In this task, you're given a passage that represents a legal contract or clause between multiple parties, followed by a question that needs to be answered. Based on the paragraph, you must write the index where the answer starts. If multiple answers seem to exist, write the index of the answer that is the most plausible. If multiple indices must be used to answer the question, the output should be a common separated list of indices.

Exhibit 10.13

                   SOFTWARE LICENSE AND MAINTENANCE AGREEMENT

                                     BETWEEN

                     GARMAN ROUTING SYSTEMS, INC. (GARMAN)

                                       AND

               SPARKLING SPRING WATER GROUP LIMITED (SPARKLING)

     WHEREAS Garman has developed and is entitled to license to others certain software and supporting materials which Sparkling wishes to license, the parties agree as follows:

1.   DEFINITIONS AND SCHEDULES

     In this Agreement the following definitions shall apply:

     (a)    Authorized Locations means the locations listed in Schedule C.

     (b)    Confidential Information has the meaning specified in Section 14.

     (c)    Documentation means the documentation related to use of the Software described in Schedule B.

     (d)    Maintenance Commencement Date means the date that acceptance testing is successfully completed at all of the Authorized Locations.

     (e)    Maintenance Services means the Software Update Service, Telephone Support Service and Software Repair Service described in Section 10.

     (f)    Modifications means the modifications set out in Schedule D.

     (g)    Person includes an individual, corporation, partnership, joint venture, trust, unincorporated organization, the Crown or any agency or instrumentality thereof or any other judicial entity recognized by law.

     (h)    Software means the software described in Schedule B.

     (i)    Specifications means the specifications set out in Schedule D.

     (j)    Work means the Software and the Documentation collectively.

     The following is a summary of the Schedules, which shall form an integral part of this Agreement:

                                                                          PAGE 1

     Schedule A:   Fee Schedule.

     Schedule B:   Software and Documentation.

     Schedule C:   Authorized Locations and Software copies for Authorized                      Locations.

     Schedule D:   Specifications, Modifications, Data Conversion.

     Schedule E:   Implementation and Training.

     Schedule F:   Telephone Support Schedule.

2.   GRANT OF LICENSE

     Garman hereby grants to Sparkling, for the use of Sparkling and affiliated companies of Sparkling operating at Authorized Locations, a non-transferable and non-exclusive licence to use: (i) the Software, safely in executable object code format, at each AS400 at each of the Authorized Locations; and (ii) the Documentation. Sparkling's right, if any, to use the Software and Documentation at locations other than the Authorized Locations is subject to the payment of additional fees in accordance with the Fee Schedule.

3.   RESTRICTIONS ON USE

     Sparkling shall:

     (a)    not copy the Software except to copy it onto another AS400 at the Authorized Locations and to make copies of the Software at each Authorized Location solely for backup purposes;

     (b)    not copy any of the Documentation except as required for Sparkling's internal purposes related to Sparkling's use of the Software;

     (c)    not assign this Agreement or transfer, lease, export or grant a sublicence of the Work to any Person, except as and when authorized to do so by Garman in writing;

     (d)    not reverse engineer, decompile or disassemble the Software;

     (e)    not use the Work except as authorized herein;

     (f)    take all reasonable precautions to prevent third parties from using





the Work in any way that would constitute a breach of this Agreement including, without limitation, such precautions as Sparkling would otherwise take to protect its own proprietary software or hardware or information; and

                                                                          PAGE 2

     (g)    not use the Work to act as a service bureau in whole or in part, for any other Person, except for any affiliate of Sparkling operating at the Authorized Locations.

4.   DELIVERY, INSTALLATION AND DATA CONVERSION

     (a)    In accordance with Schedule C, Garman has delivered the required number of copies of the executable object code of the Software to those Authorized Locations (together with copies of the Documentation as is reasonably required by Sparkling to operate the Software in the manner contemplated hereunder) and installed the Software on the applicable AS400's at each Authorized Location. The installation of the Software at each existing Authorized Location shall be deemed to be completed including contracted changes and has been properly installed, is in good working order. Modifications and changes shall fall within the 60 day testing period at which time they are deemed to be completed and has been properly installed, is in good working order.

     (b)    For Future Installations and Conversions at an existing or new Authorized Location, Garman shall be available for Contracting required installation and conversion tasks as reasonably required, in consultation with and with the reasonable assistance of Sparkling, including conversion of Sparkling's data, as more particularly described in Schedule D, from its current electronic form into a form suitable for processing with the Software and as required for the testing of the Software and for use of the Software as contemplated hereunder.

5.   TRAINING

     In conjunction with the installation of the Software at each existing or new Authorized Location, and prior to the commencement of acceptance testing at each Authorized Location, Garman shall provide as contracted a qualified personnel as specified in Schedule E. Garman shall also provide copies of reference documentation and manuals for training and reference by Sparkling's personnel.

6.   ACCEPTANCE TESTING AT EACH AUTHORIZED LOCATION

     (a)    For each new Authorized Location, upon written notice by Garman of the completion of the installation of the Software as contracted for in Section 4 including training provided for in Section 5, Sparkling shall operate and test the Software for an acceptance period of 30 business days in accordance with Sparkling's normal operating practices. At the end of each day during the acceptance period, Sparkling shall notify Garman of any instances in which the Software does not perform in accordance with the Specifications.

     (b)    If Garman receives such notification, then it shall take the actions that are necessary to make the Software perform in accordance with the Specifications.

                                                                          PAGE 3

Once it has completed such action, the Software shall be retested by Sparkling for a new 30 day period in accordance with Section 6(a). Such testing and notification by Sparkling and remedial action by Garman shall be repeated until the Software has been accepted by Sparkling, acting reasonably, as meeting the Specifications.

     (c)    Notwithstanding (a) and (b) of this Section 6, Sparkling acknowledges and agrees that there may be minor deficiencies in the Software and provided that on notification thereof Garman promptly rectifies such deficiencies, the acceptance of the Software will not be delayed thereby.

     (d)    If Garman does not receive notice of any deficiencies within ten (10) business days after the completion of the acceptance period, then Sparkling shall be deemed to have accepted the Software at that Authorized Location.

7.   OPTION TO REJECT SOFTWARE

     If during the acceptance period described in Section 6, the Software has failed to perform in accordance with the Specifications and Garman has been unable to correct the deficiency within 45 business days of written notice being provided to Garman of such failure then Sparkling shall have the option, exercisable on 15 business days written notice to Garman, in lieu of any other remedy, to reject the Software. Such option shall terminate if in the interim, the Software successfully completes acceptance testing and meets the Specifications.

8.   OPTION TO REJECT EXERCISED

     If Sparkling exercises its option to reject the Software in accordance with Section 7, then the parties shall forthwith carry out the following actions and this Agreement will terminate upon their completion:

     (a)    Sparkling shall return all copies of the Work and all of Garman's Confidential Information in its possession or control to Garman.

     (b)    Garman shall return to Sparkling any and all amounts paid to Garman hereunder, and all of Sparkling's Confidential Information in its possession or





control.

9.   CO-OPERATION AND IMPLEMENTATION

     (a)    Both Garman and Sparkling have designated in Schedule E a responsible individual from their respective organizations with the authority and competence to act, and responsibility to serve, as a project manager hereunder and deal with the other party with respect to the Software. Sparkling's project manager shall also be responsible for providing or coordinating the provision of such information about Sparkling and its operations, external and internal procedures and such other information as Garman may reasonably require in order to perform its obligations hereunder. Sparkling's project manager shall have the authority on behalf

                                                                          PAGE 4

of Sparkling to notify Garman that any acceptance tests provided for herein have been successfully passed or, where applicable, that Sparkling waives compliance with any such acceptance tests. Garman's project manager shall be responsible for coordinating with Sparkling's project manager the delivery and installation of the Software. The project managers shall meet for this purpose, as may be reasonably requested by either of them in writing.

