HOSTED SERVICES AGREEMENT
*
CERTAIN
INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE
COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE
OMITTED PORTIONS.
HOSTED
SERVICES AGREEMENT
This
Hosted Services Agreement (the “Agreement”)
is
made and entered into as of [*] (the “Effective
Date”),
by
and between IXI
Mobile (R&D) Ltd., an
Israeli corporation, with its office at 17 HaTidhar Street, Ra’anana, Israel
43665 (“IXI”)
and
[*] with its registered office at [*] (“Provider”).
WHEREAS,
Provider wishes to make available certain services to IXI for use by customers
and end users and IXI wishes to purchase such services from
Provider;
NOW,
THEREFORE, in consideration of the mutual covenants and agreements contained
herein and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, it is mutually agreed by and
between IXI and Provider (the “Parties”) as follows :
| 1. |
Definitions
|
For
the
purpose of this Agreement, the following terms shall have the meaning hereby
assigned to them unless the context would obviously require otherwise.
[*]
“Affiliate”
means
a
person or entity that directly, or indirectly through one or more
intermediaries, controls or is controlled by, or is under common control with,
another person or entity.
“Client
ID”
shall
mean a unique, identification number generated by Provider for an OGO (as
defined below), and identifiable by IXI Customer, as defined within the System
(as defined below).
“Commercial
Launch”
shall
have the meaning given to it in Exhibit D.
“Dependencies”
shall
have the meaning given to it in Exhibit D.
“IXI
Customer”
means
a
company and or person to whom IXI re-sells the Service (including without
limitation Operators, resellers, distributors, mobile virtual network operators
(MVNO) and internet service providers (ISPs)).
“Key
Milestone Date(s)”
means
the date specified in Exhibit D for Commercial Launch.
“OGO”
means
the mobile messaging devices known as OGO, CT-10 and/or CT-12 and similar
devices, including any updates, upgrades, modifications, next generation devices
or replacements thereof.
“Operator(s)”
means
a
supplier, licensor or provider of mobile telecommunications services to
customers and/or end users.
“Portal”
shall
mean the following providers of instant messaging and/or email services:
[*].
“Project”
means
an OGO launch with an IXI Customer pursuant to an SOW under the terms of this
Agreement.
“Roadmap”
means
a
roadmap for a Project. Exhibit E.
“Reseller”
means
a
person or entity who is authorized in writing by IXI to sell or license OGO
devices and/or services.
“Service
Level Agreement (SLA)”
means
the service level agreement attached hereto as Exhibit B.
“Services”
means
the hosted mobile instant messaging gateway and mobile email gateway services
provided by Provider with respect to the delivery of mobile instant messaging
and mobile email services to Subscribers for use with OGO, and as more fully
set
forth in an applicable SOW (as defined below).
“Statement
of Work
(SOW)”
means
a
statement of work for a Project. Exhibit A.
“Subscriber”
means
a
person who is an end user of the Service (including, without limitation, a
customer of an IXI Customer). For the avoidance of doubt and as an example,
if
an IXI Customer re-sells the Service onto [*], [*]'s employees rather than
the
corporate entity itself would be deemed to be the Subscribers (and as such
an
[*] Fee would be payable for each employee that is an [*]).
“System”
means
the combination of hardware and software provided by or on behalf of, or used
by, Provider for the provisioning of the Services.
“Territory”
means
[*].
“Year”
means
a
period of 12 months from [*].
Other
capitalized expressions used in this Agreement shall have the meanings assigned
to them elsewhere in this Agreement. Terms in the singular form will also
include the plural, and vice versa, where the context so requires.
| 2. |
Appointment.
|
| 2.1 |
IXI
hereby appoints Provider to provide the Services with respect to
the IXI
Customers set forth in Exhibit F below and Provider agrees to provide
the
Services on the terms and conditions set forth herein. In providing
the
Services, the parties agree that Provider shall host, operate and
maintain
the Systems and IXI will allow Provider to connect said Systems to
such
IXI Customers’ network and/or Portal network if and as required to provide
the Services as determined by IXI in accordance with this Agreement.
|
[*]
| 2.2 |
Provider
hereby grants to IXI a non-exclusive right and license to make the
Services available to Subscribers in the Territory and to promote
and
market the Services pursuant to the terms and conditions of this
Agreement.
|
| 2.3 |
IXI
shall only provide the Services to IXI Customers.
|
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2
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|
2.4
|
The
parties intend the Services to be to be rolled out for the [*] Portal
in
accordance with the timetable set out in Exhibit D. After [*] the
parties
shall discuss the roll out of the Service for other Portals. Provided
that
both parties agree (in writing) and there is sufficient lead-time
(which
in any event shall be no less than [*]) the Service shall be rolled
out to
other specified Portals.
|
|
2.4.1
|
Provider
and IXI will work together collaboratively in good faith to achieve
commercial launch of [*] IM and email and [*] IM and email by [*].
