LICENSE AGREEMENT*** IMPORTANT INFORMATION – PLEASE READ CAREFULLY ***This Software contains computer programs and other proprietary material and information, the use of which is subject to andexpressly conditioned upon acceptance of this License Agreement (the “Agreement”).
This Agreement is a legally binding document between you (meaning the individual person or the entity that the individual
represents that has obtained the Software and Hardware for its internal productive use and not for outright resale) (the“Customer”) and RSA (which means (i) RSA Security LLC, if Customer is located in the United States, Mexico or SouthAmerica; (ii) the local EMC Corporation sales subsidiary, if Customer is located outside the United States, Mexico or SouthAmerica and in a country in which EMC Corporation has a local sales subsidiary; and (iii) EMC Information Systems
International (“EISI”), if Customer is located outside United States, Mexico or South America and in a country in which EMC
Corporation does not have a local sales subsidiary). Unless RSA agrees otherwise in writing, this Agreement governs
Customer's use of the Software and Hardware, except to the extent all or any portion of the Software or Hardware is: (a) the
subject of a separate written agreement set forth in a quotation issued by RSA; or (b) governed by a third party licensor’s
terms and conditions. Capitalized terms have meaning stated in the Agreement.
By clicking on the “Agree” or “Accept” or similar button at the end of this Agreement, or proceeding with the installation,
downloading, use or reproduction of this Software, or authorizing any other person to do so, you are representing to RSA thatyou are (i) authorized to bind the Customer; and (ii) agreeing on behalf of the Customer that the terms of this Agreement shallgovern the relationship of the parties with regard to the subject matter in this Agreement and are waiving any rights, to the
maximum extent permitted by applicable law, to any claim anywhere in the world concerning the enforceability or validity ofthis Agreement.
If you do not have authority to agree to the terms of this Agreement on behalf of the Customer, or do not accept the terms of thisAgreement on behalf of the Customer, click on the “Cancel” or “Decline” or other similar button at the end of this Agreement
and/or immediately cease any further attempt to install, download or use this Software for any purpose, and remove any partial or
full copies made from this Software.
1. DEFINITIONS.
A. “Affiliate” means a legal entity that is controlled by, controls, or is under common “control” of RSA or Customer. “Control” means
more than 50% of the voting power or ownership interests.
B. “Confidential Information” means and includes the terms of this Agreement and Software and all confidential and proprietary
information of RSA or Customer, including without limitation, all business plans, product plans, financial information, software,
designs, and technical, business and financial data of any nature whatsoever, provided that such information is marked or designated inwriting as “confidential,” “proprietary,” or any other similar term or designation. Confidential Information does not include
information that is (i) rightfully in the receiving party’s possession without obligation of confidentiality prior to receipt from thedisclosing party, (ii) a matter of public knowledge through no fault of the receiving party, (iii) rightfully furnished to the receiving
party by a third party without restriction on disclosure or use; or (iv) independently developed by the receiving party without use of orreference to the disclosing party's Confidential Information.
C. “Distributor” means a reseller, distributor, system integrator, service provider, independent software vendor, value-added reseller,
OEM or other partner that is authorized by RSA to license Software to end users. The term shall also refer to any third party duly
authorized by a Distributor to license Software to end users.
D. “Documentation” means the then-current, generally available, written user manuals and online help and guides for Software or
Hardware provided by RSA.
E. “Hardware” means the hardware product that the Software is incorporated in or bundled with and sold as a unit and allDocumentation for the foregoing.
F. “Product Notice” means the notice by which RSA informs Customer of product-specific use rights and restrictions, warranty
periods, warranty upgrades and maintenance (support) terms. Product Notices may be delivered in an RSA quote, otherwise in writing
and/or a posting on the applicable RSA website, currently located at http://www.emc.com/products/warranty_maintenance/index.jsp. The
terms of the Product Notice in effect as of the date of the RSA quote shall be deemed incorporated into and made a part of the relevant
Customer purchase order. Each Product Notice is dated and is archived when it is superseded by a newer version. RSA shall not change
any Product Notice retroactively with regard to any Software listed on an RSA quote issued prior to the date of the applicable ProductNotice. At Customer’s request, RSA shall without undue delay provide Customer with a copy of the applicable Product Notice and/or
attach it to the relevant RSA quote.
Page 1 of 13

