terms herein. c. Licensor will maintain the Subscription Services at a reputable third party Internet service provider and hosting facility, where it is subject to commercially reasonable security precautions to prevent unauthorized access to the Subscription Services. Customer Data and the maintenance of Customer Data and such procedures shall comply with industry standards for the type of information maintained. However, Customer acknowledges that, notwithstanding such security precautions, use of or connection to the Internet provides the opportunity for unauthorized third parties to circumvent such precautions and illegally gain access to the Subscription Services, and Licensor will not be responsible for such acts, provided such acts do not arise as a direct result of Licensor’s failure to provide appropriate technical and organizational security measures as required by section 1.6(c) of Exhibit D.

Maintenance and Other Services. a. During the Maintenance Term, Licensor will provide Customer with Maintenance Services for the Software. If Customer licenses additional software products during the Term, the Customer hereby agrees to renew the Term for any such additional software products. After the Maintenance Term, Maintenance Services the Term shall automatically renew for successive one-year annual periods, unless either Party provides the other Party with at least sixty ninety (6090) days advance written notice (on headed company paper and signed) prior to the expiration of the then current annual period that such party desires not to renew. Licensor shall invoice Customer on an annual basis in advance for each annual renewal period. Fees for all annual renewal periods will be due within thirty (30) days prior to the beginning of the new annual period and all such payments are non-refundable. Notwithstanding any language to the contrary in the Agreement, Licensor reserves the right to increase the annual fees upon at least ninety sixty (9060) days advance written notice of such increase to Customer. Customer may not reduce the number of licenses covered by Maintenance Services. In exceptional cases, Aptean may agree to decommission licenses subject to Customer paying a reduction fee. b. Customer agrees that Maintenance Services shall be provided only by Licensor, its Affiliates or Third Party Servicers. c. Licensor’s obligation to provide Maintenance Services for Third Party Software is limited to using commercially reasonable efforts to obtain Maintenance Releases from its third party suppliers. In the event Customer cancels Maintenance Services at any time prior to the end of the Maintenance Term, Customer agrees to immediately pay the outstanding maintenance fees that Licensor would have received for the entire Maintenance Term. The Parties agree that this payment is to be considered liquidated damages, and not a penalty, and the Parties agree that this amount is a fair and reasonable estimation of Licensor’s damages in the event Customer breaches Customer’s commitment to the Maintenance Term. Customer agrees that Maintenance Services shall be provided only by Licensor, its Affiliates or approved third-party servicers, whose contracts include (i) confidentiality terms that are substantially similar to the ones contained herein (ii) language that indicates the Software and Deliverables are owned by Licensor; and (iii) a requirement that the third-party servicer use the Software and Service Deliverables only for providing services to the Customer in accordance with the license granted herein.

Maintenance and Other Services. a. During the Maintenance Term, Licensor will provide Customer with Maintenance Services for the Software. If Customer licenses additional software products during the Term, the Customer hereby agrees to renew the Term for any such additional software products. After the Maintenance Term, Maintenance Services the Term shall automatically renew for successive one-year annual periods, unless either Party provides the other Party with at least sixty ninety (6090) days advance written notice (on headed company paper and signed) prior to the expiration of the then current annual period that such party desires not to renew. Licensor shall invoice Customer on an annual basis in advance for each annual renewal period. Fees for all annual renewal periods will be due within thirty (30) days prior to the beginning of the new annual period and all such payments are non-refundable. Notwithstanding any language to the contrary in the Agreement, Licensor reserves the right to increase the annual fees upon at least ninety sixty (9060) days advance written notice of such increase to Customer. Customer may not reduce the number of licenses covered by Maintenance Services. In exceptional cases, Aptean Licensor may agree to decommission licenses subject to Customer paying a reduction fee. b. Customer agrees that Maintenance Services shall be provided only by Licensor, its Affiliates or Third Party Servicers. c. Licensor’s obligation to provide Maintenance Services for Third Party Software is limited to using commercially reasonable efforts to obtain Maintenance Releases from its third party suppliers. In the event Customer cancels Maintenance Services at any time prior to the end of the Maintenance Term, Customer agrees to immediately pay the outstanding maintenance fees that Licensor would have received for the entire Maintenance Term. The Parties agree that this payment is to be considered liquidated damages, and not a penalty, and the Parties agree that this amount is a fair and reasonable estimation of Licensor’s damages in the event Customer breaches Customer’s commitment to the Maintenance Term. Customer agrees that Maintenance Services shall be provided only by Licensor, its Affiliates or approved third-party servicers, whose contracts include (i) confidentiality terms that are substantially similar to the ones contained herein (ii) language that indicates the Software and Deliverables are owned by Licensor; and (iii) a requirement that the third-party servicer use the Software and Service Deliverables only for providing services to the Customer in accordance with the license granted herein.