Provider will make best, commercially reasonable efforts to achieve
an
implementation of the functionality listed Exhibit E in as far as
is
directly under their control. IXI will assist with regard to gaining
access to certification with [*] and [*] and will pay all [*] associated
with certification of Provider's Services with the OGO provided that
these
do not include the development costs for the Provider to develop
working
interfaces and implementations. The Parties agree to generate in
good
faith shared implementation milestones and delivery dates
|
|
2.5
|
IXI
and Provider shall in good faith jointly prepare the initial forecast
of
Subscribers and a rolling forecast of Subscribers, the forecast being
revised on a [*] basis and the forecast for the proceeding [*] to
be used
by Provider in order to perform capacity planning and to build out
the
infrastructure to implement the Services. For the sake of clarity,
Provider shall prepare capacity in advance according to the [*] window
in
the jointly prepared rolling forecast. In the case where the capacity
set
forth in the [*] window of the rolling forecast is not utilized [*].
|
|
2.6
|
Provider
will provide IXI, free of charge, with access to the Services for
up to
[*] Subscribers across a variety of IP addresses for the purpose
of
demonstration, engineering and/or testing; provided that no additional
system will be needed to be setup by Provider.
|
|
2.7
|
IXI
shall provide to Provider, no later than [*], either an acceptance
statement of the Services or a written report of any deficiencies
in the
Services, based on the SOW (“Punchlist”). Upon fixing the deficiencies as
detailed in the Punchlist, IXI shall send to Provider an acceptance
statement. If IXI shall not send an acceptance statement or Punchlist
within [*] or notice that the deficiencies in the Punchlist have
been
fixed, the Services will be deemed to have been accepted. The parties
agree and acknowledge that this Section 2.7 is not intended to limit
in
any way IXI’s rights under Section 2.1
above.
|
| 3. |
Fees.
|
| 3.1 |
IXI’s
payment obligations hereunder and payment terms are set forth
in
Exhibit
C.
|
| 4. |
Reports.
|
Information
and/or reports (“Service Reports”) will be provided as set forth in the attached
SLA, Statement of Work or as otherwise agreed to by IXI and Provider.
The
parties hereby agree and acknowledge that all of the information included in
any
Service Report is solely the Confidential Information of IXI and Provider
relinquishes any right or claim it may have, now or in the future, to such
information. Upon IXI’s written request, whether before or after termination of
this Agreement for any reason, Provider will immediately transfer to IXI all
information stored on Provider’s servers (or other infrastructure equipment)
which is included in or related to any and all of the Service Reports.
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The
parties hereby agree that Provider may make use of the data in the Service
Report provided that such data cannot be related to any specific IXI Customer.
| 5. |
Limited
Service Warranty; Support
|
|
5.1
|
Provider
warrants that the Services will be provided in a professional manner
in
accordance with the terms of this Agreement (including all Exhibits
hereto).
|
| 5.2 |
Provider
shall (in addition to the Services) provide Service Support throughout
the
Term in accordance with the SLA attached hereto as Exhibit
B.
|
| 5.3 |
THE
FOREGOING WARRANTIES SET FORTH IN SECTIONS 5.1 AND 5.2 ARE THE SOLE
WARRANTIES GRANTED BY PROVIDER IN CONNECTION WITH THE SERVICES.