CONFIDENTIAL

G. “Quote(s)” means one or more documents issued by RSA specifying the Software or Hardware that Customer seeks to obtain from
RSA, the related pricing and sufficient other information to complete the transaction. Each Quote shall incorporate this Agreement byreference.
H. “Schedule(s)” means a document provided by RSA to Customer by which Customer orders Software or Hardware and which is
executed by the parties. Each Schedule shall incorporate this Agreement by reference.
I. “Software” means the RSA software product which requires acceptance of this Agreement, and any copies made by or on behalf ofCustomer and all Documentation for the foregoing.
2. ORDERING, PRICING AND PAYMENT.
A Schedule or Quote will be deemed accepted by Customer when Customer places an order by: (i) providing an executed Schedule to
RSA, (ii) signing a Quote and returning it to RSA, (iii) issuing an executed purchase order for the Software or Hardware on the Quotereferencing this Agreement, or (iv) sending an email or other writing accepting the Quote. RSA may also accept a purchase orderreferencing this Agreement and issued by Customer provided however, this Agreement and any Schedule or Quote shall control in theevent that there are different or additional terms set forth in any purchase order submitted by Customer. RSA will issue an invoice upon(i) shipment when Hardware is included, or (ii) when Software is made available to Customer through electronic file transfer or
shipment of media containing the Software. Such invoice will reflect the price for such Software or Hardware as set forth on the
Schedule or Quote. Fees for maintenance services, if any, shall be payable annually, in advance. Customer shall pay RSA the pricestated on the invoice and also pay or reimburse RSA for all related taxes or withholdings, except for those taxes based on RSA’s net
income. If Customer is required to withhold taxes, then Customer will forward any withholding receipts to RSA. All amounts are due
in US currency and in full thirty (30) days after the date of RSA's invoice, with interest accruing thereafter at the lesser of 1.5% permonth or the highest lawful rate.
3. DELIVERY AND INSTALLATION.
A. Delivery. Title and risk of loss to the Hardware shall transfer to Customer upon RSA’s delivery to a carrier at RSA’s designatedpoint of shipment (“Delivery”). Unless otherwise agreed, a common carrier shall be specified by RSA. Software may be provided by(i) Delivery of physical media; or (ii) electronic means (where available from RSA). If the Hardware has not been sold (for example - alease or rental transaction), then risk of loss thereto transfers at Delivery, but title does not.
B. Installation and Acceptance. RSA’s obligation, if any, to install Software as part of the Software’s licensing fee, is set forth in the
Product Notice. Acceptance that Software or Hardware operates in substantial conformity to the Documentation occurs upon Delivery
or electronic availability, as applicable. Notwithstanding such acceptance, Customer retains all rights and remedies set forth in Section
5 (WARRANTY AND DISCLAIMER) below.
4. LICENSE TERMS.
A. General License Grant. Subject to Customer’s compliance with this Agreement, the Product Notice, and payment of all license
fees, RSA grants to Customer a nonexclusive and nontransferable (except as otherwise permitted herein) license (with no right tosublicense) to use (i) Software for Customer’s internal business purposes; and (ii) the Documentation for the purpose of supporting
Customer’s use of Software or Hardware. Licenses granted to Customer shall, unless otherwise indicated on the Product Notice orquote from RSA or Distributor be perpetual and commence on Delivery of the physical media or the date Customer is notified ofelectronic availability, as applicable. Documentation is licensed solely for purposes of supporting Customer’s use of Software or
Hardware as permitted in this Section. To the extent applicable to Software, Customer may be required to follow RSA’s then current
product registration process, if any, to obtain and input an authorization key or license file.
B. Licensing Models. Software is licensed for use only in accordance with the commercial terms and restrictions of the Software’s
relevant licensing model, which are stated in the Product Notice and/or quote from RSA or Distributor.
C. License Restrictions. All Software licenses granted herein are for use of object code only. Customer is permitted to copy Softwareas necessary to install and run it in accordance with the license, but otherwise for back-up purposes only. Customer may copy
Documentation insofar as reasonably necessary in connection with Customer’s authorized internal use of Software. Customer shall not,without RSA's prior written consent (i) use Software in a service bureau, application service provider or similar capacity; or(ii) disclose to any third party the results of any comparative or competitive analyses, benchmark testing or analyses of Software
performed by or on behalf of Customer; (iii) make available Software in any form to anyone other than Customer’s employees orcontractors; (iv) transfer Software to an Affiliate or a third party; or (v) for any Software that is licensed with Hardware, Customer may
only use such Software on the Hardware on which it was provided.
D. No Combination with Open Source Software. Some third party license terms require that computer code be generally(a) disclosed in source code form to third parties, (b) licensed to third parties for the purpose of making derivative works, or(c) redistributable to third parties at no charge (collectively, “Excluded License Terms”). If RSA grants Customer the right toincorporate, modify, combine or distribute any of the Software licensed hereunder, then Customer shall not incorporate, modify,
combine or distribute the Software with any other computer code in a manner that would subject the Software to Excluded License
Terms.
E. Audit Rights. RSA (including its independent auditors) shall have the right to audit Customer’s usage of Software and Hardware
to confirm compliance with the agreed terms. Such audit is subject to reasonable advance notice by RSA and shall not unreasonablyinterfere with Customer’s business activities. Customer will provide RSA with the support required to perform such audit and will,
without prejudice to other rights of RSA, address any non-compliant situations identified by the audit by forthwith procuring additional
licenses.
Page 2 of 13

CONFIDENTIAL

F. Termination. RSA may terminate licenses for cause, if Customer breaches the terms governing use of Software or Hardware andfails to cure within thirty (30) days after receipt of RSA’s written notice thereof. Upon termination of a license, Customer shall cease
all use and return or certify destruction of the applicable Software (including copies) to RSA.
G. Reserved Rights. All rights not expressly granted to Customer are reserved. In particular, no title to, or ownership of, the Software
is transferred to Customer. Customer shall reproduce and include copyright and other proprietary notices on and in any copies of the
Software. Unless expressly permitted by applicable mandatory law, Customer shall not modify, enhance, supplement, create derivative
works from, reverse assemble, reverse engineer, decompile or otherwise reduce to human readable form the Software without RSA's
prior written consent, nor shall Customer permit any third party to do the same.
5. WARRANTY AND DISCLAIMER.
A. Warranty. RSA warrants that Software will substantially conform to the applicable Documentation for such Software and that any
Hardware provided by RSA will be free from manufacturing defects, malfunctions, errors or other defects in materials andworkmanship until the expiration of the applicable warranty period. RSA does not warrant that the operation of Software or Hardware
shall be uninterrupted or error free, that all defects can be corrected, or that Software or Hardware meets Customer’s requirements,
except if expressly warranted by RSA in its quote.
B. Warranty Duration. Unless otherwise stated on the RSA quote, the warranty period for Software and any Hardware shall (i) be as
set forth at the Product Notice; and (ii) commence upon Delivery of the media or Hardware or the date Customer is notified ofelectronic availability, as applicable.
C. Customer Remedies. RSA’s entire liability and Customer’s exclusive remedies under the warranties described in this section shallbe for RSA, at its option, to remedy the non-compliance or to replace the affected Software or Hardware. If RSA is unable to effectsuch within a reasonable time, then RSA shall refund the amount received by RSA for the Software or Hardware concerned. All
replaced Software contained on physical media supplied by RSA and Hardware shall be returned to and become the property of RSA.
RSA shall have no liability hereunder after expiration of the applicable warranty period. The foregoing shall not void any
supplementary remedies made available to Customer by a Distributor, with respect to which RSA shall have no liability or obligation.
D. Warranty Exclusions. Warranty does not cover problems that arise from (i) accident or neglect by Customer or any third party;(ii) any third party items or services with which Software or Hardware is used or other causes beyond RSA’s control; (iii) installation,
operation or use not in accordance with RSA’s instructions or the applicable Documentation; (iv) use in an environment, in a manner orfor a purpose for which Software or Hardware was not designed; or (v) modification, alteration or repair by anyone other than RSA or
its authorized representatives;. RSA has no obligation whatsoever for Software or Hardware installed or used beyond the licensed use,or whose original identification marks have been altered or removed.
E. No Further Warranties. Except for the warranty set forth herein, and to the maximum extent permitted by law, RSA(INCLUDING ITS SUPPLIERS) MAKES NO OTHER EXPRESS OR IMPLIED WARRANTIES, WRITTEN OR ORAL. INSOFAR
AS PERMITTED UNDER APPLICABLE LAW, ALL OTHER WARRANTIES ARE SPECIFICALLY EXCLUDED, INCLUDINGWARRANTIES ARISING BY STATUTE, COURSE OF DEALING OR USAGE OF TRADE.
6. LIMITATION OF LIABILITY.
A. Limitation on Direct Damages. RSA’S TOTAL LIABILITY AND CUSTOMER’S SOLE AND EXCLUSIVE REMEDY FOR
ANY CLAIM OF ANY TYPE WHATSOEVER, ARISING OUT OF SOFTWARE OR HARDWARE PROVIDED HEREUNDER,SHALL BE LIMITED TO PROVEN DIRECT DAMAGES CAUSED BY RSA’S SOLE NEGLIGENCE IN AN AMOUNT NOT TO
EXCEED (i) US$1,000,000, FOR DAMAGE TO REAL OR TANGIBLE PERSONAL PROPERTY; AND (ii) THE PRICE PAID BY
CUSTOMER TO RSA FOR THE SPECIFIC SERVICE (CALCULATED ON AN ANNUAL BASIS, WHEN APPLICABLE) OR
SOFTWARE OR HARDWARE FROM WHICH SUCH CLAIM ARISES, FOR DAMAGE OF ANY TYPE NOT IDENTIFIED IN(i) ABOVE OR OTHERWISE EXCLUDED HEREUNDER.
B. No Indirect Damages. EXCEPT WITH RESPECT TO CLAIMS REGARDING VIOLATION OF RSA’S INTELLECTUAL
PROPERTY RIGHTS, NEITHER CUSTOMER NOR RSA SHALL HAVE LIABILITY TO THE OTHER FOR ANY SPECIAL,CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOSSOF PROFITS, REVENUES, DATA AND/OR USE), EVEN IF ADVISED OF THE POSSIBILITY THEREOF.
C. Special Exclusion. IN JURISDICTIONS THAT DO NOT ALLOW LIMITATION OR EXCLUSION OF CONSEQUENTIAL
OR INCIDENTAL DAMAGES, ALL OR A PORTION OF SECTION 6.A AND/OR 6.B ABOVE MAY NOT APPLY. CUSTOMERACKNOWLESGES AND AGREES THAT NO INDEMNITY IS GIVEN WITH RESPECT TO THE SOFTWARE OR
HARDWARE.
D. Limitation Period. Unless otherwise required by applicable law, the limitation period for claims for damages shall be eighteen(18) months after the cause of action accrues, unless statutory law provides for a shorter limitation period.
E. Suppliers. The foregoing limitations shall also apply in favor of RSA’s suppliers.
7. EVALUATION SOFTWARE.
A. This Agreement shall also apply to “Evaluation Software” (meaning the copy of Software which contains this Agreement,
including any copies made by or on behalf of Customer, and all Documentation for the foregoing, which are licensed for a limited
duration for the specific purpose of evaluation prior to making a final decision on procurement, subject to the following:
B. The particular Evaluation Software, period of use, Installation Site and other transaction-specific conditions shall be as mutuallyagreed between RSA and Customer and recorded in the form of an evaluation or loan schedule.
Page 3 of 13

