Common use of Object Code Licenses Clause in Contracts

Object Code Licenses. D-1 The Per Unit Fee for the Program Licenses shall be as follows: [**] [**] [**] D-2 For the License Term, the Royalty Prepayment shall authorize Licensee to distribute, in compliance with the provisions of this Amendment and the Agreement, copies of the Program Licenses at the applicable Per Unit Fee for use with or incorporation into Licensee Products. (i) for the remainder of the License Term, Licensee shall provide royalty reports to Phoenix, as set forth in Section 5.2 of the Agreement. Notwithstanding the terms of Section 5.2 of the Agreement, Licensee shall provide such royalty reports to Phoenix on or before the [**] day after the end of each month, Royalties at the applicable Per Unit Fee shall be due and payable by Licensee to Phoenix on [**] day terms from Phoenix’s invoice date; and (ii) Licensee agrees to accelerate payment of all Royalty Prepayment and other fee installments set forth in Section C of this Amendment that are then outstanding. [**] D-3 Under the terms of the December 2006A Amendment, if the December 2006A Prepayment has been exhausted by Licensee’s distribution of the Programs set forth in Item 1.1.1 of Supplement XIII of the December 2006A Amendment prior to December 30, 2007, then the parties shall enter into a new royalty prepayment arrangement. The parties hereby agree that this Amendment is such new royalty prepayment arrangement. In addition, notwithstanding the provisions of Special Requirements, Section D-1 of the December 2006A Amendment, the parties further agree that the per unit fee for distribution of Program Licenses with or incorporated into Licensee Products [**] shall be at the applicable Per Unit Fee as set forth above in this Amendment. D-4 Under the terms of the December 2006B Amendment, if the December 2006B Prepayment has been exhausted by Licensee’s distribution of the Programs set forth in Item 1.1.1 of Supplement XIV of the December 2006B Amendment prior to December 30, 2007, then the parties shall enter into a new royalty prepayment arrangement. The parties hereby agree that this Amendment is such new royalty prepayment arrangement. In addition, notwithstanding the provisions of Special Requirements, Section E-1 of the December 2006B Amendment, the parties further agree that the per unit fee for distribution of Program Licenses with or incorporated into Licensee Products [**] shall be at the applicable Per Unit Fee as set forth above in this Amendment. D-5 Under the terms of the December 2006B Amendment, upon the expiration of the December 2006B Amendment license term on [**], the parties shall enter into an amendment, in writing, for the licensing of any additional units of SecureCore – Object Code distributed with or incorporated into Licensee Product. The parties hereby agree that such additional licenses shall be for the Program Licenses at the applicable Per Unit Fee as set forth above in this Amendment.

Object Code Licenses. D-1 The Per Unit Fee and additional restrictions and obligations for the Program Licenses shall be as follows: Operating System that Licensee Product Additional is based Restrictions, upon or has Requirements the ability to and Rights Per Unit execute (see (see key Program Licenses Quantity Fee key below) below) SecureCore Mobile — Object Code [***] (See Footnote 1) [***] [***] [**]*] MicroCore Low-Cost Notebook — Object Code [***] (See Footnote 2) [***] [***] [***] Key — Operating System [***] Key — Additional Restrictions, Requirements and Rights: [***] THE SYMBOL [***] IS USED TO INDICATE THAT A PORTION OF THE EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. CONFIDENTIAL TREATMENT REQUEST Confidential Footnote 1: During the License Term, all SecureCore Mobile — Object Code Program Licenses distributed with or incorporated into Licensee Products shall be aggregated for purposes of determining the next applicable quantity bracket and Per Unit Fee. At the beginning of the License Term the number of units shall begin at quantity 1. Footnote 2: During the License Term, all MicroCore Low-Cost Notebook — Object Program Licenses distributed with or incorporated into Licensee Products shall be aggregated for purposes of determining the next applicable quantity bracket and Per Unit Fee. At the beginning of the License Term the number of units shall begin at quantity 1. D-2 For the License Term, the Royalty Prepayment shall authorize Licensee to distribute, in compliance with the provisions of this Amendment and the Agreement, copies of the Program Licenses at the applicable Per Unit Fee for use with or incorporation into Licensee Products. (i) . D-2-3 Prior to the end of the License Term, if the Royalty Prepayment has been exhausted by Licensee’s distribution of the Program Licenses, then for the remainder of the License Term, Licensee shall provide royalty reports to Phoenix, as set forth in Section 5.2 of the Agreement. Notwithstanding the terms of Section 5.2 of the Agreement, Licensee shall provide such royalty reports to Phoenix on or before the [**] tenth (10th) day after the end of each month, Royalties at the applicable Per Unit Fee shall be due and payable by Licensee to Phoenix on [**] net thirty (30) day terms from Phoenix’s invoice date; and (ii) Licensee agrees to accelerate payment of all Royalty Prepayment and other fee installments set forth in Section C of this Amendment that are then outstanding. [**] D-3 Under the terms of the December 2006A Amendment, if the December 2006A Prepayment has been exhausted by Licensee’s distribution of the Programs set forth in Item 1.1.1 of Supplement XIII of the December 2006A Amendment prior to December 30, 2007, then the parties shall enter into a new royalty prepayment arrangement. The parties hereby agree that this Amendment is such new royalty prepayment arrangement. In addition, notwithstanding the provisions of Special Requirements, Section D-1 of the December 2006A Amendment, the parties further agree that the per unit fee for distribution of Program Licenses with or incorporated into Licensee Products [**] shall be at the applicable Per Unit Fee as set forth above in this Amendment. D-4 Under the terms of the December 2006B Amendment, if the December 2006B Prepayment has been exhausted by Licensee’s distribution of the Programs set forth in Item 1.1.1 of Supplement XIV of the December 2006B Amendment prior to December 30, 2007, then the parties shall enter into a new royalty prepayment arrangement. The parties hereby agree that this Amendment is such new royalty prepayment arrangement. In addition, notwithstanding the provisions of Special Requirements, Section E-1 of the December 2006B Amendment, the parties further agree that the per unit fee for distribution of Program Licenses with or incorporated into Licensee Products [**] shall be at the applicable Per Unit Fee as set forth above in this Amendment. D-5 Under the terms of the December 2006B Amendment, upon the expiration of the December 2006B Amendment license term on [**], the parties shall enter into an amendment, in writing, for the licensing of any additional units of SecureCore – Object Code distributed with or incorporated into Licensee Product. The parties hereby agree that such additional licenses shall be for the Program Licenses at the applicable Per Unit Fee as set forth above in this Amendment.

