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MICROSTRATEGY ELECTRONIC DELIVERY SOFTWARE LICENSE 2009.01.30 Version 9.0.0 IMPORTANT - READ CAREFULLY BY ELECTRONICALLY ACCEPTING THE TERMS OF THIS LICENSE AGREEMENT YOU, AS AN AUTHORIZED REPRESENTATIVE OF YOUR COMPANY ("LICENSEE") AGREE TO ENTER INTO A SOFTWARE LICENSING AGREEMENT ON BEHALF OF YOUR COMPANY ("AGREEMENT") WITH MICROSTRATEGY SERVICES CORPORATION OR A MICROSTRATEGY AFFILIATE UNDER THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, CLICK THE "CANCEL" BUTTON AND EXIT THE WEBSITE. MicroStrategy wants you to be satisfied with the Products and understand the manner in which you are permitted to use them. If you have any questions about this Agreement, please contact Commercial Licensing, MicroStrategy Services Corporation, 1861 International Drive, McLean, Virginia 22102, United States of America, telephone number: (703) 848-8600 or crequest@MicroStrategy.com. 1 RIGHTS AND RESTRICTIONS 1.1 MicroStrategy grants Licensee a non-exclusive and non-transferable license to use the Documentation and Software in executable form as specified in each Order, solely for Licensee's internal business use by Named Users in the Territory according to the terms and conditions of this Agreement. The right of use is granted only for the licensed Software, even if the licensed Software is delivered on media containing other Software. 1.2 Licensee shall not, directly or indirectly: a. copy, display, distribute, or otherwise use the Products, in any manner or for any purpose not expressly authorized by this Agreement; or b. create derivative works of or otherwise adapt, modify, or translate the Products or the metadata created by the Products; or c. reverse engineer, decompile, translate or disassemble the Products or the metadata created by the Products; d. rent or lend the Products or a Product license, use a Product license or the metadata created by the Products; for outsourcing, or provide any access to the Products or the metadata created by the Products through a service bureau, time-sharing, or ASP arrangement; or e. use the Products in any way that violates any individual's privacy right. 1.3 The Product licenses are restricted such that they: a. may only be installed in a new DSI; b. cannot be substituted for existing Product licenses; and c. cannot be shared with Products in another DSI. 1.4 Licensee acquires no ownership rights in or title to the Products. The Products are licensed and not sold. MicroStrategy and its licensors retain all ownership rights in and title to the Products. Licensee shall not at any time during or after the term of this Agreement assert or claim any interest in, or assert or do anything that may adversely affect MicroStrategy';s ownership of, or the validity of, the intellectual property and proprietary rights of MicroStrategy in or relating to the Products. 1.5 Licensee acknowledges that installation of the Products involves a CD key that may restrict installation of the Products to equipment with only the number and clock speed of CPUs licensed and use of the Product Licenses to the number of Named Users licensed, as applicable. However, the CD key does not ensure compliance with this Agreement. MicroStrategy shall also have the right to embed technological audit mechanisms in its Products and to conduct audits by use of such mechanisms with or without further notice. Licensee further acknowledges that the Products require activation on initial installation of the Products and from time to time based on events that include Updates and changes to Licensee hardware on which the Products are installed. Failure to activate the Products within 30 days after installation will cause the Products to cease working. If Licensee fails to activate the Products within the 30 days after installation and the Products cease working, Licensee may initiate and complete the activation process at any time by accessing the license manager feature in the Products, which will remain functional, in order to activate the Products. 2 TERM AND TERMINATION 2.1 This Agreement and each Product license granted under it shall become effective on its respective Effective Date. 2.2 Licensee may terminate any Product license or this Agreement at any time by providing written notice to MicroStrategy. 2.3 MicroStrategy may terminate this Agreement and/or any Product license upon written notice to Licensee if Licensee breaches a material provision of this Agreement and fails to cure the breach within thirty (30) days following such notice. 2.4 If a Product license granted under this Agreement terminates, Licensee shall: (a) immediately cease using the applicable Product, and (b) certify to MicroStrategy within thirty (30) days after expiration or termination that Licensee has destroyed or has returned to MicroStrategy all copies of the Products and any MicroStrategy Confidential Information. 3 LIMITED WARRANTIES AND REMEDIES 3.1 THE PRODUCTS THAT YOU DOWNLOAD ARE PROVIDED "AS IS" AND (B) TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSTRATEGY AND ALL ITS AFFILIATES DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO ALL PROVIDED ITEMS, INCLUDING ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, SYSTEMS INTEGRATION, TITLE, SATISFACTORY QUALITY AND NON-INFRINGEMENT. 