CONFIDENTIAL

C. Notwithstanding any deviating terms in this Agreement, all licenses for Evaluation Software expire at the end of the evaluation orloan period.
D. Customer shall return Evaluation Software and any Hardware used with such Evaluation Software at the end of the evaluation orloan period or when sooner terminated by RSA for convenience by giving thirty (30) days’ written notice, whichever occurs first.
Customer shall bear the risk of loss and damage for return of physical media, if any, and de-installation.
E. Customer may use Evaluation Software free of charge, but, in the case of Evaluation Software, solely for the purpose of evaluationand not in a production environment.
F. Without prejudice to any other limitations on RSA’s liability set forth in this Agreement (which shall also apply to Evaluation
Software), Evaluation Software is provided “AS IS” and any warranty or damage claims against RSA in connection with Evaluation
Software are hereby excluded, except in the event of fraud or willful misconduct of RSA.
G. Unless otherwise specifically agreed in writing by RSA, RSA does not provide maintenance or support for any Evaluation
Software. CUSTOMER RECOGNIZES THAT EVALUATION SOFTWARE MAY HAVE DEFECTS OR DEFICIENCIES WHICHCANNOT OR MAY NOT BE CORRECTED BY RSA. RSA shall have no liability to Customer for any action (or any prior related
claims) brought by or against Customer alleging that Customer’s sale, use or other disposition of any Evaluation Software infringes any
patent, copyright, trade secret or other intellectual property right. In event of such an action, RSA retains the right to terminate thisAgreement and take possession of the Evaluation Software and Hardware. THIS SECTION STATES RSA’S ENTIRE LIABILITY
WITH RESPECT TO ALLEGED INFRINGEMENTS OF INTELLECTUAL PROPERTY RIGHTS BY EVALUATION SOFTWARE
OR ANY PART OF IT OR ITS OPERATION.
8. CONFIDENTIALITY. Each party shall (i) use Confidential Information of the other party only for the purposes of exercisingrights or performing obligations in connection with this Agreement; and (ii) use at least reasonable care to protect from disclosure to
any third parties any Confidential Information disclosed by the other party for a period commencing upon the date of disclosure until
three (3) years thereafter. Notwithstanding the foregoing, either party may disclose Confidential Information (a) to an Affiliate for the
purpose of fulfilling its obligations or exercising its rights hereunder as long as such Affiliate complies with the foregoing; and (b) if
required by law provided the receiving party has given the disclosing party prompt notice.
9. GOVERNMENT REGULATIONS AND EXPORT CONTROL. Hardware, Software and the technology included therein
provided under this Agreement are subject to governmental restrictions on (i) exports from the U.S.; (ii) exports from other countries inwhich such Hardware, Software and technology included therein may be produced or located; (iii) disclosures of technology to foreign
persons; (iv) exports from abroad of derivative products thereof; and (v) the importation and/or use of such Hardware, Software andtechnology included therein outside of the United States or other countries (collectively, "Export Laws"). Customer shall comply with
all Export Laws and RSA export policies to the extent such policies are made available to Customer by RSA. Diversion contrary to
U.S. law or other Export Laws is expressly prohibited.
10. TERMINATION. Either Customer or RSA may terminate this Agreement upon written notice due to the other party’s material
breach of the terms governing use of the Software or Hardware; provided that such breach is not cured within thirty (30) days after theprovision of written notice to the breaching party specifying the nature of such breach. Upon termination of this Agreement, Customer
shall cease all use and return or certify destruction of the applicable Software (including copies) to RSA. Any provision that by its
nature or context is intended to survive any termination or expiration, including but not limited to provisions relating to payment ofoutstanding fees, confidentiality and liability, shall so survive.
11. MISCELLANEOUS.
A. References. RSA may identify Customer for reference purposes unless and until Customer expressly objects in writing
B. Notices and Language. Any notices permitted or required under this Agreement shall be in writing, and shall be deemed given
when delivered (i) in person, (ii) by overnight courier, upon written confirmation of receipt, (iii) by certified or registered mail, with
proof of delivery, (iv) by facsimile transmission with confirmation of receipt, or (v) by email, with confirmation of receipt (except forroutine business communications issued by RSA, which shall not require confirmation from Customer). Notices shall be sent to theaddress, facsimile number or email address set forth below, or at such other address, facsimile number or email address as provided tothe other party in writing. Notices shall be sent to: RSA Security LLC, 174 Middlesex Turnpike, Bedford, MA 01730. Fax for legal
notices: 781-515-5450. The parties agree that this Agreement has been written in the English language, that the English language
version shall govern and that all notices shall be in the English language.
C. Entire Agreement. This Agreement (i) is the complete statement of the agreement of the parties with regard to the subject matterhereof; and (ii) may be modified only by a writing signed by both parties. All terms of any purchase order or similar document
provided by Customer, including but not limited to any pre-printed terms thereon and any terms that are inconsistent or conflict withthis Agreement, shall be null and void and of no legal force or effect.
D. Force Majeure. Except for the payment of fees, if any, due RSA from Customer, neither party shall be liable under thisAgreement because of a failure or delay in performing its obligations hereunder on account of any force majeure event, such as strikes,
riots, insurrection, terrorism, fires, natural disasters, acts of God, war, governmental action, or any other cause which is beyond thereasonable control of such party.
E. Assignment. Customer shall not assign this Agreement or any right or delegate any performance without RSA’s prior writtenconsent, which consent shall not be unreasonably withheld. Customer shall promptly notify RSA, and RSA may terminate thisAgreement on thirty days’ notice, if Customer merges with or is acquired by a third party or otherwise undergoes a change of control.
Page 4 of 13