     (b)    Garman and Sparkling shall use their best efforts to carry out their respective obligations under this Agreement in accordance with the Implementation and Training Schedule.

10.  MAINTENANCE AND SUPPORT

     For a renewable one-year term commencing upon the Maintenance Commencement Date, subject to payment of maintenance fees in accordance with the Fee Schedule but without additional fees or charges, Garman shall provide the following Maintenance Services:

     (a)    SOFTWARE UPDATE SERVICE

     As part of the Software Update Service, Garman shall provide to Sparkling as soon as reasonably available:

            (1)   corrections and bug fixes for the Software;

            (2)   all modifications, refinements, and enhancements                   (Improvements) of the Software;

            (3)   new releases of the Software; and

            (4)   updated user manuals to support all of the above in a                   reasonable time frame.

     (b)    TELEPHONE SUPPORT SERVICE

     Telephone Support Service includes Sparkling having direct telephone access to employees of Garman who have the necessary technical expertise and experience to understand and consider Sparkling's inquiries concerning the failure of Software to operate according to Specifications and to clarify Documentation that is either insufficient or unclear. Such direct telephone access shall be available in accordance with the Telephone Support Schedule. In the event that the Telephone Support Service does provide a resolution to Sparkling (acting reasonably) within 2 business days to permit the Software to meet the Specifications, then Garman shall provide Software Repair Services to address the Software failure. The existing Telephone support numbers are for Garman business hours 1-800-667-6901 or 1-306-242-6322

                                                                          PAGE 5

and after hours 1-306-717-1999, which is a pager number being monitored directly by qualified Garman staff.

     (c)    SOFTWARE REPAIR SERVICE

     Should the Software not operate substantially in conformance with the Sparkling's Specifications in all material respects, Garman will use its best efforts to repair the Software under the support agreement at no additional charge to Sparkling. Notwithstanding the foregoing, Garman may charge a fee at its rates set out in the Fee Schedule to provide Software Repair Services which are required due to:

            (1)   failure due to Sparkling operator errors;

            (2)   failure to maintain Software at such updated version or                   release of the Software provided by Garman to Sparkling, from                   time to time, at no additional charge as part of the                   Maintenance Services or otherwise;

            (3)   material modification of the Software by Sparkling; or

            (4)   the Software being transferred to a different networking                   environment or hardware configuration without the prior                   written consent of Garman; or

            (5)   any failure of the hardware or the operating system not caused                   by Garman or the Software.

11.  FEES





     Sparkling shall pay the fees as set out in the Fee Schedule in accordance with the terms of this Agreement and the Fee Schedule.

12.  SPECIFICATIONS AND WARRANTY

     For the acceptance period and for a period of one year from the Maintenance Commencement Date, and thereafter for as long as the Software is covered by Maintenance Services and is used by Sparkling in accordance with this Agreement, Garman warrants that the Software shall perform in conformance with the Specifications in all material respects.

13.  INTELLECTUAL PROPERTY INDEMNITY

     Garman is the owner of all intellectual property rights in the Work (including any Improvements or Modifications thereto), including all related materials, logos, and names provided pursuant to the terms of this Agreement. No title to the intellectual property in the Work is transferred to Sparkling by this Agreement.

                                                                          PAGE 6

Garman represents and warrants that it owns or controls all rights necessary to grant the rights to Sparkling in accordance with this Agreement and that there are not, nor will there be, any lien, encumbrance, security interest or other rights against the Work which will interfere in any way with the rights granted to Sparkling. Garman agrees to indemnify Sparkling and hold it harmless from any and all losses, damages and expenses including without limitation, court costs, arbitration fees, penalties, fines, amounts paid in settlement of claims and reasonable legal fees and expenses of investigation (collectively the Losses) which Sparkling or any of its respective officers or directors may incur due to a breach of this warranty. Sparkling shall notify Garman in writing of any such claim within ten calendar days of a responsible officer of Sparkling becoming aware of such claim. If the Work or any portion thereof is held to constitute an infringement of another Person's rights, and use thereof is enjoined, Garman shall, at its election and expense, make every reasonable effort to correct the situation with minimal effect upon the operations of Sparkling and shall either:

     (a)    procure the right to use the infringing element of the Work;

     (b)    procure the right to an element which performs the same function without any material loss of functionality; or

     (c)    replace or modify the element of the Work so that the infringing portion is no longer infringing and still performs the same function without any material loss of functionality.

14.  CONFIDENTIALITY

     By virtue of this Agreement, the parties may have access to information that is confidential to one another (Confidential Information). Confidential Information means all data and information related to the business and management of either party, including proprietary and trade secrets, technology and accounting records for which access is obtained by the other party pursuant to this Agreement, provided that such Confidential Information shall not include data or information which:

     (a)    is or becomes publicly available through no fault of the other party;

     (b)    is already in the rightful possession of the other party prior to its receipt from the other party;

     (c)    is independently developed by the other party;

     (d)    is lawfully obtained by the other party from a third party;

     (e)    is disclosed as required by law; or

     (f)    is disclosed to professional advisors in confidence.

                                                                          PAGE 7

     The parties agree to hold each other's Confidential Information in confidence. The parties agree not to make each other's Confidential Information available in any form to any third party or to use each other's Confidential Information for any purpose outside the scope of this Agreement. Each party agrees to take all reasonable steps to ensure the Confidential Information is not disclosed or distributed by its employees or agents in violation of this Section.

15.  LIMITATION OF GARMAN'S LIABILITY

     The exclusive remedy of either party in a claim against the other under this Agreement shall be the recovery of its direct damages. In no event shall either party be liable to the other for the recovery of any special, indirect or consequential damages even if the defendant party had been advised of the possibility of such damages including but not limited to lost profits, lost revenues, failure to realize expected savings, loss of data and loss of use. The parties agree that the limitation of liability in this paragraph reflects the allocation of risk between the parties and the price of the licenced Software. The limitation of liability in this Section 15 shall not apply to breaches of Sections 13 and 14.

16.  SOURCE CODE ESCROW





     (a)    Immediately upon execution of this Agreement, Garman shall maintain on each AS400 at an Authorized Location the most current version of:

            (1)   all source code for the Software in machine readable form,                   with user option to print;

            (2)   all program and user documentation in machine readable and                   printed form;

            (3)   all tools such as compilers, assemblers, linkers and editors                   required to make the source code into the functional Software                   operating in accordance with the Specifications as amended                   from time to time;

            (4)   a complete explanation of any procedures that are not standard                   practice, required to create from the source code the                   functional Software; (5) all documentation listing program and                   module inputs and their sources, outputs and their                   destinations, and any other relevant program and module                   documentation,

(collectively, the Codes).

                                                                          PAGE 8

     This Source Code shall remain the property of Garman unless Sparkling exercises its option to purchase as specified in the Source Code Agreement. The Source Code on each AS400 shall be the most current version of all Codes for all corrections, bug fixes, Improvements and new releases of the Software which are licensed by Sparkling hereunder. Sparkling shall not be entitled to make use of the Codes except as provided in Section (b), provided that Sparkling may itself or by retaining independent experts, examine and test the materials for compliance with the obligations of Garman hereunder.