The
parties exclude all other warranties implied by statute, common law
or
otherwise to the maximum extent permitted by applicable
law.
|
| 6. |
General
Warranties and Representations
|
| 6.1 |
Provider
and IXI each hereby represent and warrant
that:
|
|
(i)
|
it
has all right, power and authority to enter into this Agreement and
to
fully perform its obligations hereunder;
and
|
|
(ii)
|
the
execution of this Agreement does not and will not violate any other
agreement by which it is bound or its charter or
bylaws.
|
| 6.2 |
IXI
represents and warrants that:
|
|
(i)
|
it
will not use the Services in conjunction with an IXI Customer without
a
written agreement between IXI and such IXI Customer and without a
right to
enable the Services between such IXI Customer and Portal.
|
| 7. |
Indemnification
and Liability.
|
| 7.1 |
Provider
shall indemnify, defend and hold harmless IXI and its
Affiliates, directors, officers and employees (“Indemnitees”) against all
actions,
claims, demands, suits, losses and damages (including reasonable
costs,
expenses and reasonable attorneys’ fees) (collectively, “IPR
Losses”)
insofar as such IPR Losses arise out of or relate to: claims that
use of
the Services, even if running without an OGO would constitute an
infringement of a patent, trademark, copyright or other intellectual
property right in the Territory. Provider will reimburse each Indemnitee
for [*].
|
In
the
event that use of the Services, or any part thereof, is preliminarily or
permanently enjoined (as a result of a court order or agreement of the parties
to a lawsuit) provided that Provider can establish that the Services would
not
have been so enjoined if not used with an OGO, Provider shall promptly,
[*].
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| 7.2 |
Provider
shall indemnify, defend and hold harmless Indemnitees
against all actions,
claims, demands, suits, losses and damages (including reasonable
costs,
expenses and reasonable attorneys’ fees) (collectively, “Service
Losses”)
insofar as such Service Losses arise out of or relate to actions
taken or
omissions by or on behalf of Provider in providing the Services that
are
not required by the SOW. Provider will reimburse each Indemnitee
for
[*].
|
| 7.3 |
IXI
shall indemnify Provider and its directors, officers and employees
against
all actions,
claims, demands, suits, losses and damages (including reasonable
costs,
expenses and reasonable attorneys’ fees) (collectively, “IXI Losses”)
relating to this Agreement which arise out
of:
|
|
(i)
|
any
unauthorized alteration or modification of the Services;
or
|
|
(ii)
|
any
unlawful use of the Services by
IXI.
|
| 7.4 |
The
obligations of each party under this Section 7 shall be subject to
the
requirements that (i) the indemnified party notify the indemnifying
party
in writing within [*]
after the indemnified party is notified of a claim; (ii) the indemnifying
party have sole control of the defense of the claim (except that
the
indemnified may participate in the defense at its own expense) and
all
related monetary settlement negotiations (any non-monetary terms
that bind
the indemnified party shall require the prior written approval of
the
indemnified party, not to be unreasonably withheld or delayed); (iii)
the
indemnified party not making any written offer of settlement to the
third
party claimant without the prior written consent of the indemnifying
party
(such consent not to be unreasonably withheld or delayed); and (iv)
the
indemnified party shall, at the indemnifying party’s request and expense,
provide the indemnifying party with assistance reasonably necessary
for
the indemnifying party to perform its obligations under this Section
7;
provided that the indemnified party shall not be required to admit
liability under any circumstances.
|
| 7.5 |
Notwithstanding
any other clause in this Agreement (including, without limitation,
IXI's
obligation to pay the fees in accordance with Clause 3), in no event
will
either party’s total aggregate liability for any Service Losses, IXI
Losses or other damages arising from or in connection with this Agreement
whether in actions based on contract, tort or any other legal theory,
[*].
|
|
7.6
|
Notwithstanding
any other clause in this Agreement (including, without limitation,
IXI's
obligation to pay the fees in accordance with Clause 3), in no event
will
either party’s total aggregate liability for any IPR Losses arising from
or in connection with this Agreement whether in actions based on
contract,
tort or any other legal theory, [*].
|
|
7.7
|
Neither
party shall under any circumstance or under any legal theory be
responsible for any loss of profits, loss of business, loss of revenues,
or interruption of business, or loss of anticipated saving, or damage
to
goodwill, or for any indirect, special, incidental, consequential,
or
punitive damages of any kind arising from or relating to this Agreement
or
the subject matter hereof, even if such party has been informed of
the
possibility of such damage or loss by the other
party.
|
|
7.8
|
Nothing
in this Agreement shall exclude or limit either party's
liability:
|
(a) for
death
or personal injury arising from its negligence;
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| 8. |
Term:
Termination; Effects of Termination; Survival
|
|
8.1
|
Term.