3.2 For any breach of the warranties contained above, Licensee's exclusive remedy, and MicroStrategy's entire liability, shall be: a. to request Technical Support Services to cure a defect; b. for media, the replacement of defective media. 4 LIMITATION OF LIABILITY 4.1 THE CUMULATIVE AGGREGATE LIABILITY OF MICROSTRATEGY AND ALL OF ITS AFFILIATES TO LICENSEE AND ALL OF ITS AFFILIATES RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT OF THE FEES PAID TO MICROSTRATEGY FOR THE PRODUCTS OR SERVICE THAT ARE THE SUBJECT OF THE DISPUTE. IN NO EVENT SHALL MICROSTRATEGY OR ANY OF ITS AFFILIATES BE LIABLE TO LICENSEE AND ALL OF ITS AFFILIATES FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES OF ANY KIND (INCLUDING ANY DAMAGES FOR LOSS OF DATA, LOSS OF PROFITS, LOSS OF USE, OR INTERRUPTION OF BUSINESS), AND WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF MICROSTRATEGY OR ANY OF ITS AFFILIATES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF AN AGREED REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR IS HELD UNENFORCEABLE FOR ANY OTHER REASON. 5 CONFIDENTIALITY 5.1 Recipient shall hold all Confidential Information received during the term of this Agreement in confidence during the term of this Agreement and for four (4) years thereafter (ügConfidentiality Periodüh), and Recipient shall protect all such Confidential Information with the utmost care to prevent unauthorized use or disclosure. During the Confidentiality Period, Recipient shall not use any Confidential Information except as expressly authorized in this Agreement. Recipient shall not disclose, orally or in writing, any Confidential Information to any Person, other than an employee of Recipient with a need to know such Confidential Information, Recipient shall immediately report in writing to Discloser, and shall cooperate with Discloser in the investigation of any unauthorized copying, use, or disclosure of the Provided Items, or any other Confidential Information, that is known to or reasonably suspected by Recipient. 5.2 The obligations this section shall not apply to any information which: a. is already in the public domain or becomes available to the public through no breach of this Agreement by Recipient; b. was in the Recipient's possession prior to receipt from Discloser, as proven by Recipient's written records; c. is received by the Recipient from a third party free to disclose such information to Recipient ; or d. Is required to be disclosed by applicable statute or regulation or by judicial or administrative process, provided that Recipient shall notify Discloser of such. 6 GENERAL TERMS 6.1 Unless otherwise defined in this Agreement, capitalized terms in this Agreement shall have the same meaning as ascribed at http://www.microstrategy.com/licensing/ on of the Effective Date of the Agreement. 6.2 The laws of the jurisdiction of the country where the MicroStrategy entity that has distribution rights to deliver the Products shall control. The UN Convention for the International Sale of Goods shall not apply to this Agreement in whole or in part. 6.3 Products delivered to the U.S. Defense Department are delivered with Restricted Rights and the following applies: "Restricted Rights Legend: Use, duplication or disclosure by Government is subject to restrictions as currently set forth in subparagraph (c)(1)(ii) of DFARS 252-227-7013, Rights in Technical Data and Computer Software (October 1988). MicroStrategy Services Corporation, 1861 International Drive, McLean, VA 22102. Products delivered to a U.S. Government Agency not within the Defense, Department are delivered with 'Restricted Rights' as defined in FAR 52.227-14, Rights in Data - General, including Alternate III (June 1987)." 6.4 If Licensee deploys the Products as part of an extranet application, Licensee agrees to display "Powered by MicroStrategy" or certain other similar MicroStrategy trademarks designated by MicroStrategy. 6.5 Licensee acknowledges that all MicroStrategy Products and other technical data may be subject to export controls imposed by the U.S. Department of Commerce, under the Export Administration Regulations and any other such applicable regulations. When explicitly permitted under this Agreement, Licensee shall only export or re-export the Products in compliance with such regulations. 6.6 Licensee shall not assign, transfer or share this Agreement or any right, license or obligation under this Agreement without the prior written consent of MicroStrategy. Any merger, consolidation, reorganization, transfer of substantially all assets of Licensee or other change in control or ownership of Licensee shall be considered an assignment for the purpose of this Agreement. 6.7 In the event that any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions of this Agreement shall remain in full force. 6.8 This Agreement constitutes the complete agreement between the parties and supersedes all prior agreements and representations, written or oral, concerning the subject matter of this Agreement. This Agreement may not be modified or amended except in a writing signed by a duly authorized representative of each party; no other act, document, usage or custom shall be deemed to amend or modify this Agreement. Licensee represents that it has not relied on the availability of any future version of the Products when purchasing Product licenses under this Agreement.

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