CONFIDENTIAL

F. Governing Law. This Agreement is governed by: (i) the laws of the Commonwealth of Massachusetts when RSA means RSA
Security LLC; (ii) the laws of the applicable country in which the applicable RSA subsidiary is registered to do business when RSA
means the local EMC subsidiary, and (iii) the laws of Ireland when RSA means EISI. In each case, the applicability of laws shallexclude any conflict of law rules. The U.N. Convention on Contracts for the International Sale of Goods shall not apply. In the event of
a dispute concerning this Agreement, Customer consents to the sole and exclusive personal jurisdiction of the courts of competency inthe location where RSA is domiciled.
G. Waiver. No waiver shall be deemed a waiver of any prior or subsequent default hereunder. If any part of this Agreement is held
unenforceable, the validity of the remaining provisions shall not be affected.
H. Partial Invalidity. If any part of this Agreement, a purchase order or an RSA quote is held unenforceable, the validity of theremaining provisions shall not be affected.
I. Select or Brokerage Products. Periodically, RSA may offer to supply or license certain products that are made by a third party
manufacturer/supplier and not RSA. Some of such products are specifically identified as “EMC Select Products for RSA”. Other
such third party manufacturer/supplier products may be provided by RSA on a case-by-case basis in response to a Customer request(“Brokerage Products”), and will be identified on the Quote using “Brokerage” or a similar descriptor. Notwithstanding any otherprovisions herein, EMC Select Products for RSA and Brokerage Products are subject to the standard license, warranty, indemnity andsupport terms of the third party manufacturer/supplier (or an applicable agreement between Customer and such manufacturer/supplier),to which Customer shall adhere. Even if support fees are invoiced through RSA, EMC Select Products for RSA and Brokerage
Products are not supported by RSA and Customer must contact such third party directly for support services. Any warranty orindemnity claims against RSA in relation to EMC Select Products for RSA or Brokerage Products are expressly excluded. In no event
shall RSA be liable to Customer for any damages that in any way arise out of or relate to any EMC Select Products for RSA ort
Brokerage Products. EMC Select Products for RSA and Brokerage Products are provided by RSA “AS IS.”
12. COUNTRY SPECIFIC TERMS.
A. United Kingdom. The terms in this subsection A apply only when RSA means the EMC sales subsidiary located in the United
Kingdom (currently EMC Computer Systems (UK) Limited):
1. Section 5D (Warranty Exclusions). The entire section is deleted and replaced with:
D. Warranty Exclusions. Except as expressly stated in the applicable warranty set forth in this Agreement, RSA (including its
suppliers) provides Hardware and Software “AS IS” and makes no other express or implied warranties, written or oral, and ALL
OTHER WARRANTIES AND CONDITIONS (SAVE FOR THE WARRANTIES AND CONDITIONS IMPLIED BYSECTION 12 OF THE SALE OF GOODS ACT 1979) ARE SPECIFICALLY EXCLUDED TO THE FULLEST EXTENTPERMITTED BY LAW, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND ANY WARRANTY ARISING BYSTATUTE, OPERATION OF LAW, COURSE OF DEALING OR PERFORMANCE, OR USAGE OF TRADE.
2. Section 6 (LIMITATION OF LIABILITY). This Section is deleted in its entirety and replaced with:
6. LIMITATION OF LIABILITY AND PRESERVATION OF DATA.
A. The entire aggregate liability of RSA (including its suppliers) under or in connection with the supply of the Hardware or
Software, whether in tort (including negligence), for breach of contract, misrepresentation or otherwise, is limited in respect ofeach event or a series of events: (i) to the amounts actually paid by Customer for the Software or Hardware which give rise tosuch liability during the twelve (12) month period immediately preceding the date of the cause of action giving rise to suchclaim; or (ii) Great British Pounds Sterling one million (£1,000,000), whichever is the greater amount. In no event shall RSA(including its suppliers) or Customer be liable to the other or any other person or entity for loss of profits, loss of revenue, lossof use or any indirect, special, incidental, consequential or exemplary damages arising out of or in connection with thisAgreement, the license of the Software, and the use, performance, receipt or disposition of such Software or Hardware, even if
such party has been advised of the possibility of such damages or losses. Nothing in this Agreement shall operate to exclude or
restrict RSA’s liability for: (a) death or personal injury resulting from negligence; (b) breach of obligations arising from section
12 of the Sale of Goods Act 1979; or (c) fraud.
B. CUSTOMER OBLIGATIONS IN RESPECT OF PRESERVATION OF DATA. During the Term of theAgreement, the Customer shall:
1) from a point in time prior to the point of failure, (i) make full and/or incremental backups of data which allow recovery
in an application consistent form, and (ii) store such back-ups at an off-site location sufficiently distant to avoid being impacted
by the event(s) (e.g. including but not limited to flood, fire, power loss, denial of access or air crash) and affect the availabilityof data at the impacted site;2) have adequate processes and procedures in place to restore data back to a point in time and prior to point of failure, andin the event of real or perceived data loss, provide the skills/backup and outage windows to restore the data in question;3) use anti-virus software, regularly install updates across all data which is accessible across the network, and protect all
storage arrays against power surges and unplanned power outages with Uninterruptible Power Supplies; and
4) ensure that all operating system, firmware, system utility (e.g. but not limited to, volume management, cluster
management and backup) and patch levels are kept to RSA recommended versions and that any proposed changes thereto shallbe communicated to RSA in a timely fashion.
Page 5 of 13