The term of this Agreement shall commence on [*] and shall end [*]
thereafter the Commercial Launch (the “Term”).
This Agreement shall automatically renew for additional periods of
[*]
each unless terminated by written notice by either of the parties
[*]
prior to its expiration (including the end of any renewal period)
or
unless sooner terminated under the terms of this Agreement. “Term”
as used in this Agreement shall include any such renewal periods.
|
| 8.2 |
Termination.
|
| (i) |
Either
party may terminate this Agreement:
|
|
(a)
|
upon
a material breach by the other party of any of its representations,
warranties, agreements or obligations hereunder (including without
limitation each SOW and SLA), which breach is not cured to the reasonable
satisfaction of the non-breaching party within [*] from the date
of
receipt of written notice of such breach (such [*] period, the
“Cure
Period”).
For clarification purposes, any termination of this Agreement under
this
Section 8.2(i)(a) by IXI for Provider’s breach of an SLA will not relieve
Provider of any amounts owed to IXI resulting from such
breach.
|
Notice
of
such termination must be provided no later than [*] after cure of such breach.
Failure to provide notice of termination within the [*] period will result
in
the end of the right to terminate for that breach.
|
(b)
|
if
the other party ceases its operations, or those operations applicable
to
the rights granted hereunder or becomes
insolvent.
|
| (ii) |
IXI
may terminate this Agreement for convenience upon [*] written notice
to
Provider. Such termination will not relieve the terminating Party
from
paying other Party any amounts due prior to such termination under
this
Agreement.
|
| (iii) |
IXI
may terminate this Agreement upon a material breach by the Provider
of any
of its obligations related to the Roadmap, where a commercially
reasonable
effort to implement the Roadmap was not made by Provider, which
breach is
not cured to the reasonable satisfaction of IXI within [*] from
the date
of receipt of written notice of such breach for items that, according
to
the Roadmap, are to be implemented before [*] and [*] for items
that are
to be implemented after [*]. For clarification purposes, any
termination
of this Agreement under this Section 8.2(iii) by IXI for Provider’s breach
related to the Roadmap will not relieve Provider of amounts,
if any, owed
to IXI resulting from such
breach.
|
Notice
of
such termination must be provided no later than [*] after cure of such breach.
Failure to provide notice of termination within the [*] period will result
in
the end of the right to terminate for that breach.
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| 8.3 |
Effects
of Termination.
Upon termination of the Agreement, each party, to the extent applicable,
shall return to the other party (or at the other party’s sole election,
destroy) all of the Confidential Information of the other party then
in
such party’s possession or control. Upon written request, each party shall
provide to the other party a written certificate of an authorized
officer
that it has complied with its termination obligations.
|
| 8.4 |
Surviving
Provisions.
In
the event of expiration or termination of this Agreement for any
reason,
those Sections under this Agreement that by their nature would continue
beyond the expiration or termination, shall survive expiration or
termination.
|
| 9. |
Confidential
Information
|
Provider
and
IXI have
entered into a certain Nondisclosure Agreement in [*] (the “Nondisclosure
Agreement”) incorporated herein by this reference. Provider and IXI hereby
ratify and confirm their continuing duties, rights and remedies, subject to
section 7.5 above, under the Nondisclosure Agreement.
| 10. |
Miscellaneous
|
| 10.1 |
Governing
Law.
This Agreement shall be governed by and construed in accordance with
the
substantive laws of the State of Israel, without regard to its conflict
of
laws principles.
|
| 10.2 |
Jurisdiction.
Each party hereby irrevocably submits to the jurisdiction of any
court
sitting in Tel Aviv, Israel over any action or proceeding arising
out of
this Agreement.
|
| 10.3 |
Public
Announcements.
The parties hereto agree that they will issue a joint press release
as
mutually agreed to between the parties following execution of this
Agreement. In addition, each party has the right to make a public
announcement on the signature of this agreement. Furthermore, Provider
has
the right to make a public announcement about the Provider powering
the
Services of IXI Customers using the Provider product upon commercial
launch at the IXI Customer; provided any such announcement does not
include the identity of any IXI Customer that has not been made public.
|
14.4
Assignment.
