CUSTOMER AGREEMENT
FOR PTC PRODUCTS

"This Customer Agreement (together with the applicable Product Schedule, this "Agreement") shall apply only in the event that the person or company that is specified on the Product Schedule as acquiring the Licensed Products (the "Customer") and Parametric Technology Nederland B.V., Victorialaan 15, 5213 JG s'Hertogenbosch, The Netherlands or one of its affiliates ("PTC") has not previously signed a written Customer Agreement for PTC Products or other written agreement for the licensing and use of Licensed Products ("Licence Agreement").  If Customer and PTC have signed a Licence Agreement previously, the previous Licence Agreement shall govern Customer's licensing and use of the Licensed Products and the terms and conditions of this Agreement shall not apply.  As used in this Agreement, "you" or "your" refer to Customer's representative authorised to accept the terms of this Agreement on Customer's behalf.

PLEASE READ THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY BEFORE INSTALLING OR ACCESSING THE LICENSED PRODUCTS (AS DEFINED BELOW).  BY CLICKING ON THE "ACCEPT" BUTTON BELOW, YOU ARE AGREEING ON BEHALF OF THE CUSTOMER TO BE BOUND BY THIS AGREEMENT AND REPRESENTING THAT YOU ARE AUTHORISED TO DO SO.

IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, CLICK THE "DECLINE" BUTTON AND PROMPTLY RETURN TO PTC THE LICENSED PRODUCTS.  CUSTOMER MAY NOT CANCEL AN ORDER FOR OR RETURN LICENSED PRODUCTS ONCE YOU HAVE CLICKED THE ACCEPT BUTTON."

1. Definitions
1.1.  "Confidential Information" means such information as defined in Section 4.2 of this Agreement.
1.2. "Concurrent User Products" means the Licensed Products licensed on a concurrent user basis as identified in the Product Schedule.
1.3. "Designated Computer" means the central processing unit(s) designated by Customer in connection with the installation of the Licensed Products which are under the control of Customer.
1.4. "Designated Country" means the country of the installation address specified on the applicable Product Schedule.  The Designated Country may be changed only in accordance with Sections 2.2 and 2.3 of this Agreement.
1.5. "Designated Network" means the network designated by Customer in connection with the installation of the Licensed Products.
1.6. "Designated Server" means a computer server designated by Customer in connection with the installation of the Licensed Products that has one unique instance of the applicable installed Licensed Product application.
1.7. "Designated Server Products" means the Licensed Products licensed on a Designated Server basis as identified in the Product Schedule.
1.8. "Documentation" means the applicable Licensed Software user manuals provided or made available by electronic means by PTC at the time of shipment of the Licensed Software.
1.9. "Error" means a failure of the Licensed Software to conform substantially to the applicable Documentation, provided that Customer informs PTC of such failure in writing and PTC is able to replicate such failure after making reasonable efforts.
1.10. "Licence" means the non-exclusive, non-transferable right, without any right to sub-licence, to use a Licensed Product during the applicable Licence Term subject to the terms and conditions hereof and in accordance with the applicable restrictions set out in the Product Schedule.
1.11.  	"Licence Term" means the time period during which the Licence shall be in effect as specified in the applicable Product Schedule (subject to earlier termination pursuant to the terms of this Agreement).
1.12. "Licensed Products" means collectively the Licensed Software and the Documentation.
1.13. "Licensed Software" means, collectively, the computer software products specified in a Product Schedule as well as (i) any Error corrections pursuant to Section 5.3 of this Agreement, (ii) any updates, Error corrections and/or New Releases provided to Customer by PTC pursuant to Maintenance Services purchased by Customer and (iii) any computer software provided to Customer in the course PTC's delivery of Training Services.
1.14. "Maintenance Services" means the provision of New Releases and, depending on the level of Maintenance Services ordered, may also include telephone support, web-based support tools, and correction of Errors.
1.15. "New Release" means a modified or enhanced version of a Licensed Product that is designated by PTC as a new release of that product and that PTC makes generally available to its Maintenance Services customers.
1.16. "Permitted User" means an individual who is authorised by Customer to use the Licensed Products (being either Concurrent User Products or Registered User Products), such use to be solely in accordance with the terms and conditions hereof. Permitted Users are limited to Customer's employees, consultants, subcontractors, suppliers, business partners and customers who (i) are not competitors of PTC or employed by competitors of PTC and (ii) are directly involved in the utilisation of the Licensed Products solely in support of Customer's internal product development and information management operations.  Customer shall at all times be responsible for its Permitted Users' compliance with this Agreement.
1.17. "Product Schedule" means PTC's standard order form entitled "PTC Product Schedule" (including all schedules, attachments and other document(s) specifically referenced therein) or such alternative order form as may be submitted by Customer and accepted by PTC, in each case that specifies (i) the Licensed Products and/or Services ordered; and (ii) for Licensed Products, the installation address (including the Designated Country) and the Licence Term.
1.18.  "Registered User" means a Permitted User for whom Customer has purchased a Licence to use a Registered User Product and for whom Customer has issued a password or other unique identifier to enable such individual to use the Registered User Product.
1.19. "Registered User Products" means the Licensed Products licensed on a Registered User basis as identified in the Product Schedule.
1.20. "Services" means collectively, Maintenance Services and Training Services.
1.21. "Subscription Licence Fee" or "Usage Licence Fee" mean a periodic fee payable beginning upon shipment of Licensed Products that are specified in the applicable Product Schedule as being subject to a Subscription Licence Fee or Usage Licence Fee and that, only during the period for which the Subscription Licence Fee or Usage Licence Fee is paid, entitles Customer to (i) use the Licensed Products pursuant to the applicable Licence and (ii) if applicable, receive Maintenance Services at the Maintenance Services level specified in the applicable Product Schedule.
1.22. "Third Party Components" means the software components defined in Section 2.8 of this Agreement.
1.23. "Training Services" means instruction or other training in the use of the Licensed Products.

