ON APPENDIX B.
2.
SAP SHALL DISTRIBUTE THE COMPONENTS PURSUANT TO A MUTUALLY AGREED END
USER LICENSE AGREEMENT.
SAP FURTHER AGREES THAT IT WILL NOT DECOMPILE,
DISASSEMBLE, DECODE, EXTRACT, REVERSE TRANSLATE OR REVERSE ENGINEER THE
COMPONENTS AND THAT IT WILL NOT PERMIT END USERS TO DO SO.
SAP WILL PAY
COMMERCE ONE, DURING THE LICENSE PERIOD, LICENSE FEES [***] FOR THE [***]
COMPONENTS DURING THE LICENSE PERIOD IN ACCORDANCE WITH THE TERMS HEREOF.
DURING THE LICENSE PERIOD, COMMERCE ONE WILL USE COMMERCIALLY REASONABLE EFFORTS
TO [***] THAT ARE IN PLACE BETWEEN COMMERCE ONE AND [***] AS OF THE DATE OF
EXECUTION OF THIS AMENDMENT.
3.
SAP MARKETS WILL PROVIDE SUPPORT AND MAINTENANCE TO LICENSEES. DURING THE
LICENSE PERIOD, COMMERCE ONE WILL PROVIDE [***].
AFTER THE LICENSE PERIOD,
[***].
IF NO SUCH AGREEMENT IS REACHED BY SEPTEMBER 30, 2002, SUCH MAINTENANCE
WILL DEFAULT, FOR AN INTERIM PERIOD [***] PAID FOR SUCH LICENSES BY SAP [***].
4.
THE PARTIES AGREE THAT [***] IS A PRODUCT THAT WAS JOINTLY DEVELOPED BY
SAP AND COMMERCE ONE [***].
THE PARTIES AGREE THAT [***] MAY HAVE BEEN USED IN
PROJECTS BY THE PARTIES PRIOR TO JANUARY 1, 2002 [***].
V.
EXCLUSIVITY COMMITMENTS IN THE STRATEGIC ALLIANCE AGREEMENT
THE PARTIES AGREE TO TERMINATE THE MUTUAL EXCLUSIVITY COMMITMENTS IN THE SAA
(SECTION 7.1.1. THROUGH 7.2.4), AND TO WAIVE ANY POTENTIAL HISTORICAL CLAIMS
AGAINST EACH OTHER BASED UPON SUCH COMMITMENTS.
[***]
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR THE BRACKETED PORTIONS.
THE CONFIDENTIAL REDACTED PORTION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION.
3
VI.
ALLIANCE GOVERNANCE
1.
THE PARTIES AGREE TO RESUME IMMEDIATELY THE REGULAR ACTIVITIES OF THE
ALLIANCE GOVERNING COMMITTEES. THE EXECUTIVE COMMITTEE WILL CONSIST OF:
FOR SAP AND SAP MARKETS: WERNER BRANDT AND
GARY FROMER
FOR COMMERCE ONE: ALEXSIS DE RAADT-ST. JAMES
AND CHUCK BOYNTON
2.
THE EXECUTIVE COMMITTEE WILL NAME THE OTHER COMMITTEE MEMBERS (MARKETING
AND SALES COMMITTEE AND DEVELOPMENT COMMITTEE).
VII.
PUBLICITY
THE PARTIES SHALL COORDINATE IN ADVANCE ON ALL OFFICIAL PUBLIC COMMUNICATIONS
REGARDING THE TERMS OF THE ALLIANCE BETWEEN THE PARTIES.
[SIGNATURE BLOCK ON FOLLOWING PAGE.]
4
IN WITNESS WHEREOF, the Parties have caused their duly authorized
representatives to enter into this Amendment effective on the Effective Date.
COMMERCE ONE, INC.
SAPMARKETS, INC.
By:
By:
Name:
Name:
Signature:
Signature:
Title:
Title:
SAP AG
By:
Name:
Title:
Signature:
5
APPENDIX A - LEGACY PRODUCT MIGRATION PLAN
This Appendix A to Amendment 4 (dated January 1, 2002) of the Strategic Alliance
Agreement is part of and subject to the terms of the Amendment 4.
ENTERPRISE BUYER
FOR CLIENTS WHO LICENSED THE ENTERPRISE BUYER "SUITE" OR MYSAP.COM BETWEEN
SEPTEMBER 18, 2000 AND DECEMBER 31, 2000 OR COMMERCE ONE BUYSITE OR SAP
BUSINESS-TO-BUSINESS PROCUREMENT PRIOR TO SEPTEMBER 18, 2000:
FOR EACH CLIENT, THE OBLIGATIONS REGARDING UPGRADE TO EBP OR EBD (AS APPLICABLE)
WILL BE HONORED AS SPECIFICALLY PROVIDED IN THE SAA.
EACH PARTY AGREES TO PROVIDE MAINTENANCE AND SUPPORT TO SUCH CUSTOMERS IN
ACCORDANCE WITH THE SAA, PROVIDED THAT THE OBLIGATION