Other
than as provided for herein, no party shall transfer, assign or convey any
rights hereunder in whole or in part to any person, whether by contract or
by
operation of law, without the prior written approval of the other party which
shall not be unreasonably withheld or delayed; provided, however, that either
party may, without the other party’s prior written approval, assign this
Agreement to: (i) an Affiliate of such assigning party or (ii) any entity to
whom it transfers all or substantially all of its assets as part of a corporate
reorganization, merger, consolidation, initial public offering (IPO), spin-off
or sale.
| 10.5 |
Independent
Contractor.
Nothing herein shall make either party the agent of the other for
any
purpose whatsoever. Neither party shall bind or attempt to bind the
other
to any agreement or performance of any obligation, nor represent
that it
has any right to enter into any undertaking on behalf of the other.
The
relationship of the parties shall be of independent
contractors.
|
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| 10.6 |
Notices.
All notices and other communications provided for hereunder shall
be in
writing and deemed delivered (i) upon receipt if by hand, overnight
courier or telecopy (provided a copy is mailed by certified mail,
return
receipt requested, postage prepaid) and (ii) three days after mailing
by
certified mail, return receipt requested, postage prepaid to the
addresses
set forth in the first page hereof, and if to Provider, to the attention
of [*] with a copy to [*] (VP Business Development) and [*] (CFO)
and if
to IXI, to the attention of ▇▇▇▇ ▇▇▇▇▇▇▇ (VP Engineering) with a
copy to
▇▇▇▇ ▇▇▇▇▇▇ (CEO) and ▇▇▇▇ ▇▇▇▇▇ (GC), or to such other address or
title
by giving proper notice thereof.
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| 10.7 |
Waiver;
Severability.
Any failure or delay by either party in exercising any right or remedy
shall not be deemed a waiver of any further, prior, or future right
or
remedy hereunder. If any provision is declared invalid or unenforceable,
the other provisions shall remain in full force and effect, and this
Agreement shall be deemed amended to replace, to the extent legally
permitted, the rights and obligations contained in the invalid or
unenforceable provision. The invalidity or unenforceability of any
provision shall not constitute a failure of consideration
hereunder.
|
| 10.8 |
Amendment.
No modification of or amendment to this Agreement shall be effective
unless made by mutual agreement of the parties in writing; provided,
however, that the parties may modify Exhibits as permitted in the
Agreement. The parties agree that the project timetable and Dependencies
can be amended in writing by the respective party's project managers,
and
if by email then only if approved by an officer of each
party..
|
| 10.9 |
Entire
Agreement.
This Agreement and its Annexes and Exhibits together, and the
Nondisclosure Agreement, constitute the entire agreement between
Provider
and IXI, and supersede all prior agreements and understandings, whether
oral or written, relating to the subject matter hereof. To the extent
of
any conflict between the terms of this Agreement and any Exhibit,
except
Exhibit C, the terms of the Agreement shall govern. Each party
acknowledges that it has entered into this Agreement in reliance
only upon
the representations, warranties and promises specifically contained
or
incorporated in this Agreement and, save as expressly set out in
this
Agreement, each party shall have no liability in respect of any other
representation, warranty or promise made prior to the date of this
Agreement.
|
| 10.10 |
Counterparts.
This Agreement may be executed in one or more counterparts, each
of which
shall be deemed an original, and all of which, when taken together,
shall
constitute one and the same
instrument.
|
| 10.11 |
No
Strict Construction.
The language used in this Agreement shall be deemed to be the language
chosen by the parties hereto to express their mutual intent, and
no rule
of strict construction (or similar concept) will be applied against
any
party hereto.
|
| 10.12 |
Force
Majeure.
Neither party shall be liable hereunder for any delay or failure
to
perform due to causes beyond its reasonable control.
|
| 10.13 |
Headings.
Section headings are for convenience only and shall not affect their
interpretation. Unless otherwise indicated, references to a “Section”
shall be to a Section of this
Agreement
|
|
10.14
|
Dependencies.
IXI acknowledges that the provision of the Services is dependent
upon IXI
promptly providing the Dependencies as described in Exhibit
D
below. The parties agree that any delay by IXI in providing the
Dependencies to Provider shall automatically result in an adjustment
of
the Key Milestone Dates by [*].