1.24. "Uplift Fee" means a fee based upon the difference between the fees applicable in the original Designated Country and the fees applicable in the Designated Country to which Customer is transferring the Licensed Product together with all VAT and other duties or taxes that may be payable on the transfer of Licensed Products.

1.25. "Warranty Period" means such period as defined in Section 5.1 of the Agreement.

2.	Licence to Licensed Products.
2.1	 Licence Grant.  Upon PTC's acceptance of an order for Licensed Products, PTC grants to Customer a Licence to install and use the Licensed Products solely for Customer's internal product development and information management operations during the applicable Licence Term.  The Licence shall be subject to the applicable restrictions in Section 2, to the other terms and conditions hereof, and to any limitations or other terms and conditions contained in the Product Schedule.
2.2 Designated Country/Computer Networks  Customer may only install and operate Licensed Products on computer systems and networks situated in the applicable Designated Country.  Customer may, from time to time, change the Designated Country in which Customer seeks to install or operate a Licensed Product, provided that (i) in each case Customer shall give prior written notice to PTC of any such change, and (ii) upon transferring the Licensed Products to a different Designated Country, Customer shall pay the Uplift Fees, as well as any taxes, tariffs or duties that may be payable on such transfer.
2.3	Restrictions on Use relating to Permitted Users.  The number of Permitted Users accessing or operating a Licensed Product at any point in time may not exceed the number of Licenses in effect at such time for that particular Licensed Product. Only Permitted Users located in the Designated Country may access, operate and/or use the Licensed Products.  Permitted Users who are not employees of Customer shall use the Licensed Products on Customer's site only.
2.4 Only Permitted Users may access or operate the Licensed Products.  Customer shall not and shall not permit any third party to:
(i)	modify or create any derivative work of any part of the Licensed Products;
(ii)	rent, lease, or loan the Licensed Products;
(iii)	Use the Licensed Products, or permit them to be used, for third-party training, commercial time-sharing or service bureau use;
(iii)	disassemble, decompile, reverse engineer the Licensed Products or otherwise attempt to gain access to its source code;
(iv)	sell, licence, sublicence, loan, assign, or otherwise transfer (whether by sale, exchange, gift, operation of law, or otherwise) to a third party the Licensed Products, any copy thereof, or any Licence or other rights thereto, in whole or in part, without PTC's prior written consent;
(v)	alter, remove, or obscure any copyright, trade secret, patent, trademark, logo, proprietary and/or other legal notices on or in copies of the Licensed Products; and
(vii)	copy or otherwise reproduce the Licensed Products in whole or in part, except as may be required for their installation into computer memory for the purpose of executing the Licensed Products in accordance with this Section 2, and except to make a reasonable number of copies solely for back-up purposes (provided that any such permitted copies shall be the property of PTC and shall reproduce all PTC copyright, trade secret, patent, trademark, logo, proprietary and/or other legal notices contained in the original copy obtained from PTC).
2.5 Additional Restrictions on Use Applicable to Concurrent User Products.  The terms of this Section 2.5 shall only apply to Concurrent User Products. Customer may only install and operate Concurrent User Products on the applicable Designated Computers or Designated Networks on computer systems and networks situated in the applicable Designated Country. Only Permitted Users located in the Designated Country may access or operate the Licensed Products. Permitted Users who are neither employees nor consultants of Customer, shall use the Concurrent User Products on Customer's site only. The number of Permitted Users accessing or operating a Concurrent User Product at any point in time may not exceed the number of Licences in effect at such time for that particular Licensed Product. Customer may, from time to time, change the Designated Computer or the Designated Network for a Licensed Product, and/or the location thereof, provided that in each case (a) Customer shall give prior written notice to PTC of any such
 change, and (b) upon transferring the Licensed Products to a different Designated Country, Customer pays the Uplift Fee.
