专职律师

    Effective upon the last date signed below (the "Effective Date") provided that in order to become effective this Agreement must be signed by both parties on or before _________,_________,_________(M,D,Y), AAA, a _________(STATE) corporation with principal offices located at _________, on behalf of itself and DDD Companies as defined below (hereinafter collectively referred to as "BBB") and CCC Inc, a _________(STATE) corporation with principal offices located at _________ (hereinafter referred to as "Licensor" or "CCC") agree as follows with respect to the software described below and on Attachment A hereto ("Software"). A "DDD Company" (or "DDD") is a company, foreign or domestic at least 50% of whose capital, assets or voting stock is owned or controlled by BBB. As of the date of this Agreement, the DDDs are listed on ATTACHMENT B. BBB may update Attachment from time to time as additional entities become 50% owned by AAA. Notwithstanding the above, the parties agree that EEE Corporation will be deemed an DDD. An DDD that licenses the Software as authorized by this Agreement or receives services under this Agreement will be bound by the terms and conditions of this Agreement.

1. LICENSE.Licensor grants to BBB, and BBB hereby accepts, a nonexclusive license to use the Software and User Documentation in accordance with the terms and conditions set forth herein, including the license grant restrictions set forth below and in Attachment A. BBB's use of the Software will be limited to the computer system, computer site or, Local and/or Wide Area Network, and to the number of users, and use restrictions described below and on Attachment A. BBB may transfer its use of the Software to a backup or replacement computer system, site or network on a temporary or permanent basis, provided that BBB gives Licensor notice of such transfer and discontinues its use on the original computer system, site or network, and provided all use restrictions described below and in Attachment A are complied with. BBB may also transfer or assign this Agreement, all of the Software licensed hereunder and User Documentation on a permanent basis provided that (a) written notice of the transfer is given to Licensor, (b) Licensor consents to the transfer and such consent will not be unreasonably withheld, and (c) the transferee reads and agrees to accept the terms and conditions of this Agreement. The "Software" includes "FFF Software" and "GGG." FFF Software is defined as the FFF software product, consisting of FFF server software (the "Server Software"), the FFF client software (the "Client Software"), any FFF user authorization strings provided by CCC from time to time (the "License Strings"), any updates and upgrades or other related software code provided under Maintenance, and FFF User Documentation. "FFF User Documentation" consists of the "Getting Started" and "Administrator Manual" documents provided with the Software as well as the On-line help in the Software. The "GGG" is defined as: FFF(R) GGG Software, any other associated machine-readable object code versions as well as other associated files (including all upgrades, patches and other files provided under Maintenance, if any); sample source code files included within GGG and supplied by CCC from time to time ("Sample Code"), and the Runtime FFFAPI.dll file; and together with any associated media, printed materials and online or electronic documentation.

A. FFF SERVER SOFTWARE. For each Server Software license purchased by BBB, BBB may copy, install and use one (1) copy of the Server Software on one (1) BBB server computer, provided the server computer is either at a BBB location or hosted by a third party service provider for the benefit of BBB.

B. FFF CLIENT SOFTWARE.