     (b)    Garman hereby grants to Sparkling, a perpetual, fully paid, non-exclusive license entitling Sparkling to use and reproduce the Codes deposited with it pursuant to Section (a) to change, update, add to, or substitute the Codes, the Software or any part thereof, limited to Sparkling's needs for the use and improvement of the Software or Sparkling's operations, provided that Sparkling shall only be entitled to utilize such license if Sparkling terminates this Agreement pursuant to Section 17(c) due to Garman's default, or if Garman ceases to support the Software as required pursuant to this Agreement. The parties acknowledge that the bankruptcy of Garman shall not prevent Sparkling's continued use of the Work or the Codes in accordance with United States Bankruptcy Code section 365(n) or any similar provisions in any jurisdiction.

17.  TERM AND TERMINATION

     (a)    This Agreement and the license granted under this Agreement shall remain in effect perpetually as long as fees are paid by Sparkling in accordance with the Fee Schedule and the Agreement is not otherwise terminated in accordance with this Section.

     (b)    Sparkling may terminate this Agreement at any time upon ninety (90) calendar days written notice to Garman. If Sparkling terminates this Agreement pursuant to this Section 17(b), Sparkling shall cease using the Software at the end of the ninety (90) day notice period, and shall certify to Garman within thirty (30) calendar days of termination that Sparkling has destroyed or has returned to Garman all Software, Documentation and Codes.

     (c)    If either party:

            (1)   makes an assignment in bankruptcy or is adjudicated a                   bankrupt;

            (2)   makes a general assignment for the benefit of its creditors;

            (3)   has a receiver, administrator or manager of its property,                   assets or undertaking appointed in such circumstances as would                   in the reasonable discretion of the other party, detrimentally                   affect such other party's rights under this Agreement;

                                                                          PAGE 9

            (4)   is ordered by any court to be wound up;

            (5)   becomes insolvent or makes a sale in bulk of its assets;

            (6)   ceases doing business as a going concern;

            (7)   defaults on any of its material obligations provided for                   hereunder and such default is not cured within thirty calendar                   days of written notice thereof by the other party, or the                   defaulting party fails to take sufficient actions to the                   reasonable satisfaction of the other party to cure the default                   within thirty calendar days of written notice;

this Agreement may be terminated by the other party. If this Agreement is terminated by Sparkling, due to Garman's default, the license herein granted shall continue, but shall be converted to a perpetual license pursuant to which Sparkling shall not be required to pay any further fees to Garman hereunder, and Garman shall immediately return all fees paid under this Agreement for services





not yet rendered.

18.  SURVIVAL OF CERTAIN SECTIONS

     Any provisions of this Agreement that require or contemplate performance after termination are enforceable against each party notwithstanding termination. These provisions include but are not limited to Sections 13, 14, 15, 16(b), 18, 19 and 20.

19.  NON-SOLICITATION OF EMPLOYEES

     During the term of this Agreement and for a period of one year thereafter, both parties agree not to hire or allow its respective affiliates to hire any employee of the other party, or any person who was an employee of the other party during the previous six months and who was directly involved in the provision of services under this Agreement.

20.  GENERAL MATTERS

     (a)    Time shall be of the essence with respect to all matters under this Agreement.

     (b)    All notices required or permitted to be given under this Agreement shall be given in writing and may be sent by personal delivery or facsimile transmission addressed to the recipient at the addresses shown below (or such other address as may be designated by notice in accordance with this Agreement):

                                                                         PAGE 10

           Garman:           GARMAN ROUTING SYSTEMS, INC                              #1 - 502 45th Street West                              Saskatoon, SK   S7L 6H2

           Sparkling:        SPARKLING SPRING WATER GROUP LIMITED                              19 Fielding Avenue                              Dartmouth, NS   B3B 1C9

Any notice sent by personal delivery shall be deemed to be given on the day of its delivery provided it is received during regular business hours on a business day, and if it is not received as such then it shall be deemed to be given on the next business day. Any notices sent by facsimile transmission shall be deemed to be given on the day of transmission if received during regular business hours on a business day, and if it is not received as such then it shall be deemed to be given on the next business day.

     (c)    Unless otherwise permitted by this Agreement, no waiver of any part of this Agreement shall be binding unless executed in writing by both parties. No waiver of any part of this Agreement shall constitute a waiver of any other part or a continuing waiver unless otherwise agreed to in writing by both parties.

     (d)    Neither party may assign this Agreement or any rights and obligations under this Agreement to any third party without the written consent of the other party.

     (e)    The parties are acting as independent contractors under this Agreement and not as agents or representatives of the other and not as partners or joint ventures. Neither party shall enter into any agreement or commitment on behalf of the other without the written consent of the other.

     (f)    If either party is delayed or prevented from exercising its obligations or making deliveries in accordance with this Agreement due to circumstances beyond the reasonable control of that party including without limitation, strikes, lockouts, labor disputes, fire, explosion, act of god or other similar causes, then such failure to meet obligations or make deliveries shall not be a breach of this Agreement.

     (g)    Each of the provisions contained in this Agreement is distinct and severable. If one or more of the provisions of this Agreement is found to be illegal or unenforceable, this Agreement shall not be rendered inoperative or invalid but the remaining provisions shall continue in full force and effect.

     (h)    This Agreement shall be governed by the laws of Nova Scotia and the laws of Canada applicable in Nova Scotia. All disputes under this Agreement shall be subject to the non-exclusive jurisdiction of the courts of Nova Scotia.

     (i)    All paragraph headings contained in this Agreement are for convenience only and shall not affect the interpretation of this Agreement.

                                                                         PAGE 11

     (j)    This Agreement constitutes the entire Agreement between the parties with respect to its subject matter, and this Agreement supersedes all prior understandings, representations, negotiations and communications between the parties, oral and written.

         Dated the ____ day of May, 2000.

                                        GARMAN ROUTING SYSTEMS, INC.

                                        Per: ___________________________________

                                        SPARKLING SPRING WATER GROUP LIMITED





                                        Per: ___________________________________

                                                                         PAGE 12 
Question: Highlight the parts (if any) of this contract related to Warranty Duration that should be reviewed by a lawyer. Details: What is the duration of any  warranty against defects or errors in technology, products, or services  provided under the contract?
7263

EXHIBIT 10.17

                        TRANSPORTATION SERVICE AGREEMENT                          UNDER RATE SCHEDULE FTS OR ITS

         THIS AGREEMENT (Agreement), entered into on May 20, 1992, is between Arkansas Western Pipeline Company (Transporter), an Arkansas corporation, and Associated Natural Gas Company, a division of Arkansas Western Gas Company, (Shipper);

                                  WITNESSETH:

         WHEREAS, Shipper has requested natural gas for that Transporter transport Shipper; and

         WHEREAS, Transporter has agreed to provide such transportation for Shipper subject to the terms and conditions set forth in this Agreement.

         NOW, THEREFORE, in consideration of the promises and the mutual covenants herein contained, the parties agree as follows:

                                   ARTICLE I

                                  DEFINITIONS

         1.1      Maximum Daily Delivery Obligation (MDDO) means the maximum                   daily quantity of natural gas, expressed in Dekatherms (Dth),                   that Transporter is obligated to deliver from time to time at                   the Point(s) of Delivery specified in Exhibit B to the                   executed Agreement.

         1.2      Maximum Daily Quantity (MDQ)  means the maximum daily                   quantity of natural gas, expressed* in Dth's, that Transporter                   is obligated under the executed Agreement to transport on                   behalf of' Shipper, which shall be 23,000 Dth.

         1.3      Equivalent Quantity means the quantity, expressed in Dth's,                   delivered to Shipper by Transporter at the Point(s) of                   Delivery. Such quantity is equal to the quantity of gas                   received from Shipper at the Point(s) of Receipt less Fuel                   Usage and Applicable Shrinkage.