2.6 Additional Restrictions on Use Applicable to Registered User Products.  The terms of this Section 2.6 shall only apply to Registered User Products. Registered User Products may only be used by Registered Users.  Customer may add and/or substitute from time to time new Registered Users as long as the aggregate number of Registered Users does not exceed at any point in time the number of Licenses in effect at such time for that particular Licensed Product and, provided further, that if a person who was previously a Registered User returns to Registered User status, a new Licence fee must be paid to PTC at PTC's then current rates.
2.7 Additional Restrictions on Use Applicable to Designated Server Products.  The terms of this Section 2.7 shall only apply to Designated Server Products. Customer may only install and operate Designated Server Products on the applicable Designated Server(s) situated in the applicable Designated Country.  Customer may, from time to time, change the Designated Server(s) for a Designated Server Product, and/or the location thereof, provided that in each case (a) Customer shall give prior written notice to PTC of any such change, and (b) upon transferring the Designated Server Products to a different Designated Country, Customer pays all applicable Uplift Fees and all other taxes or duties.
2.8 Third Party Components and Bundled Third Party Products.  Certain of the Licensed Products may contain third party software components that are licensed to Customer by PTC but for which additional terms apply ("Third Party Components").  The current additional terms are set out on the Schedule of Third Party Terms attached as Schedule A, and also available in the legal policies and guidelines section of http://www.ptc.com.  Separately, certain third party software products that PTC may elect to bundle for distribution with the Licensed Products are licensed to Customer directly by the manufacturer of such third party software products ("Bundled Third Party Products"). Such Bundled Third Party Products are also described on the Schedule of Third Party Terms.  Customer agrees that its use of Third Party Components and/or Bundled Third Party Products is subject to the terms of the Schedule of Third Party Terms.  New Releases containing Third Party Components or Bundled Third Party Products may be subject to
additional or different third party terms, of which PTC shall notify the Customer at the time of such New Releases.

3.	Audit
3.1 Audit.  To confirm Customer's compliance with the terms and conditions hereof, Customer agrees that PTC may audit Customer's use of the Licensed Products. Customer agrees to provide PTC access to Customer's facilities and computer systems, and cooperation from Customer's employees and consultants, as reasonably requested by PTC in order to perform such audit, all during normal business hours, and after reasonable prior notice from PTC.
4.	Intellectual Property; Confidential Information
4.1 Proprietary Rights.  PTC and its licensors are the sole owners of the Licensed Products and of any copies of the Licensed Products, and of all copyright, trade secret, patent, trademark and other intellectual or industrial property rights in and to the Licensed Products.  All copies of the Licensed Products, in whatever form provided by PTC or made by Customer, shall remain the property of PTC, and such copies shall be deemed to be on loan to Customer during the Licence Term.  Customer acknowledges that the Licence granted to Customer does not provide Customer with title to or ownership of the Licensed Products or any copies thereof, but only a right of limited use under this Agreement.  Customer shall have no rights to the source code for the Licensed Products and Customer agrees that only PTC shall have the right to maintain, enhance, or otherwise modify the Licensed Products.  Except for the rights expressly granted herein, no other rights are granted to Customer with respect to the Licensed Products.
4.2	Confidential Information.  Customer agrees that the non-public ideas, and the expressions of those ideas, contained in the Licensed Products and/or provided to Customer in the course of PTC's delivery of Services comprise trade secrets and confidential and proprietary information and know-how of PTC and its licensors (the "Confidential Information"), and that PTC  discloses such Confidential Information to Customer in confidence.  Customer shall maintain the confidentiality of this Confidential Information and shall not disclose or otherwise make available this Confidential Information to any third party nor use such Confidential Information except as necessary to exercise Customer's Licence under Section 3.  Customer shall be responsible for taking all appropriate and reasonable steps with regard to Customer's employees, consultants, or agents and with regard to Permitted Users to satisfy Customer's obligations under this agreement.  Customer agrees to notify PTC immediately of the unauthorised access to
 or disclosure or use of the Confidential Information or Licensed Products and to take such further steps as may reasonably be requested by PTC to prevent or remedy any violation of this Section.