Object Code Licenses. D-1 The Per Unit Fee and additional restrictions and obligations for the Program Licenses shall be as follows: SecureCore Mobile — Object Code [***] (See Footnote 1) [***] [***] [**]*] MicroCore Low-Cost Notebook — Object Code [***] (See Footnote 2) [***] [***] [***] [***] [***] THE SYMBOL [***] IS USED TO INDICATE THAT A PORTION OF THE EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. Confidential Phoenix Agreement Number 60120128 Footnote 1: During the License Term, all SecureCore Mobile — Object Code Program Licenses distributed with or incorporated into Licensee Products shall be aggregated for purposes of determining the next applicable quantity bracket and Per Unit Fee. At the beginning of the License Term the number of units shall begin at quantity 1. Footnote 2: During the License Term, all MicroCore Low-Cost Notebook — Object Program Licenses distributed with or incorporated into Licensee Products shall be aggregated for purposes of determining the next applicable quantity bracket and Per Unit Fee. At the beginning of the License Term the number of units shall begin at quantity 1. D-2 For the License Term, the Royalty Prepayment shall authorize Licensee to distribute, in compliance with the provisions of this Amendment and the Agreement, copies of the Program Licenses at the applicable Per Unit Fee for use with or incorporation into Licensee Products. (i) . D-2-3 Prior to the end of the License Term, if the Royalty Prepayment has been exhausted by Licensee’s distribution of the Program Licenses, then for the remainder of the License Term, Licensee shall provide royalty reports to Phoenix, as set forth in Section 5.2 of the Agreement. Notwithstanding the terms of Section 5.2 of the Agreement, Licensee shall provide such royalty reports to Phoenix on or before the [**] tenth (10th) day after the end of each month, Royalties at the applicable Per Unit Fee shall be due and payable by Licensee to Phoenix on [**] net thirty (30) day terms from Phoenix’s invoice date; and (ii) Licensee agrees to accelerate payment of all Royalty Prepayment and other fee installments set forth in Section C of this Amendment that are then outstanding. [**] D-3 Under the terms of the December 2006A Amendment, if the December 2006A Prepayment has been exhausted by Licensee’s distribution of the Programs set forth in Item 1.1.1 of Supplement XIII of the December 2006A Amendment prior to December 30, 2007, then the parties shall enter into a new royalty prepayment arrangement. The parties hereby agree that this Amendment is such new royalty prepayment arrangement. In addition, notwithstanding the provisions of Special Requirements, Section D-1 of the December 2006A Amendment, the parties further agree that the per unit fee for distribution of Program Licenses with or incorporated into Licensee Products [**] shall be at the applicable Per Unit Fee as set forth above in this Amendment. D-4 Under the terms of the December 2006B Amendment, if the December 2006B Prepayment has been exhausted by Licensee’s distribution of the Programs set forth in Item 1.1.1 of Supplement XIV of the December 2006B Amendment prior to December 30, 2007, then the parties shall enter into a new royalty prepayment arrangement. The parties hereby agree that this Amendment is such new royalty prepayment arrangement. In addition, notwithstanding the provisions of Special Requirements, Section E-1 of the December 2006B Amendment, the parties further agree that the per unit fee for distribution of Program Licenses with or incorporated into Licensee Products [**] shall be at the applicable Per Unit Fee as set forth above in this Amendment. D-5 Under the terms of the December 2006B Amendment, upon the expiration of the December 2006B Amendment license term on [**], the parties shall enter into an amendment, in writing, for the licensing of any additional units of SecureCore – Object Code distributed with or incorporated into Licensee Product. The parties hereby agree that such additional licenses shall be for the Program Licenses at the applicable Per Unit Fee as set forth above in this Amendment.