         1.4      Fuel Usage and Applicable Shrinkage means the quantity of                   natural gas retained by Transporter for fuel usage, leakage,                   blow-down, minor line pack fluctuations, and lost and                   unaccounted for natural gas.

                                   ARTICLE II

                       NATURAL GAS TRANSPORTATION SERVICE

         2.1      Beginning on the date on which deliveries of natural gas are                   commenced hereunder, and thereafter for the remaining term of                   this Agreement, Shipper agrees to tender gas to Transporter at                   the Point(s) of Receipt, and Transporter agrees to transport                   and redeliver and Shipper agrees to accept delivery of the                   Equivalent Quantities of gas at the Point(s) of Delivery, all     &bbsp;             in accordance with the terms of this Agreement.

         2.2      Transportation service rendered hereunder shall be                   firm/interruptible service as described in Section 2 of                   Transporter's X Rate Schedule FTS _____ Rate Schedule ITS.

                                  ARTICLE III

                              POINT(S) OF RECEIPT

         The Point(s) of Receipt at which Transporter shall receive gas for          transportation under this Agreement shall be specified in Exhibit A to          this Agreement.

                                   ARTICLE IV

                              POINT(S) OF DELIVERY

         The Point(s) of Delivery at which Transporter shall redeliver to          Shipper or for the account of Shipper an Equivalent Quantity of gas for          transportation under this Agreement shall be specified in Exhibit B to          this Agreement. Notwithstanding the MDDO at each Point of Delivery,          Shipper shall not nominate a total quantity of natural gas at all          Points of Delivery that exceeds the MDQ set forth in this Agreement.

                                   ARTICLE V

                               TERM OF AGREEMENT

         5.1      Subject to the General Terms and Conditions of Transporter's                   FERC Gas Tariff and Rate Schedule FTS/ITS, this Agreement                   shall be effective as of the date of physical completion of                   and initial deliveries on Transporter's pipeline and shall                   continue for a primary term of ten years. Thereafter, this





                  Agreement shall be effective month to month, until terminated                   by Transporter or Shipper upon the following written notice to                   the other specifying a termination date: sixty (60) days for

                  interruptible transportation under Rate Schedule ITS and 180                   days for firm transportation under Rate Schedule FTS.

         5.2      Any portions of this Agreement necessary to balance receipts                   and deliveries under this Agreement as required by the FTS/ITS                   Rate Schedule, shall survive the other parts of this Agreement                   until such time as such balancing has been accomplished.

                                   ARTICLE VI

                           RATE SCHEDULE AND CHARGES

         6.1      Shipper shall pay Transporter for the service hereunder an                   amount determined in accordance with Transporter's FTS/ITS                   Rate Schedule, and the General Terms and Conditions of                   Transporter's FERC Gas Tariff, all as may be revised from time                   to time. Such FTS/ITS Rate Schedule and General Terms and                   Conditions are incorporated by reference and made a part                   hereof.

         6.2      Transporter may seek authorization from the FERC and/or other                   appropriate body to change any rate(s) and/or term(s) set                   forth herein or in the FTS or ITS Rate Schedule. Nothing                   herein shall be construed to deny Shipper any rights it may                   have under the Natural Gas Act or the Natural Gas Policy Act                   including the right to participate fully in rate proceedings                   by intervention or otherwise to contest increased rates in                   whole or in part.

                                  ARTICLE VII

                             REDUCTION IN CAPACITY

         For firm transportation only, if Transporter's capacity is reduced for          any reason and a reduction of the quantity of gas being transported          hereunder is required, Shipper's MDQ shall be reduced pro rata with the          MDQ's of the other firm Shippers during the period of such capacity          reduction.

                                  ARTICLE VIII

                                  MISCELLANEOUS

         8.1      Amendment. This Agreement shall only be amended, varied or                   modified by an instrument in writing executed by Transporter                   and Shipper. Such amendment will be effective upon compliance                   with Article VIII herein.

         8.2      Applicable Law. This Agreement and the rights and duties of                   Transporter and Shipper hereunder shall be governed by and                   interpreted in accordance with the laws of the State of                   Arkansas, without recourse to the law governing conflict of                   laws.

         8.3      Waiver. No waiver by either Transporter or Shipper of any                   default by the other in the performance of any provision,                   condition or requirement herein shall be deemed a waiver of,                   or in any manner a release from, performance of any other                   provision, condition or requirement herein, nor deemed to be a                   waiver of, or in any manner a release from, future performance                   of the same provision, condition or requirement; nor shall any                   delay or omission by Transporter or Shipper to exercise any                   right hereunder impair the exercise of any such right or any                   like right accruing to it thereafter.

         8.4      Headings. The headings of each of the various sections in this                   Agreement are included for convenience of reference only and                   shall have no effect on, nor be deemed part of the text of,                   this Agreement.

         8.5      Further Assurances. Transporter and Shipper shall execute and                   deliver all instruments and documents and shall do all acts                   necessary to effectuate this Agreement.

         8.6      Entire Agreement. This Agreement constitutes the entire                   agreement between Transporter and Shipper concerning the                   subject matter hereof and supersedes all prior understandings                   and written and oral agreements relative to said matter.

         8.7      Cancellation of Prior Agreement(s). This Agreement, upon its                   effective date, supersedes and cancels any and all other                   agreements between Transporter and Shipper relating to the                   transportation of gas by Transporter for Shipper.

                                   ARTICLE IX

                                    NOTICES





         All notices, requests, statements or other communications provided for          under this Agreement shall be in writing and shall be given by personal          delivery or by United States mail, postage prepaid, and addressed as          follows:

         If to Shipper:

         Arkansas Western Gas Company          1001 Sain Street          P. 0. Box 1288          Fayetteville, AR 72702-1288

         If to Transporter:

         Arkansas Western Pipeline Company          1083 Sain Street          P. O. Box 1408          Fayetteville, AR 72702-1408          Attn: Manager of Transportation Services

         All written notices, requests, statements or other communications shall          be sufficiently given if mailed postage prepaid by registered,          certified, or regular mail and shall be deemed to have been duly          delivered on the third business day following the date on which same          was deposited in the United States mail, addressed in accordance with          this Article VIII. Either Shipper or Transporter may designate a          different address to which notices, requests, statements, payments or          other communications shall be sent upon proper notice as set forth in          this Article VIII.

              IN WITNESS WHEREOF, Transporter and Shipper have caused this Agreement to be duly executed by their duly authorized officers in two (2) original counterparts as of May 20, 1992.