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| 10.15 |
Escalation. If
any dispute arises between the parties with respect to this Agreement,
either party may call a meeting of the parties for the purpose of
resolving such dispute (by service of a meeting notice giving the
other
party not less than [*]advance warning) and each party agrees to
procure
that [*] for IXI and [*] for the Provider (or an appropriate designate)
shall attend all such meetings. If the representatives fail to resolve
the
dispute within [*] of service of such notice or such longer period
as may
be agreed, then this dispute resolution procedure shall be deemed
to have
been exhausted. This Clause 10.15 is without prejudice to either
party's
other rights or remedies including the right to seek injunctive relief
or
otherwise commence legal proceedings at any
time.
|
[remainder
of the page shall intentionally be left blank]
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9
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IN
WITNESS WHEREOF, Provider and IXI have caused this Agreement to be executed
as
of the Effective Date by their duly authorized representatives.
| [*] | IXI Mobile (R&D) Ltd. | |
| |
|
|
| By: [*] | By: | /s/ |
|
|
||
| Name: [*] | Name: | |
| Title: [*] | Title: | |
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10
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EXHIBIT
A
Statement
of Work
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11
-
EXHIBIT
B
Service
Level Agreement
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12
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EXHIBIT
C
Fees
|
1.
|
[*]
|
| (a) |
IXI
shall pay Provider [*].
Provider may invoice IXI for this fee any time after [*].
This fee is payable upon [*].
|
| (b) |
IXI
shall make [*]. This fee is [*].
|
| 2. |
[*]
|
|
(a)
|
Subject
to the [*]
above,
IXI shall pay Provider
[*].
|
Notes:
|
(1)
|
As
an example, if [*].
|
|
(2)
|
IXI
shall make said Payments [*] (commencing at the end of the [*], and
continuing on a [*] basis throughout the Term (each such [*], a “[*]”)).
IXI will pay within [*] of the end of each
[*].
|
| 3. |
[*]
|
|
(a)
|
During
the first [*] of the term of this Agreement, IXI’s [*] Fees, in the
aggregate, excluding any [*], payable by IXI to Provider will be
[*] as
follows based on the [*] of the execution of this
Agreement:
|
[*]
[*]
[*]
[*]
(b)
Should IXI terminate this Agreement for convenience pursuant to Section 8.2(ii)
of the Agreement, then all future IXI payment obligations under this Agreement
shall cease (including those set forth above in Section 3(a) of this
Exhibit
C),
provided, however, that [*], and further provided that if IXI has paid Provider
[*].
(c)
Notwithstanding anything else, should IXI terminate this Agreement for breach
pursuant to Section 8.2(i) of the Agreement, then all future IXI payment
obligations under this Agreement shall cease [*].
|
4.
|
Any
such [*] payment shall be made by IXI to the Provider within [*]
of
termination.
|
| 5 |
Time
and Materials Payments
|
IXI
will
pay Provider for [*] with any additional work arising from addition of new
IXI
Customers to use the Services and arising from any certification work associated
with the Portals supported by the Services ([*]) and from any work required
to
support new devices or changes to devices, such [*] to be mutually agreed by
the
Parties in advance. [*]
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| 6 |
Terms
of Payment
|
| (a) |
Unless
indicated otherwise, all payments made hereunder shall be made in
US
Dollars.
|
|
(b)
|
[*]
|
| (c) |
All
fees due under this Agreement shall be paid by IXI within [*] of
receipt
of an invoice from Provider, by bank wire transfer in immediately
available funds to an account or accounts designated by
Provider
|
|
(d)
|
Any
amounts overdue shall be subject to interest equal to [*].
|
|
(e)
|
[*]
|
|
(f)
|
IXI
shall issue a Purchase Order to [*] no later than [*] from execution
of
this Agreement, [*] subject to the conditions of section 3 of this
Annex.
Purchase Order shall state the SLA package
required.
|
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14
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EXHIBIT
D
Timetable
and Dependencies
Timetable
The
Services as described in SOW shall be ready for commercial launch by []
(“Commercial Launch”).
Dependencies
IXI
must
supply Provider with the final version of the OGO that will be commercially
used
in conjunction with the Services at least [*] before Commercial Launch.
IXI
must
ensure connectivity to [*] service center at least two weeks before acceptance
tests at IXI Customer.
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15
-
EXHIBIT
E
Roadmap
-
16
-
EXHIBIT
F
Appointed
Customers
[*]
-
17
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