5.	Warranty; Disclaimer of Warranties
5.1 Warranty.  PTC warrants to Customer that it is authorised to grant the Licence(s) and that, subject to Section 5.2, for a period of ninety (90) days following PTC's initial shipment to Customer or Customer's designee of the computer software described in a Product Schedule (the "Warranty Period"), such computer software will be free from Errors.
5.2 Warranty Exceptions.  PTC shall have no warranty obligations hereunder with respect to (i) New Releases (for which the terms of Maintenance Services shall apply), (ii) computer software provided to Customer in the course of PTC's delivery of Training Services; (iii) any Error attributable to the use of the Licensed Product in an application or environment for which it was not designed or contemplated, or attributable to modifications of the Licensed Product by anyone other than PTC or its employees or agents; and/or (iv) Bundled Third Party Products.
5.3 Sole Remedy.  PTC's and its licensors' entire liability and Customer's exclusive remedy for any breach by PTC of the warranty given in Section 5.1 above shall be, at PTC's sole discretion, either to (a) replace the Licensed Product(s) or (b) use diligent efforts to repair the Error.  PTC's obligations set forth in the preceding sentence shall apply only if notice of the Error is received by PTC within the Warranty Period and Customer supplies such additional information regarding the Error as PTC may reasonably request.  If PTC does not replace the applicable Licensed Product(s) and/or does not repair the Error (either by providing a bug fix, a workaround or otherwise) within a reasonable time after notice of the Error and associated information from Customer is received by PTC, PTC will provide a refund of the licence fees paid by Customer for the applicable Licensed Product(s) upon return of such Licensed Product(s) and any copies made thereof.
5.4 No Additional Warranties.  No employee, partner, distributor or agent of PTC or any of its resellers or sales agents is authorised to give representations, warranties or covenants greater or different than those contained in this Agreement, except as specifically set forth in a written amendment to this Agreement signed on behalf of Customer by an authorised officer and on behalf of PTC by its legal counsel or Corporate Controller.
5.5 Disclaimer of Warranties.  Except as expressly stated in this Section 5, PTC disclaims (and customer waives) all warranties, whether express or implied, written or oral, including any warranty of merchantability, satisfactory quality, fitness for a particular purpose, non-infringement, and/or any warranty that Customer will achieve any particular return on investment. The Licensed Products are intended to be used by trained professionals and are not a substitute for the exercise by Customer of professional judgment, testing, safety and utility in their use.  Customer is solely responsible for any results used which were obtained by using the Licensed Products, including the adequacy of independent testing of reliability and accuracy of any item designed using Licensed Products. PTC does not warrant that the operation or other use of the Licensed Products will be uninterrupted or error free or will not cause damage or disruption to Customer's data, computers or networks.  PTC disclaims all warranties of an
y kind, express or implied, with respect to Sun Software, Oracle Software and any Bundled Third Party Products (described on the Schedule of Third Party Terms), and if any such products are supplied by PTC, they are provided without any warranties except as expressly stated in Section 2.4 hereof.