                                      TRANSPORTER

                                      ARKANSAS WESTERN PIPELINE COMPANY                                       an Arkansas Corporation

                                      By /s/ [ILLEGIBLE]                                          ---------------------------------------                                          President

WITNESS: /s/ [ILLEGIBLE]          ------------------------

                                      SHIPPER

                                      ASSOCIATED NATURAL GAS COMPANY,                                       a division of Arkansas Western Company Gas                                       Company

                                      By /s/ [ILLEGIBLE]                                          ---------------------------------------

WITNESS:          ------------------------

                                    EXHIBIT A                                        TO                         TRANSPORTATION SERVICE AGREEMENT                                DATED MAY 20, 1992                      BETWEEN ASSOCIATED NATURAL GAS COMPANY                       AND ARKANSAS WESTERN PIPELINE COMPANY

                                                                              Pressure Psig                                Meter                                   MDQ    -------------      Receipt Point             Number     SEC-TWN-RNG   County   ST   Dth/d    Max     Min      -------------             -------    -----------   ------   --   ------  -----   -----                                                                1.   NOARK Pipeline System     Pending     31-19N-9E     Clay    AR   23,000   685     550

SHIPPER:                                TRANSPORTER: ASSOCIATED NATURAL GAS COMPANY          ARKANSAS WESTERN PIPELINE COMPANY

By: /s/ [ILLEGIBLE]                     By: /s/ [ILLEGIBLE]     --------------------------              -----------------------------





                                    EXHIBIT B                                        TO                         TRANSPORTATION SERVICE AGREEMENT                                DATED MAY 20, 1992                      BETWEEN ASSOCIATED NATURAL GAS COMPANY                       AND ARKANSAS WESTERN PIPELINE COMPANY

                                                                               Pressure Psig                                Meter                                   MDDO    -------------      Delivery Point            Number     SEC-TWN-RNG   County    ST   Dth/d    Max     Min      --------------            -------    -----------   -------   --   ------  -----   -----                                                                 1.   Associated Natural Gas    Pending    28-19N-10E    Dunklin   mo   23,000   500     400

SHIPPER:                                TRANSPORTER: ASSOCIATED NATURAL GAS COMPANY          ARKANSAS WESTERN PIPELINE COMPANY

By: /s/ [ILLEGIBLE]                     By: /s/ [ILLEGIBLE]     --------------------------              -----------------------------     President

                                   SCHEDULE 2

              CONTRACTS BIFURCATED OR PARTIALLY ASSIGNED TO ATMOS

Contract                               Quantity Assigned        Expiration --------                               -----------------        ---------- Transportation & Storage:                                                            AWP FT dated 5/20/92                    13,370 MMBtu/d          07/31/2003 Ozark FT #Z2001 @ AWP                   13,370 MMBtu/d          10/31/2002 Ozark FT #Z2001 @ NGPL                   .2000 MMBtu/d          10/31/2002 TETCO CDS (FT) #800204                   9,826 MMBtu/d          10/31/2012 TETCO SSI #400184                       11,303 DTH/d W/D        04/30/2012                                         .3,876 DTH/d Inj.       04/30/2012 Supply: SEECO Finn Sales dated 10/1/90          15,370 MMBtu/d          09/30/2000

              FORM OF NOTICE OF PERMANENT RELEASE OF FIRM CAPACITY                         AND CONSENT TO PARTIAL ASSIGNMENT

A.       Associated Natural Gas Company, a division of Arkansas Western Gas          Company (Releasing Shipper) is a firm Shipper that is party to an          executed and valid Service Agreement with Arkansas Western Pipeline          Company under Rate Schedule FTS (Transporter). Releasing Shipper          proposes to release capacity as set forth below, and in accordance with          the applicable provisions of Transporter's FERC Gas Tariff. Upon the          satisfaction of all conditions applicable to the proposed release          transaction, including all applicable provisions of Section 14 of the          General Terms and Conditions of Transporter's FERC Gas Tariff,          Releasing Shipper will consent to a partial and permanent assignment of          capacity on Transporter's system. Subject to the satisfaction of such          conditions by the Releasing Shipper and the Replacement Shipper,          Transporter will consent to this partial and permanent assignment of          capacity on its system, and will waive the requirement under Section          14.7 of the General Terms and Conditions of Transporter's FERC Gas          Tariff, providing that Releasing Shipper shall remain the guarantor of          payment to Transporter of all demand charges arising under its Service          Agreement with Transporter for such assigned capacity.

B.       Rate Schedule and contract number pursuant to which capacity is          released, Contract Number: FTS - 0 1

C.       Quantity of capacity to be released: Max 13,370 Dfli/Day,                                Min 13,370 DthDay.

D.       (i) Minimum transportation rate acceptable to Releasing Shipper (if          none, write none; includes commodity component):

         Tariff Rate

         (ii) Bid Requirements:

              (a) _X_ Reservation, __Volumetric

                  or ___ Volumetric with ___ volume commitment

              (b) __ Dollar/Cents or __ Percentage

E.       Receipt Points and Delivery Points (designate primary and/or          secondary):

         Receipt Point: Ozark/AWP Interconnect Meter 00010





         Delivery Point: AWP/ANG Interconnect Meter 00020 MDQ @ 13,370          MMBtu/d.

F.       Bid Evaluation Methodology: i) highest rate, net revenue or present          value

         ii).     If Releasing Shipper chooses to provide weighting factors in                   accordance with Section 14.9 of the General Terms and                   Conditions of Transporter's FERC Gas Tariff, weighting factors                   are as follows: Please provide a range for each factor between                   0 - 1,000. The numbers need not add up to 1,000.

                  _________________ Volume (0 - 1,000)

                  Max Rate ___________________ -1 Rate (0 - 1,000)

G.       i).      Designated Replacement Shipper (if none, write none):

                  United Cities Gas Company a, division of Atmos Energy                   Corporation.

         ii).     Terms and conditions agreed to between Releasing Shipper and                   Designated Replacement Shipper:

                               _________ Demand Rate (MMBtu)

                               13,370 Volume MMBtu/Day

         iii)     Releasing Shipper and Designated Replacement Shipper                   understand Designated Replacement Shipper may not receive the                   released capacity if it fails to match any best bid submitted                   by another potential Shipper as provided in Transporter's FERC                   Gas Tariff.

H.       Other terms and conditions (if none, write none): _________________

This is a maximum tariff rate, permanent assignment of capacity, not subject to bid.

     Date                         Releasing Shipper: Associated Natural Gas Co.                                    Charles V. Stevens, Sr. Vice President

                                     ANY, a division of Atmos Energy Corporation

                                   UNITED CITIES GAS

                                   BY: /s/ [ILLEGIBLE]                                        -----------------------------------------                                        Replacement Shipper*

 -May 24, 2000

     Date

     Date                                         Transporter:

                       ARKANSAS WESTERN PIPELINE COMPANY

To be executed, prior to posting by Transporter, by Replacement Shipper only if Replacement Shipper has been designated by Releasing Shipper in G(i) above.

                      BID ON PERMANENTLY RELEASED CAPACITY                       ON ARKANSAS WESTERN PIPELINE COMPANY

A.       United Cities Gas Company a, division of Atmos Energy Corporation          (Bidder) hereby bids on released capacity (Capacity) on the system          of Arkansas Western Pipeline Company (Transporter). This bid will          remain open until Transporter selects a winning bidder, or notice of          withdrawal is received by Transporter.

B.       The Capacity was released by Associated Natural Gas Company, a division          of Arkansas Western Gas Company.

         (FTS - 01) under Transporter's Rate Schedule FTS,

C.       The transportation rate bid is Maximum Tariff Rate per Dth, not          including commodity charge, fuel, or other applicable fees.

D.       The quantity of Capacity bid for is 13,370 Dth/Day

E.       The term of the Capacity bid for is (Permanent Assignment through          original contract term) Months/Years, beginning June 1, 2000 and ending          at the expiration date of contract FTS - 01.

F.       Receipt and Delivery points (designate primary and/or secondary)

         Receipt Point: Ozark/AWP Interconnect Meter 000 10

         Delivery Point: AWP/ANG Interconnect Meter 00020 MDQ @ 13,370          MMBtu/d.





G.       Other information requested by the Releasing Shipper

         This is a maximum tariff rate, permanent assignment of capacity, not          subject to bid.

H.       Bidder agrees to comply with all terms and conditions of Transporter's          FERC Gas Tariff.

I.       If selected by Transporter as the winning bidder, Bidder will          immediately execute the partial assignment form set forth below.

i        Bidder acknowledges that it has the full authority to make this bid and          bind itself and its agents and/or principals to this bid.