CONFIDENTIAL

3. Section 11 (MISCELLANEOUS). Add the following as new subsection J:
J. Each of the parties acknowledges and agrees that in entering into this Agreement, it does not rely on, and shall have noremedy in respect of, any statement, representation, warranty or understanding (whether negligently or innocently made) of any
person (whether party to this Agreement or not) other than as expressly set out in this Agreement as a warranty. The only
remedy available to Customer for a breach of the warranties shall be for breach of contract under the terms of this Agreement.
Nothing in Section 6 shall however operate to limit or exclude any liability for fraud. No term of this Agreement shall be
enforceable under the Contracts (Rights of Third Parties) Act 1999 by a person that is not a party to this Agreement. If any partof this Agreement is held unenforceable, the validity of the remaining provisions shall not be affected.
B. Ireland. The terms in this subsection B apply only when RSA means the EMC sales subsidiary located in Ireland (currently EMC
Information Systems International:
1. Section 5D (Warranty Exclusions). The entire section is deleted and replaced with:
D. Warranty Exclusions. Except as expressly stated in the applicable warranty set forth in this Agreement and the applicable
exhibits, RSA (including its suppliers) and makes no warranties, and ALL WARRANTIES, TERMS AND CONDITIONS,WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED BY LAW, CUSTOMER OR OTHERWISE, INCLUDING, BUT
NOT LIMITED TO, ANY WARRANTIES, TERMS AND CONDITIONS, OF FITNESS FOR PURPOSE, DESCRIPTION,
AND QUALITY ARE HEREBY EXCLUDED TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.
2. Section 6 (LIMITATION OF LIABILITY). This section is deleted in its entirety and replaced with the following:
6. LIMITATION OF LIABILITY.
A. RSA does not exclude or limit its liability to the Customer for death or personal injury, or, breach of obligations impliedby Section 12 of the Sale of Goods Act, 1893, as amended by the Sale of Goods and Supply of Services Act, 1980, or, due to thefraud or fraudulent misrepresentation of RSA, its employees or agents.
B. Subject always to subsection 6.A, the liability of RSA (including its suppliers) to the Customer under or in connection
with an order, whether arising from negligent error or omission, breach of contract, or otherwise (“Defaults”) shall be: (i) the
aggregate liability of RSA for all Defaults resulting in direct loss of or damage to the tangible property of the Customer shall belimited to damages which shall not exceed the greater of two hundred per cent (200%) of the applicable price paid and/or
payable for the Software or Hardware, or one million euros (€1,000,000); or (ii) the aggregate liability of RSA for all Defaults,
other than those governed by subsection 6.B(i) shall be limited to damages which shall not exceed the greater of one hundredand fifty per cent (150%) of the applicable price paid and/or payable or five hundred thousand euro (€500,000).
C. In no event shall RSA (including its suppliers) be liable to Customer for (i) loss of profits, loss of business, loss ofrevenue, loss of use, wasted management time, cost of substitute services or facilities, loss of goodwill or anticipated savings,
loss of or loss of use of any software or data; and/or (ii) indirect, consequential or special loss or damage; and/or (iii) damages,
costs and/or expenses due to third party claims; and/or (iv) loss or damage due to the Customer’s failure to comply withobligations under this Agreement, failure to do back-ups of data or any other matter under the control of the Customer. For the
purposes of this Section 6, the term “loss” shall include a partial loss, as well as a complete or total loss.
D. The parties expressly agree that should any limitation or provision contained in this Section 6 be held to be invalid under
any applicable statute or rule of law, it shall to that extent be deemed omitted, but if any party thereby becomes liable for loss ordamage which would otherwise have been excluded such liability shall be subject to the other limitations and provisions set out
in this Section 6.
E. The parties expressly agree that any order for specific performance made in connection with this Agreement in respect of
RSA shall be subject to the financial limitations set out in sub-section 6.B.
F. CUSTOMER OBLIGATIONS IN RESPECT OF PRESERVATION OF DATA. During the Term of theAgreement the Customer shall:
1) from a point in time prior to the point of failure, (i) make full and/or incremental backups of data which allow recovery
in an application consistent form, and (ii) store such back-ups at an off-site location sufficiently distant to avoid being impacted
by the event(s) (e.g. including but not limited to flood, fire, power loss, denial of access or air crash) and affect the availability ofdata at the impacted site;2) have adequate processes and procedures in place to restore data back to a point in time and prior to point of failure, andin the event of real or perceived data loss, provide the skills/backup and outage windows to restore the data in question;3) use anti-virus software and regularly install updates across all data which is accessible across the network; and
4) ensure that all operating system, firmware, system utility (e.g. but not limited to, volume management, cluster
management and backup) and patch levels are kept to RSA recommended versions and that any proposed changes thereto shall be
communicated to RSA in a timely fashion.
3. Section 5.D (Limitation Period). This Section is deleted in its entirety and replaced with the following as a totally separate
section:(D) WAIVER OF RIGHT TO BRING ACTIONS: The Customer waives the right to bring any claim arising out of or inconnection with this Agreement more than twenty-four (24) months after the date of the cause of action giving rise to suchclaim.