6.	Indemnification; Infringement
6.1 PTC's Obligation to Indemnify Customer.  PTC, at its own expense, will defend any action brought against Customer based on a claim that any Licensed Product infringes a United States &/or European Union member states' patent, copyright or trademark and, at its option, will settle any such action or will pay any final judgment awarded against Customer, provided that: (a) PTC shall be notified promptly in writing by Customer of any notice of any such claim; (b) PTC shall have the sole control of the defense of any action on such claim and all negotiations for its settlement or compromise and shall bear the costs of the same (save where one or more of the exclusions in Section 6.3 applies); and (c) Customer shall cooperate fully at PTC's expense with PTC in the defense, settlement or compromise of such claim.
6.2 PTC's Right to Act to Prevent a Claim.  If a claim described in Section 6.1 hereof occurs or, in PTC's opinion, may occur, Customer shall permit PTC, at PTC's option and expense to: (a) procure for Customer the right to continue using the Licensed Product; (b) modify the Licensed Product so that it becomes non-infringing without materially impairing its functionality; or (c)  terminate the applicable Licences, accept return of the Licensed Products and grant Customer a credit thereon equal to the lesser of the licence fees paid by Customer for such Licensed Product or PTC's list price for such Licensed Product at the time of the order therefor, in each case depreciated on a straight-line, five year basis.
6.3 Exclusions from PTC's Obligation to Indemnify Customer.  PTC shall have no liability to Customer under Section 6.1 hereof or otherwise to the extent that any infringement or claim thereof is based upon: (a) use of the Licensed Product in combination with equipment or software not supplied hereunder where the Licensed Product itself would not be infringing; (b) compliance with designs, plans, instructions, or specifications provided by Customer; (c) use of the Licensed Product in an application or environment for which it was not designed or not contemplated under this Agreement; (d) use of other than a current release of the Licensed Product(s) provided to Customer; (e) modification of the Licensed Product by anyone other than PTC or its employees or agents; or (f) any claims of infringement of any patent, copyright, trade secret, trademark or other proprietary right in which Customer has an interest.
6.4 Customer's Obligation to Indemnify PTC.  Customer, at Customer's own expense, will indemnify and hold PTC harmless from and against any damages, liabilities, costs and expenses (including PTC's attorneys' reasonable fees) arising out of any third party claim resulting from any of the circumstances listed in any of the clauses of Section 6.3 above.

7. 	Limitation of Liability
7.1 Maximum liability.  The warranty and indemnification provisions of Sections 5 and 6 hereof state the entire liability of PTC, its subsidiaries and affiliates, and each of their respective directors, officers, employees or agents, with respect to the Licensed Products and Services, including (without limitation) any liability for breach of warranty, or for infringement or alleged infringement of patent, copyrights, trademarks, trade secrets and other intellectual or proprietary rights by the Licensed Products, or their use.  Except as set forth in Section 6.1 above, PTC's maximum liability arising out of, or relating to, the creation, licence, functioning, use, supply or non- supply of the Licensed Products or the provision of Services or otherwise relating to this Agreement, whether based upon warranty, contract, tort, or otherwise, shall not exceed the fees paid by Customer for the PTC products or services that gave rise to the claim
7.2 Third parties.  In no event shall PTC, its affiliates (including its subsidiary companies) or any of their respective directors, officers, employees or agents be liable for: - (a) any loss of profit, loss of use damages, loss of goodwill, loss of business opportunity, loss of sales, loss of reputation or loss of anticipated savings; (b) any loss or inaccuracy of data or business information; (c) special, incidental, indirect or consequential loss or damage, howsoever caused and (d) any loss caused by the interruption, termination or failed operation of the Internet, third party telecommunications services or third party security features or systems, in each case if PTC has been advised of the possibility of such damages.
7.3 Limitation on claim. Customer agrees not to bring any suit or action against PTC, and/or its subsidiaries and affiliates, and/or any of their respective directors, officers, employees or agents for any reason whatsoever more than one year after the cause of action arises.  The limitations and exclusions set forth in this Section 7 shall not apply to any claim in respect of death or personal injury.