                           UNITED CITIES GAS COMPANY, a division of May 24, 2000

Atmos Energy Corporation ------------------------   -----------------------------------------------------

Date                                             BIDDER

                           By: /s/ GORDON J. ROY

                               Gordon J. Roy                                Vice President

                         PARTIAL ASSIGNMENT OF CAPACITY                       ON ARKANSAS WESTERN PIPELINE COMPANY

A.       United Cities Gas Company a, division of Atmos Energy Corporation          (Replacement Shipper) has submitted the winning bid for firm capacity          on the system of Arkansas Western Pipeline Company (Transporter) for          capacity released by Associated Natural Gas Company, a division of          Arkansas Western Gas Company (Releasing Shipper), and understands          that its bid of (date) June 1, 2000 has been accepted by Transporter.

B.       Replacement Shipper has read and understands the terms and conditions          under which the Releasing Shipper has permanently released such          capacity on Transporter and hereby contracts for such capacity, in          accordance with its bid, subject to terms and conditions set forth on          Transporter's FERC Gas Tariff and the Service Agreement between the          Releasing Shipper and Transporter (copy of bid and release notice          attached). Replacement Shipper adopts such Service Agreement for the          assigned capacity, and from and after the effective date of the          referenced release shall be fully liable to Transporter for all demand          charges, volumetric charges, surcharges, and other charges arising          under the terms of the Service Agreement with Transporter for such          assigned capacity from and after that effective date.

C.       Releasing Shipper hereby makes a partial assignment of its rights and          obligations under contract number FTS - 01 in accordance with the          attached bid and release notice. This assignment is made in accordance          with Transporter's FERC Gas Tariff.

                               Releasing Shipper: Associated Natural Gas Co.                              Charles V. Stevens, Sr. Vice President                              UNITED GAS a division of Atmos Energy Corporation

                             BY:                                         CITIES COMPANY

                               /s/ GORDON J. ROY                                -------------------------------------------------                                Replacement Shipper Gordon J. Roy, Vice President

                             Transporter:

                             Arkansas Western Pipeline Company 
Question: Highlight the parts (if any) of this contract related to Post-Termination Services that should be reviewed by a lawyer. Details: Is a party subject to obligations after the termination or expiration of a contract, including any post-termination transition, payment, transfer of IP, wind-down, last-buy, or similar commitments?
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EXHIBIT 4.25 INFORMATION IN THIS EXHIBIT IDENTIFIED BY [ * * * ] IS CONFIDENTIAL AND HAS BEEN EXCLUDED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. SERVICES AGREEMENT This Services Agreement (this Agreement) is entered into on October 1, 2019 and is made effective as of November 1, 2019 (the Effective Date), by and between [ * * * ] (the Provider), and TELCOSTAR PTE, LTD., a company organized and existing under the laws of Singapore and Ability Computer & Software Industries Ltd, a company organized and existing under the laws of the State of Israel (each and both of them Recipient). Each of the foregoing parties is referred to herein as a Party and together as the Parties. RECITALS A. Recipient wishes to engage the Provider to provide certain services and resources (the Services) and Provider desires to provide Recipient with the Services all in accordance with the terms and conditions set forth herein. AGREEMENT The Parties hereby agree as follows: 1. Services. 1.1 Provision of Services. (a) Provider agrees to provide the Services set forth on the Exhibit A attached hereto (as such Exhibit may be amended or supplemented pursuant to the terms of this Agreement, the Exhibit) to Recipient for the respective periods and on the other terms and conditions set forth in this Agreement and in the Exhibit. Notwithstanding the contents of the Exhibit, Provider agrees to respond in good faith to any reasonable request by Recipient for access to any additional services and resources that are necessary for the operation of the Recipient and which are not currently contemplated in the Exhibit, at a price to be agreed upon after good faith negotiations between the Parties. Any such additional services and resources so provided by Provider shall constitute Services under this Agreement and be subject in all respect to the provisions of this Agreement as if fully set forth on the Exhibit as of the date hereof. (b) Recipient may freely assign its rights under this Agreement to receive the Services to any of its affiliates. 1.2 Standard of Service. (a) Provider represents, warrants and agrees that the Services shall be provided in good faith, in accordance with applicable law and in a manner generally consistent with the historical provision of the Services and with the same standard of care as historically provided. (b) Provider shall maintain complete and accurate records relating to the provision of the Services under this Agreement, in such form as Recipient shall approve.





(c) Provider shall use its best efforts to provide for employees or contractors to perform the Services, each of whose names, positions, and respective levels of experience and relevant licenses shall be set out in Exhibit A attached hereto (collectively, the Provider Representatives). Provider may not make any change in the Provider Representatives without the prior consent of the Recipient. Provider Representatives shall be dedicated to solely providing the Services to Recipient and shall not provide any such services or resources to Provider or any other customer of Provider. (d) Recipient acknowledges that this Agreement does not create a fiduciary relationship, partnership, joint venture or relationships of trust or agency between the Parties and that all Services are provided by Provider as an independent contractor. (e) Notwithstanding anything to the contrary in this Section 1.2: (a) in the event that Provider uses any subcontractors to perform any Services, Provider is not released from responsibility for its obligations under this Agreement; (b) Provider shall remain fully responsible, financially and otherwise, for the Services provided by each subcontractor to the same extent as if Provider had performed the Services itself (subject to the limitations set forth in this Agreement) and agrees to pay the fees and expenses of any such subcontractor; (c) Provider shall remain ultimately responsible for ensuring that the Services are provided and any such subcontractor performs any such obligations in accordance with the terms of this Agreement, and (d) the obligations with respect to the nature, quality and standards of care set forth in Section 1.2 are satisfied with respect to any Service provided by any subcontractor. (f) Provider shall at all times during the term of this Agreement maintain, or cause to be maintained, the computer software and computer hardware that is used in connection with the Services with substantially the same degree of care, skill and diligence with which Provider maintains, or causes to be maintained, as of the Effective Date, such computer software and computer hardware for itself, consistent with past practices, as of the Effective Date, including without limitation, with respect to type, quality and timeliness of such maintenance. 1.3 Additional Services. Nothing in this Agreement shall be construed to prevent the Recipient from itself performing or from acquiring services from other providers that are similar to or identical to the Services. 1.4 Intellectual Property. (a) Recipient shall own, and Provider hereby irrevocably assigns to the Recipient, all rights, title, and interest in any invention, technique, process, device, discovery, improvement, or know-how, whether patentable or not and all other proprietary rights, industrial rights and any other similar rights, in each case on a worldwide basis, and all copies and tangible embodiments thereof, or any part thereof, in whatever form or medium hereafter made or conceived solely or jointly by Provider while working for or on behalf of the Recipient, which relate to, is suggested by, or results from the Services. (b) At Recipient's request, Provider shall disclose any such invention, technique, process, device, discovery, improvement, or know-how promptly to Recipient. Provider shall, upon request of Recipient, promptly execute a specific assignment of title to Recipient, and do anything else reasonably necessary to enable Recipient to secure for itself, patent, trade secret, or any other proprietary rights.