Page 6 of 13

CONFIDENTIAL

C. European Union. The terms in this subsection C apply only when RSA means an EMC sales subsidiary located in the European
Union:
1. Section 4.A (General License Grant). The following is added at the end of this section:
Customer shall not, and Customer shall not permit any third party to, modify, enhance, supplement, create derivative works
from, reverse assemble, reverse engineer, reverse compile or otherwise reduce to human readable form the Software without
RSA's prior written consent, except to the extent that local, mandatory law grants Customer the right to decompile such
Software in order to obtain information necessary to render such interoperable with other software. In such event, Customer
shall first inform RSA of its intention and request RSA to provide Customer with the necessary information. RSA may impose
reasonable conditions on the provision of the requested information, including the payment of a reasonable fee.
D. Australia. The terms in this subsection D apply only when RSA means the RSA sales subsidiary located in Australia (currently
EMC Global Holdings Company (Australian Branch) ABN 86 669 010 6895:
1. Section 6 (LIMITATION OF LIABILITY). This section is deleted in its entirety and replaced with the following:
6. LIMITATION OF LIABILITY.
A. Limitation on Direct Damages. RSA’S AND ITS SUPPLIERS’ TOTAL LIABILITY AND CUSTOMER’S SOLE
AND EXCLUSIVE REMEDY FOR ANY CLAIM OF ANY TYPE WHATSOEVER, ARISING OUT OF SOFTWARE,
HARDWARE OR SERVICE PROVIDED HEREUNDER, SHALL BE LIMITED TO PROVEN DIRECT DAMAGESCAUSED BY RSA’S SOLE NEGLIGENCE IN AN AMOUNT NOT TO EXCEED (i) AUD$2,000,000, FOR DAMAGE TOREAL OR TANGIBLE PERSONAL PROPERTY; AND (ii) THE PRICE PAID BY CUSTOMER TO RSA FOR THE
SPECIFIC SERVICE (CALCULATED ON AN ANNUAL BASIS, WHEN APPLICABLE) HARDWARE OR SOFTWAREFROM WHICH SUCH CLAIM ARISES, FOR DAMAGE OF ANY TYPE NOT IDENTIFIED IN (i) ABOVE OR
OTHERWISE EXCLUDED HEREUNDER.
B. No Indirect Damages. EXCEPT WITH RESPECT TO CLAIMS REGARDING VIOLATION OF RSA’SINTELLECTUAL PROPERTY RIGHTS, NEITHER CUSTOMER NOR RSA (INCLUDING RSA’S SUPPLIERS) SHALL(a) HAVE LIABILITY TO THE OTHER FOR ANY SPECIAL, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, OR
INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, REVENUES, DATA AND/OR USE),EVEN IF ADVISED OF THE POSSIBILITY THEREOF; AND (b) BRING ANY CLAIM BASED ON HARDWARE,
SOFTWARE OR SERVICE PROVIDED HEREUNDER MORE THAN EIGHTEEN (18) MONTHS AFTER THE CAUSE OF
ACTION ACCRUES.
C. Trade Practices Legislation: RSA's liability under any statutory right or any condition or warranty, including any
implied by any State Fair Trading Act or the Trade Practices Act, 1974 (Cth) is, to the maximum extent permitted by law,
excluded. To the extent that such liability cannot be excluded, RSA's liability is limited at the option of RSA to any one or moreof the following: (i) the replacement thereof or the supply of its equivalent; (ii) the repair thereof; (iii) the payment of the cost of
replacement thereof or of acquiring its equivalent; or (iv) the payment of the cost of having such repaired.
F. New Zealand - The terms in this subsection E apply only when RSA means the RSA sales subsidiary located in New Zealand(currently EMC CORPORATION (NEW ZEALAND BRANCH) AKOS. 1188883):
1. Section 6 (LIMITATION OF LIABILITY). This section is deleted in its entirety and replaced with the following:
6. LIMITATION OF LIABILITY.
A. Limitation on Direct Damages. RSA’S AND ITS SUPPLIERS’ TOTAL LIABILITY AND CUSTOMER’S SOLE
AND EXCLUSIVE REMEDY FOR ANY CLAIM OF ANY TYPE WHATSOEVER, ARISING OUT OF HARDWARE,
SOFTWARE OR SERVICE PROVIDED HEREUNDER, SHALL BE LIMITED TO PROVEN DIRECT DAMAGESCAUSED BY RSA’S SOLE NEGLIGENCE IN AN AMOUNT NOT TO EXCEED (i) NZ$2,000,000, FOR DAMAGE TOREAL OR TANGIBLE PERSONAL PROPERTY; AND (ii) THE PRICE PAID BY CUSTOMER TO RSA FOR THE
SPECIFIC SERVICE (CALCULATED ON AN ANNUAL BASIS, WHEN APPLICABLE) HARDWARE OR SOFTWAREFROM WHICH SUCH CLAIM ARISES, FOR DAMAGE OF ANY TYPE NOT IDENTIFIED IN (i) ABOVE OR
OTHERWISE EXCLUDED HEREUNDER.
B. No Indirect Damages. EXCEPT WITH RESPECT TO CLAIMS REGARDING VIOLATION OF RSA’SINTELLECTUAL PROPERTY RIGHTS, NEITHER CUSTOMER NOR RSA (INCLUDING RSA’S SUPPLIERS) SHALL(a) HAVE LIABILITY TO THE OTHER FOR ANY SPECIAL, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, OR
INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, REVENUES, DATA AND/OR USE),EVEN IF ADVISED OF THE POSSIBILITY THEREOF; AND (b) BRING ANY CLAIM BASED ON SOFTWARE,
HARDWARE OR SERVICE PROVIDED HEREUNDER MORE THAN EIGHTEEN (18) MONTHS AFTER THE CAUSE
OF ACTION ACCRUES.
C. Fair Trading Legislation. RSA's liability under any statutory right or any condition or warranty, including any impliedby the Fair Trading Act 1986 or Consumer Guarantees Act 1993 (“FTA”) or any similar law is, to the maximum extent
permitted by law, excluded. To the extent that such liability cannot be excluded, RSA's liability is limited at the option of RSA
to any one or more of the following: (i) the replacement thereof or the supply of its equivalent; (ii) the repair thereof; (iii) the
payment of the cost of replacement thereof or of acquiring its equivalent; or (iv) the payment of the cost of having such
repaired.
13.
CUSTOMER OBLIGATIONSPage 7 of 13

CONFIDENTIAL

A. Customer may not engage any third parties to conduct security audits of RSA Products without the prior written consent of RSA.
B. Customer agrees to comply with the RSA Security Vulnerability Reporting Policy, currently located at
http://www.emc.com/contact-us/contact/product-security-response-center.htm.
C. If Customer has purchased maintenance services, Customer understands that such maintenance services are subject to the
Maintenance Agreement for RSA Products, currently located at http://www.rsa.com/node.aspx?id=1067, which Customer agrees to
accept.
D. If the Software purchased is RSA Adaptive Authentication Web Protection System, then Customer acknowledges and agrees thatsuch Software is also subject to the terms and conditions set out in Schedule 1 hereto.