8.	Expiration or Termination of Licences or Maintenance Services
8.1	Events Causing Termination.  This Agreement and all Licences and the provision of Maintenance Services on Licensed Products will terminate:
(a) Automatically and without notice on the following events: (I) Customer's breach of clauses (i) through (vii) of Section 2.2 or Sections 4 or 9.5 hereof;  (II) a receiver, trustee, liquidator, or such similar officer is appointed for Customer or for any of Customer's properties or assets; (III) Customer makes a general assignment for the benefit of Customer's creditors; (IV) Customer files a petition for its reorganisation, dissolution or liquidation, or such a petition is filed against Customer and is not dismissed within sixty (60) days thereafter; or (V) Customer ceases doing business or commence dissolution or liquidation proceedings; or
(b) Thirty (30) days after written notice from PTC specifying a breach (other than as listed in Section 8.1(a) above) of this Agreement, including failure to make any payment due hereunder in a timely manner, if that breach is not, within that thirty (30) day period, remedied to PTC's reasonable satisfaction.
8.2. Effects of Expiration or Termination.  Upon expiration of the Licence Term or termination of this Agreement, Customer shall promptly pay all sums owed under this Agreement by Customer, return the original copies of all Licensed Products to PTC, destroy and/or delete all copies and backup copies thereof from Customer's computer libraries, storage facilities and/or hosting facilities, and certify in writing by an officer that Customer is in compliance with the foregoing requirements and that the Licensed Products are no longer in Customer's possession or in use.
8.3 Survival.  Sections 1, 4, 5, 6, 7, 8.2 and 9 shall survive termination of this Agreement.

9.	General
9.1 Governing Law.  This Agreement shall be governed by and construed in accordance with the laws of the Netherlands and subject to the terms of this clause, all disputes submitted to the exclusive jurisdiction of the Dutch courts. Except for injunctive or interim relief, for a period of 3 months from the date the dispute arose, all disputes, controversies or differences arising from or in connection with this agreement shall first be submitted to mediation. Parties agree to participate and attend the mediation in good faith and undertake to abide by the terms of any reached settlement. Both parties agree to share equally the cost of the mediation.
9.2 Notices.   Any notice or communication required or permitted under this Agreement shall be in writing.  In the case of notice to Customer, the notice shall be directed to the addresses set forth on the Product Schedule submitted by Customer and accepted by PTC or to such other address as may be provided to PTC in writing.  In the case of notice to PTC, such notice shall be directed to its registered office; Attn: Corporate Controller, with a copy to European Counsel.
9.3 Authorisation.  Each party represents that the acceptance, execution, delivery and performance of this Agreement have been duly authorised by such party, and that the person signing on each party's behalf has the power and authority to do so.
9.4 Assignment, Waiver, Modification.  Customer may not assign, transfer, delegate or sublicence any of Customer's rights or obligations hereunder without PTC's prior written consent, and any such attempted delegation, assignment, transfer or sublicence shall be void and a breach of this Agreement.
9.5 Export.  Customer shall not export or re-export, directly or indirectly, or provide to any other person or entity for export or re-export, any Licensed Products, or technical data related thereto, without first complying with all applicable export control regulations of any jurisdiction to which Customer or the Licensed Products are subject, including, without limitation, obtaining any necessary export or re-export consent from the U.S. Department of Commerce or other governmental authority.  Customer will indemnify PTC and its licensors against any damage, loss, liability or expense (including attorneys' fees) incurred as a result of Customer's failure to comply with this Section.
9.6 Severability.  It is intended that this Agreement shall not violate any applicable law and the unenforceability or invalidity of any provision (other than the provisions obligating Customer to make payments to PTC) shall not affect the force and validity of the remaining provisions and such provisions determined to be invalid shall be deemed severed from this Agreement and, to the extent possible, be replaced with terms which as closely as possible approximate the interest and economic intent of such invalid provisions.
9.7 Entire Agreement.  This Agreement (including any schedules, attachments, exhibits, or appendices hereto) together with the Product Schedule is the complete and exclusive statement of the contract between PTC and Customer with respect to the subject matter hereof.  No waiver, consent, modification, amendment or change of this Agreement shall be binding unless in writing and signed or otherwise expressly acknowledged by PTC and Customer.
9.8 Third Party Beneficiaries.  It is agreed by the parties to this Agreement that PTC's third party licensors are intended beneficiaries of this Agreement and have the right to rely upon and directly enforce its terms with respect to the products of such licensors.
9.9 Data Protection.   PTC will not disclose any personal data or information provided by Customer to any third party without its permission and all such personal data or information will be used for purpose of Customer account and License management (including ensuring compliance with the terms of this Agreement) only. Please note that the personal information Customer provides may be transferred outside the European Economic Area for the purposes of data processing by PTC, its subsidiaries, and its affiliated companies. Any transfer of personal information outside of the European Economic Area is done in circumstances ensuring that the information is processed only in accordance with applicable data protection laws. By submitting personal information, Customer consents to the use of that information as set out in this subsection. Where the personal information is that of a third party data subject, including an employee, Customer certifies that it has used best endeavours to obtain that information pursuant
 to applicable data protection laws and has the third party's consent to disclose that personal information to PTC in the circumstances set out in this subsection.