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(c) All writings or works of authorship, including, without limitation, program codes or documentation, produced or authored by Provider in the course of performing services for the Recipient, together with any associated copyrights, are works made for hire and the exclusive property of the Recipient. To the extent that any writings or works of authorship may not, by operation of law, be works made for hire, this Agreement shall constitute an irrevocable assignment by Provider to the Recipient of the ownership of and all rights of copyright in, such items, and the Recipient shall have the right to obtain and hold in its own name, rights of copyright, copyright registrations, and similar protections which may be available in the works. Provider shall give the Recipient or its designees all assistance reasonably required to perfect such rights. 2. Compensation. 2.1 Responsibility for Wages and Fees. For such time as any employees of Provider are providing the Services to Recipient under this Agreement, (a) such employees will remain employees of Provider and shall not be deemed to be employees of Recipient for any purpose, and (b) Provider shall be solely responsible for the payment and provision of all wages, bonuses and commissions, employee benefits, including severance and worker's compensation, and the withholding and payment of applicable taxes relating to such employment. 2.2 Terms of Payment and Related Matters. (a) As consideration for provision of the Services following the Effective Date, Recipient shall pay Provider an amount equal to Provider's actual cost of providing the Services plus a 10% service fee. In addition to such amount, in the event that Provider incurs reasonable and documented out-of-pocket expenses in the provision of any Service, including, without limitation, license fees and payments to third-party service providers or subcontractors (such included expenses, collectively, Out-of-Pocket Costs), Recipient shall reimburse Provider for all such Out-of-Pocket Costs. (b) (i) Provider shall provide Recipient with monthly invoices (Invoices), which shall set forth in reasonable detail, with such supporting documentation as Recipient may reasonably request with respect to Out-of-Pocket Costs, amounts payable under this Agreement, and (ii) payments pursuant to this Agreement shall be made within fifteen (15) days after the date of receipt of an Invoice by Recipient from Provider. (c) Provider shall allow the Recipient to use [ * * * ] at no cost, until December 31, 2021. 2.3 Invoice Disputes. In the event of an Invoice dispute, Recipient shall deliver a written statement to Provider prior to the date payment is due on the disputed Invoice listing all disputed items and providing a reasonably detailed description of each disputed item. Amounts not so disputed shall be deemed accepted and shall be paid, notwithstanding disputes on other items. The Parties shall seek to resolve all such disputes expeditiously and in good faith. Provider shall continue performing the Services in accordance with this Agreement pending resolution of any dispute.

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2.4 No Right of Setoff. Each of the Parties hereby acknowledges that it shall have no right under this Agreement to offset any amounts owed (or to become due and owing) to the other Party, whether under this Agreement, the Purchase Agreement or otherwise, against any other amount owed (or to become due and owing) to it by the other Party. 3. Termination. 3.1 Termination of Agreement. This Agreement be deemed effective as of the Effective Date, Agreement and shall terminate on December 31, 2020, unless terminated earlier in accordance with Section 3.2. 3.2 Each of the Recipient and the Provider may, in their sole discretion, terminate this Agreement in whole or in part, at any time without cause, and without liability except, in the case of the Recipient, for required payment for services rendered and reimbursement for authorized expenses incurred, by providing at least 90 (ninety) days' prior written notice to the other party (such date, the Services Termination Date). 3.3 Breach. Any Party (the Non-Breaching Party) may terminate this Agreement with respect to any Service, in whole but not in part, at any time upon prior written notice to the other Party (the Breaching Party), if the Breaching Party has failed (other than pursuant to Section 3.6) to perform any of its material obligations under this Agreement relating to such Service, and such failure shall have continued without cure for a period of 30 days after receipt by the Breaching Party of a written notice of such failure from the Non-Breaching Party seeking to terminate such service. For the avoidance of doubt, non-payment by Recipient for a Service provided by Provider in accordance with this Agreement and not the subject of a good-faith dispute shall be deemed a breach for purposes of this Section 3.3. 3.4 Insolvency. In the event that either Party hereto shall (a) file a petition in bankruptcy, (b) become or be declared insolvent, or become the subject of any proceedings (not dismissed within sixty (60) days) related to its liquidation, insolvency or the appointment of a receiver, (c) make an assignment on behalf of all or substantially all of its creditors, or (d) take any corporate action for its winding up or dissolution, then the other party shall have the right to terminate this Agreement by providing written notice in accordance with Section 6.6. 3.5 Effect of Termination. Upon termination of this Agreement in its entirety pursuant to Section 3.1, all obligations of the Parties hereto shall terminate, except for the provisions of Section 2.2, and the entirety of Sections 4, 5 and 6, which shall survive any termination or expiration of this Agreement. 3.6 Upon expiration or termination of this Agreement for any reason, Provider shall promptly: (a) Deliver to Recipient all documents, work product, and other materials, whether or not complete, prepared by or on behalf of Provider in the course of performing the Services for which Recipient has paid. (b) Return to Recipient all Recipient -owned property, equipment, or materials in its possession or control.

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(c) Remove any Provider-owned property, equipment, or materials located at Recipient's locations. (d) Deliver to Recipient, all documents and tangible materials (and any copies) containing, reflecting, incorporating, or based on Recipient's Confidential Information. (e) On a pro rata basis, repay all fees and expenses paid in advance for any Services which have not been provided. (f) Permanently erase all of Recipient's Confidential Information from its computer systems. (g) Certify in writing to Recipient that it has complied with the requirements of this Section 3.6 3.7 Force Majeure. If Provider is prevented from or delayed in complying, either totally or in part, with any of the terms or provisions of this Agreement by reason of fire, flood, storm, strike, lockout or other labor trouble or shortage, delays by unaffiliated suppliers or carriers, shortages of fuel, power, raw materials or components, any law, order, proclamation, regulation, ordinance, demand, seizure or requirement of any governmental authority, riot, civil commotion, war, rebellion, acts of terrorism, nuclear accident or other causes beyond the reasonable control of Provider, or acts, omissions, or delays in acting by any governmental or military authority or Recipient (each, a Force Majeure), then upon written notice to Recipient, the Services affected by the Force Majeure (the Affected Services) and/or other requirements of this Agreement will be suspended during the period of such Force Majeure and Provider will have no liability to Recipient or any other party in connection with such Affected Services. If the Force Majeure in question prevails for a continuous period in excess of three months after the date on which the Force Majeure begins, Provider shall be entitled to give notice to Recipient to terminate the Affected Services. The notice to terminate must specify the termination date, which must be not less than ten (10) days after the date on which the notice to terminate is given. Once a notice to terminate has been validly given, the Affected Services will terminate on the termination date set out in the notice. Neither Party shall have any liability to the other in respect of termination of the Affected Services due to Force Majeure, but rights and liabilities which have accrued prior to termination shall subsist.