Page 8 of 13

CONFIDENTIALSCHEDULE 1

ADAPTIVE AUTHENTICATION PRODUCT SPECIFIC TERMS & CONDITIONS

1.

Definitions.

The following terms shall have the definitions below or set forth elsewhere herein. All references to “Section” shall refer to sections of
this Schedule, unless otherwise specified herein.
“Active End User” means an account holder or other client of the Customer (an “End User”) whose identity has been processed or
profiled or scored or authenticated or otherwise verified by the Product at least once in the course of the six (6) months immediately
preceding the then current date.
“Active End User Ceiling” means the maximum number of Active End User which Customer is licensed to store at any given timeusing the Product and as set out in applicable Quote.
“eFraudNetworkM” database means a database owned and operated by RSA which contains information aggregated by RSA,
discovered by the parties as part of the performance of their obligations under this Schedule, obtained, and/or procured from third
parties and/or resulting from risk and fraud assessments carried out by RSA and includes without limitation IP addresses, Phishingwebsite URLs and any other related data.
“Exhibit” means Exhibits A, B, and/or C attached hereto, the terms of which are incorporated herein by reference;“Product” means (a) the RSA consumer software suite described in Exhibit A and developed by RSA together with any Software
releases, fixes or patches delivered pursuant to the Maintenance Services, known as the RSA Adaptive Authentication Web Protection
System.
2.

License, Ownership.

A. RSA hereby grants Customer a perpetual, non-exclusive, nontransferable license to run and use those components of the Product as
selected an RSA issued Quote., for Customer's own use for the purpose of processing Active End User authentication information on
its web portals, online services, and/or its electronic transaction clearing systems. Such license shall be subject always to the Active
End User Ceiling as further detailed in this Schedule.
B. Additional Software License Restrictions. Customer will not directly or indirectly use the Product for its internal enterpriseauthentication purposes. For the purpose of the Schedule, “internal enterprise authentication” means authenticating a login request(which request may originate either remotely or from Customer or an Affiliate's premises) of an employee, consultant, or an agent of
Customer (or an Affiliate) for the purpose of granting the requestor access to Customer (or an Affiliate's) computer networks for the
purpose of performing their assigned work.
C. Ownership and/or License of the eFraudNetworkSM database information. RSA shall retain and own all right, title and interest andall intellectual property rights (including but not limited to copyrights, trade secrets, trademarks and patent rights) to all information
which is collected, submitted to and made available on the eFraudNetwork in the course of the performance by either party of their
obligations under this Schedule (or where such title cannot be granted or otherwise transferred to RSA then Customer agrees to grant RSA
an unconditional, unlimited, unrestricted, royalty free license to use, distribute and/or otherwise make available such information).
D. RSA Trademark License. For so long as this Schedule remains in force RSA grants Customer the right to use the “Secured by RSA”
trademarks described in Exhibit C (the “RSA Mark”) solely for the purpose of displaying the RSA Mark on the End User facing web
based log in pages of its online services in compliance with Section 3 below. Customer’s use of the RSA Mark will conform at all times
with RSA’s quality and usage requirements and will be subject to prior review and approval by RSA. Customer will not seek to register
any trademarks of RSA in any country in the world. Any use of the RSA Mark shall be in accordance with RSA’s reasonable policies
regarding advertising and trademark usage as established from time to time.
3. RSA Branding of the Active End User interface to the Licensed Software.
For so long as Customer is subscribing for the Maintenance Services, Customer will place the following words: “Secured by RSA”, in theform of the trademark logo attached hereto under Exhibit C, on the client facing web based user interface which is deployed by Customer
for the purpose of allowing Active End Users access to the Product. Nothing else herein shall prevent Licensee from separately branding
its security processes which may use the Licensed Software and other security processes.
4. Billing Files.
Customer will provide RSA with the billing files as generated by the billing utility component of the Product (as further detailed in theDocumentation) at the end of each calendar month for the purpose of evidencing its ongoing compliance with the Active User Ceilingfrom time to time and subject to RSA’s audit rights under the Agreement.
5. Product Delivery.
Page 9 of 13

CONFIDENTIALRSA Software shall be delivered to the Customer at the email address specified in Exhibit A.
6. Authorized Active End Users; Active End User Ceiling Increases.
Customer may increase the authorized Active End User Ceiling from time to time by way of a purchase order referencing thisSchedule. Where Customer has exceeded its then authorized Active End User Ceiling, Customer will promptly (and in any event in notless than thirty (30) days from the date the Active End User Ceiling is first exceeded) procure an increase to its then licensed authorized
Active End User Ceiling, for the fees and in the minimum increments set out in a Quote so as to meet or exceed its actual use of the
Product. Such increases will be procured by way of a purchase order referencing the Quote. Where Customer has upgraded theauthorized Active End User Ceiling, RSA will invoice Customer the adjusted Maintenance Services fees on a pro-rata basis for the
Maintenance Services year then in progress on the date of such upgrade in a Quote.
7 Maintenance Services:
Customer hereby purchases the Enhanced Support and Data Services as further described in Exhibit B for the Products ordered under thisSchedule for a term of one (1) year (the “Initial Maintenance Term”) commencing on the date the Product is first made electronicallyavailable for download. Thereafter, Maintenance Services shall renew on an annual basis, subject to Customer’s payment of RSA’s
invoice for the applicable Maintenance Services fees. RSA may increase the Maintenance Services fee, to be effective at thecommencement of any future annual period, provided that RSA notifies Customer, in writing, of such fee increase at least thirty (30) days
prior to the end of the previous annual period.