Schedule A - Schedule of Third Party Terms


Third Party Component Terms
1. Sun Components
The following terms apply to software and documentation provided by Sun Microsystems, Inc. ("Sun") to the extent any Sun software or documentation ("Sun Software") is included in the Licensed Products, including without limitations Java(tm) Runtime Environment, Java Naming and Directory Interface(tm) 1.2.1, JavaMail(tm) 1.2, JavaBeans(tm) Activation Framework 1.0.1, Java(tm) Secure Socket Extension 1.0.2, and Java(tm) Software Developers Kit:
Customer may not modify the Java Platform Interface ("JPI", identified as classes contained within the "java" package or any subpackages of the "java" package), by creating additional classes within the JPI or otherwise causing the addition to or modification of the classes in the JPI.
In the event that Customer creates an additional class and associated API(s) which (i) extends the functionality of a Java platform and (ii) is exposed to third party software developers for the purpose of developing additional software which involves such additional API, Customer must promptly publish broadly an accurate specification for such API for free use by all developers.
Sun Software is confidential copyrighted information of Sun and title to all copies is retained by Sun and/or its licensors. Sun Software is not designed, licensed or intended for use in the design, construction, operation or maintenance of any nuclear facility and Sun expressly disclaims any implied warranty of fitness for such uses.
Sun disclaims all express or implied conditions, representations and warranties, including any implied warranty of merchantability, fitness for a particular purpose or non-infringement, except to the extent that these disclaimers are held to be legally invalid.
To the extent not prohibited by law, in no event will Sun or its licensors be liable for any lost revenue, profit or data, or for direct, indirect, special, consequential, incidental or punitive damages, however caused and regardless of the theory of liability, arising out of or related to the use of or inability to use Sun Software, even if Sun has been advised of the possibility of such damages.
2.	Oracle Components
The following terms apply to software and documentation provided by Oracle Corporation ("Oracle") to the extent any Oracle software or documentation is included in or with the Licensed Products (the "Oracle Software"):  Customer understands and agrees that the Oracle Software may only be used in conjunction with the Licensed Products and that Customer will not modify the Oracle Software or publish the results of any benchmark tests run on the Oracle Software.  Oracle is a third party beneficiary of this Agreement.
3.	Open Source Components
If any open source software is included in the Licensed Products, such open source software is identified in the notices which accompany the Licensed Products.  The warranty and support services provided under the License Agreement apply to such open source software and are provided by PTC alone and not by the original licensor.  The original licensor of the open source software provides it on an "as is" basis and without any liability whatsoever to Customer.
Bundled Third Party Product Terms
Certain third party products that are provided with the License Products are provided under a separate licence directly from the manufacturer of the applicable  third party products ("Bundled Third Party Products").  Customer agrees and acknowledges that, to the extent that any such Bundled Third Party Products are provided with the Licensed Products: (i) such Bundled Third Party Products are provided on an "as-is", pass-through basis, and as such are  provided to Customer without warranty, indemnification, support or other representation by PTC; (ii) PTC bears no liability with respect to such Bundled Third Party Products and Maintenance Services for such software will be provided at PTC's discretion; and (iii) Customer may be required to purchase new versions of such Bundled Third Party Products as they become available and supported by their respective manufacturer.
Currently the following Bundled Third Party Products are provided by PTC with certain of the Licensed Products, as integrated components or as optional applications by separate purchase:at the date of this Agreement:
Adobe(r) Acrobat(r) Reader.  Customer agrees that any copies of Adobe(r) Acrobat(r) Reader it receives from PTC are subject to the terms and conditions of the Adobe(r) Systems Incorporated Electronic End-User Licence Agreement for Adobe(r) Acrobat(r) Reader included therewith
Citrix Systems Presentation Manager and Lakeside Software SysTrack are available as optional applications furnished with certain Arbortext Licensed Products. Customer agrees that any copies of Citrix Systems Presentation Manager and/or of Lakeside Software SysTrack it purchases from PTC are subject to the terms and conditions of the respective Citrix Systems and Lakeside Software license agreements furnished therewith.
New Releases of PTC Licensed Products may be accompanied by additional Bundled Third Party Products.