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4. Confidentiality. 4.1 Confidentiality. During the term of this Agreement and thereafter, the Parties hereto shall, and shall instruct their respective representatives to, maintain in confidence and not disclose the other Party's financial, technical, sales, marketing, development, personnel, and other information, records, or data, including, without limitation, customer lists, supplier lists, trade secrets, designs, product formulations, product specifications or any other proprietary or confidential information, however recorded or preserved, whether written or oral (any such information, Confidential Information). Each Party hereto shall use the same degree of care, but no less than reasonable care, to protect the other Party's Confidential Information as it uses to protect its own Confidential Information of like nature. Unless otherwise authorized in any other agreement between the Parties, any Party receiving any Confidential Information of the other Party (the Receiving Party) may use Confidential Information only for the purposes of fulfilling its obligations under this Agreement (the Permitted Purpose). Any Receiving Party may disclose such Confidential Information only to its representatives who have a need to know such information for the Permitted Purpose and who have been advised of the terms of this Section 4.1 and the Receiving Party shall be liable for any breach of these confidentiality provisions by such Persons; provided, however, that any Receiving Party may disclose such Confidential Information to the extent such Confidential Information is required to be disclosed by law, in which case the Receiving Party shall promptly notify, to the extent possible, the disclosing party (the Disclosing Party), and take reasonable steps to assist in contesting such disclosure requirement or in protecting the Disclosing Party's rights prior to disclosure, and in which case the Receiving Party shall only disclose such Confidential Information that it is advised by its counsel in writing that it is legally bound to disclose. Notwithstanding the foregoing, Confidential Information shall not include any information that the Receiving Party can demonstrate: (a) was publicly known at the time of disclosure to it, or has become publicly known through no act of the Receiving Party or its representatives in breach of this Section 4.1, (b) was rightfully received from a third party without a duty of confidentiality, or (c) was developed by it independently without any reliance on the Confidential Information. 4.2 Return of Confidential Information. Upon demand by the Disclosing Party at any time, or upon expiration or termination of this Agreement with respect to any Service, the Receiving Party agrees promptly to return or destroy, at the Disclosing Party's option, all Confidential Information received in connection with this Agreement. If such Confidential Information is destroyed, an authorized officer of the Receiving Party shall certify to such destruction in writing. 5. Indemnification. 5.1 Indemnification. Provider shall indemnify, defend, and hold harmless Recipient and its officers, directors, employees, agents, affiliates, successors, and permitted assigns (collectively, Indemnified Party) against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys' fees, fees and the costs of enforcing any right to indemnification under this Agreement, and the cost of pursuing any insurance providers, incurred by Indemnified Party or awarded against Indemnified Party (collectively, Losses), relating to/arising out of or resulting from any claim of a third party or Recipient arising out of or occurring in connection with Provider's negligence, willful misconduct, or breach of this Agreement. Provider shall not enter into any settlement without Recipient's or Indemnified Party's prior written consent. 6. Miscellaneous. 6.1 Entire Agreement. This Agreement, the Purchase Agreement and the documents referred to herein and therein constitute the entire agreement among the Parties and supersedes any prior understandings, agreements, or representations by or among the Parties, written or oral, to the extent they relate in any way to the subject matter hereof.

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6.2 Succession and Assignment. This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. Provider may not assign, delegate or otherwise transfer either this Agreement or any of its rights, interests, or obligations hereunder without the prior written approval of Recipient. 6.3 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument. Counterparts may be delivered via facsimile and electronic mail (including portable document format (PDF) or any electronic signature complying with the U.S. federal ESIGN Act of 2000, e.g., www.docusign.com). 6.4 Titles and Headings. Titles and section headings contained in this Agreement are inserted for convenience only and shall not affect in any way the meaning or interpretation of this Agreement. 7. Notices. All notices, requests, consents, claims, demands, waivers and other communications hereunder shall be in writing and shall be deemed to have been given (a) when delivered by hand (with written confirmation of receipt); (b) when received by the addressee if sent by a nationally recognized overnight courier (receipt requested); (c) on the date sent by facsimile or e-mail of a PDF document (with confirmation of transmission) if sent during normal business hours of the recipient, and on the next Business Day if sent after normal business hours of the recipient or (d) on the third day after the date mailed, by certified or registered mail, return receipt requested, postage prepaid. Such communications must be sent to the respective parties at the following addresses (or at such other address for a party as shall be specified in a notice given in accordance with this Section 7: If to Provider: [ * * * ] With a copy to: N/A If to Recipient: TELCOSTAR PTE. LTD 6 Eu Tong Sen Street Tel Aviv, Israel, 6770007 #10-15 The Central Singapore 059817 Email: avi@ability.co.il Attention: Avi Levin With a copy to: McDermott Will & Emery LLP 340 Madison Avenue New York, NY 10173-1922 Telephone: (212) 547-5541 Facsimile: (212) 547-5444 EMAIL: GEMMANUEL@MWE.COM Attention: Gary Emmanuel

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Any Party may change the address to which notices, requests, demands, claims, and other communications hereunder are to be delivered by giving the other Parties notice in the manner herein set forth. 7.1 Further Assurances. The Parties agree (a) to furnish upon request to each other such further information, (b) to execute and deliver to each other such other documents, and (c) to do such other acts and things, all as the other party may reasonably request for the purpose of carrying out the intent of this Agreement and the documents referred to in this Agreement. 7.2 Governing Law. This Agreement and any claim, controversy or dispute arising out of or related to this Agreement, any of the transactions contemplated hereby and/or the interpretation and enforcement of the rights and duties of the Parties, whether arising in contract, tort, equity or otherwise, shall be governed by and construed in accordance with the domestic laws of the State of Israel (including in respect of the statute of limitations or other limitations period applicable to any such claim, controversy or dispute), without giving effect to any choice or conflict of law provision or rule (whether of the State of Israel or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Israel. 7.3 Consent to Jurisdiction. The Parties hereby irrevocably submit any disputes under this Agreement to the exclusive jurisdiction of the courts located in Tel-Aviv, Israel, provided however, that Recipient shall be entitled to seek an injunction or other appropriate remedy against Provider in the country in which Provider has acted in breach of the terms hereof. 7.4 Specific Performance. The Parties hereby agree that, in the event of breach of this Agreement, damages would be difficult, if not impossible, to ascertain and that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. Accordingly, it is hereby agreed that the Parties shall be entitled to seek an injunction or other equitable relief in any court of competent jurisdiction to enjoin any such breach and enforce specifically the terms and provisions hereof, this being in addition to any other remedy or right to which they are entitled at law or in equity, without any necessity of proving damages or any requirement for the posting of a bond or other security. 7.5 Amendments and Waivers. No amendment of any provision of this Agreement shall be valid unless the same shall be in writing and signed by Recipient and the Provider. No waiver by any Party of any provision of this Agreement or any default, misrepresentation, or breach of warranty or covenant hereunder, whether intentional or not, shall be valid unless the same shall be in writing and signed by the Party making such waiver nor shall such waiver be deemed to extend to any prior or subsequent default, misrepresentation, or breach of warranty or covenant hereunder or affect in any way any rights arising by virtue of any prior or subsequent such occurrence.

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7.6 Severability. Any term or provision of this Agreement that is held invalid or unenforceable by a court of competent jurisdiction or other competent governmental authority in any situation in any jurisdiction shall not affect the validity or enforceability of the remaining terms and provisions hereof or the validity or enforceability of the offending term or provision in any other situation or in any other jurisdiction. Upon such a determination, the Parties shall negotiate in good faith to replace invalid or unenforceable provisions with valid provisions, the economic effect of which comes as close as possible to that of the invalid or unenforceable provisions. 7.7 Construction. The Parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises, this Agreement shall be construed as if drafted jointly by the Parties and no presumption or burden of proof shall arise favoring or disfavoring any Party by virtue of the authorship of any of the provisions of this Agreement. Any reference to any law shall be deemed also to refer to all rules and regulations promulgated thereunder, unless the context requires otherwise. The word including shall mean including without limitation. 7.8 Incorporation of Exhibits and Disclosure Schedule. The Exhibit identified in this Agreement is incorporated herein by reference and made a part hereof. 7.9 Amendment and Restatement. This Agreement amends and restates in full the Production Contract. [SIGNATURE PAGE FOLLOWS]

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IN WITNESS WHEREOF, the Parties have executed this Services Agreement as of the date first written above. PROVIDER: RECIPIENT: [ * * * ] [ * * * ] By: By: Name: Name: Title: Title:

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EXHIBIT A Services [ * * * ] 11 
Question: Highlight the parts (if any) of this contract related to Ip Ownership Assignment that should be reviewed by a lawyer. Details: Does intellectual property created  by one party become the property of the counterparty, either per the terms of the contract or upon the occurrence of certain events?

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