Page 10 of 13

CONFIDENTIAL

EXHIBIT A

Base Product Description:
The Product without Additional Features is available for the license fees detailed in a signed Quote.
Product - RSA Adaptive Authentication Components - Login
Risk Based Authentication at Login (web-channel device identification using secure cookies, Flash Shared Objects, device
forensics and network forensics including IP geolocation. This can be applied only during account login)
Baseline Policy Manager and Risk Models. (One set of policies per institution and generic risk models.)
Secondary Authentication: Challenge Questions. (Challenge Questions, including enrollment to collect challenge questions andanswers.)
RSA eFraud Network Access. (Shared fraud data.) It is understood by the parties that Customer’s access to the eFraud Network
shall be contingent on Customer’s agreement to submit nonidentifiable fraud data via log files for inclusion in RSA eFraud
Network’s aggregated database and subject to Customer’s ongoing subscription to the Enhanced Support and Data Services.
Case Management Module: Provides the Client functionality to track and update Active End User activities that were flagged forfollow-up or authentication
Description of Additional Features:
These components of the Product are available for extra license fees as detailed in a signed Quote.
Product – Transaction Monitoring
Assessment, analysis and scoring of post-login transactions activities by a Bayesian, self-learning risk engine that leverages bothdevice and behavioral profiling. A case management application allows investigating high risk transactions, marking the fraudulent
ones, and feeding feedback into the risk engine. A partial list of such post-login transaction activities includes but is not limited to:transferring funds, making online payments, establishing payees, viewing check images, changing personal information, etc.
Product – Mobile Protection
The RSA Adaptive Authentication Mobile Protection Module provides strong authentication to end users who access on-line
banking applications via a mobile device (i.e. mobile phone, smart phone, iPhone, PDA, Blackberry etc.). This module
complements RSA Adaptive Authentication’s web channel protection module. It is powered by the same risk-based authentication
technology and provides the Customer with a unique risk model designed to address specific mobile transaction characteristics. By
using the Mobile Protection Module, the Customer benefits from multi-channel fraud protection.
Service – Authentication Methods
OneTime Password (“OTP”). OTP generated by Adaptive Authentication and sent by Customer to the End User. .
Out of band phone call. Out-of-band phone call (telephone confirmation using telephone numbers stored in Customer’s systems)feature involves
set up costs and fees to make the phone calls (one time third party set up fee; onetime RSA setup fee; fee per phone call).
Out-of-band SMS. One Time Password generated by Adaptive Authentication and sent by RSA to end user via SMS. The out-of-band SMS
feature involves set up costs and fees to send the SMS (one time third party set up; onetime RSA set up fee; and a per SMS message fee). Out ofband (“OOB”) phone call/SMS is provided via third parties and infrastructure not owned/controlled by RSA. Delivery of calls/messages (or thetiming of delivery) is not guaranteed. RSA’s warranties and/or indemnities do not extend to nor apply to OOB services.

Page 11 of 13

CONFIDENTIAL

EXHIBIT B
Enhanced Support and Data Services
Customer acknowledges that the Basic Support Services (as described on the Support Website) are not available for the Productlicensed under this Schedule.
In addition to then current Enhanced Support Services which will be provided as detailed on the Support Website, the Customer will also
receive the Data Services described hereunder.
1. Definitions.
In addition to those defined terms of the Agreement and the Schedule, the following definitions shall be used for purposes of this Exhibit
B.
A.
“Data Services” means, the delivery by RSA on an ongoing basis of (i) the Information; and (ii) updates to theeFraudNetwork; and RSA making available the online statistical analysis tools for the use of the Customer. The Information
and any other data delivered pursuant to the Data Services will be deemed to form part of the Product under the Schedule.
B.
“Geo-Location Service” means the geo-location component made available with the Product.
C.
“Information” means the data and information derived from the Geo-Location Service.
D.
“Support Website” means RSA’s on-line support resource currently located at
http://www.rsa.com/node.aspx?id=1067.
2. RSA Data feeds for Adaptive Authentication.
Customer will receive the following Data Services:A.
Delivery of eFraudNetwork database updates. Updates to the eFraudNetwork database will be made available to Customer by
RSA via Internet protocol from RSA hosted servers. Where configured in accordance with the Documentation, the Productwill automatically download the updates on a periodic basis and load them into a local data store, which is used for run-time
analysis of inbound transactions.
B.
Delivery of Information. Information updates will be made available by RSA to Customer via Internet protocol from RSA
hosted servers. Customer will download the updates on a periodic basis and load the Information into the Product for run-time
analysis of inbound transactions
C.
Online Statistical Analysis Tools. RSA will make available to Customer a set of reports or tools for generating reports, which
will be hosted on RSA web servers, to allow Customer to understand Product system usage levels and patterns.
3. Enhancements to Maintenance Services.
Customer may purchase enhancements to the Maintenance Services, including the Personalized Support options Services, as describedon the Support Website.
4. Additional Customer Obligations.
A.
Network and Device Forensics. In addition to those obligations set out on the Support Website, Customer shall provide to
RSA daily scrubbed data activity logs, the case log file and the forensic data logs as further described in the Documentation.
RSA will review these logs in order to provide the Maintenance Services hereunder and to improve forensic analysis of future
Software Releases of the Product. Customer shall not transmit, send or otherwise provide, directly or indirectly, to EMC any
data that is considered personally identifiable under the laws of the jurisdictions applicable to Customer’s installation and useof the Product and Customer’s operations, and shall indemnify EMC for all third party claims arising as a result of Customer’s
breach of this obligation.
B.
Restrictions on use of the Geolocation Service and Information. Customer will not (a) reproduce or distribute the GeoLocation Service in a manner that allows its users to access the Geo-Location Service in any way other than through aggregate
reports generated by the Product (as described in the Documentation); or (b) use the Information to create or otherwise support
the transmission of unsolicited commercial email.

Page 12 of 13

CONFIDENTIAL

EXHIBIT C
Trademark and usage guide
SECURED BY RSA – logo designator for RSA Adaptive Authentication customers
The SECURED BY RSA logo has been designed as an indicator that the customer is using the RSA Adaptive Authentication solution.
It is designed for web and print use and is not intended to be a substitute for the corporate logo or for use in locations other than the
web pages or promotional material of companies who have purchased Adaptive Authentication. Nor is the SECURED BY RSA markto be used as a substitute for the corporate logo in places where the Customer corporate logo is appropriate. This logo is not posted.
Logo files may be obtained by contacting the Identity Protection and Verification solutions group at RSA corporate headquarters. It is
to be used at the size indicated below. The logo consists of the RSA brick and the words SECURED BY. These two components
should not to be separated or changed; SECURED BY should always appear in the same proportions and relationship to the RSA
notched rectangle.

In customer applications, the logo is to be seen only as a third-party mark that indicates the security features of the customer’s web site.
Therefore the following restrictions apply to use:(i) The logo may not be enclosed by the Customer’s logo or other artwork so as to appear to be part of the Customer’s logo.

(ii) The logo may be placed adjacent to the customer’s logo or other artwork as long as there is sufficient empty (white) space between
the two logos. Sufficient space online is defined as 20 pixels in any direction from the outer edges of the SECURED BY RSA logo.
Sufficient space in print is defined as .5 inches in any direction from the outer edges of the logo.

Page 13 of 13

CONFIDENTIAL