Product Lifecycle Management Renewal Form

PRODUCT LIFECYCLE MANAGEMENT RENEWAL FORM

Parties and Agreement Reference

Client Name:

Vendor Name:

Original Agreement Date:    Renewal Effective Date:

Recitals

WHEREAS, Client and Vendor entered into a Product Lifecycle Management Services Agreement dated (the "Agreement"), under which Vendor provides software, updates, maintenance, and services for Client's product lifecycle management operations; and

WHEREAS, the parties now desire to renew certain subscription services and to set forth the terms, fees and scope of work applicable during the renewal term; and

NOW, THEREFORE, in consideration of the mutual covenants contained below, the parties agree as follows.

Scope of Work

Renewal Details and Products

Product / Module:    Product ID / SKU:

Quantity / Seats:    Renewal Term:

Unit Price (per term): $    Extended Total: $

Payment Terms

Total Renewal Fee: $

Annual prepay    Quarterly installments    Monthly installments

If installment, First Payment Due:    Payment Method:

Late Fee: — interest on overdue amounts and collection costs permitted to the extent allowed by law.

Term and Termination

Renewal Term Commencement: ; Term Expiration:

Either party may terminate this renewal for material breach if the breaching party fails to cure within days after written notice. Termination for convenience by Client requires days written notice and payment of any fees due through the effective date of termination.

Confidentiality

Each party shall retain in confidence all Confidential Information disclosed by the other party and shall not use such information except to perform obligations under this Renewal. Confidential Information includes nonpublic business, technical, and product information, but excludes information that is publicly known, rightfully received from a third party without restriction, or independently developed without reference to the other party's Confidential Information. Obligations of confidentiality survive termination for a period of three (3) years.

Warranties, Liability and Indemnity

Vendor represents that it will perform services in a professional manner consistent with industry standards. EXCEPT AS EXPRESSLY STATED HEREIN, SERVICES ARE PROVIDED "AS IS" AND VENDOR DISCLAIMS ALL OTHER WARRANTIES. LIABILITY OF EITHER PARTY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THIS RENEWAL SHALL BE LIMITED TO DIRECT DAMAGES NOT TO EXCEED AMOUNTS PAID BY CLIENT FOR THE APPLICABLE RENEWAL PERIOD; IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR CONSEQUENTIAL OR PUNITIVE DAMAGES. Vendor shall indemnify Client against third-party claims arising from Vendor's gross negligence or willful misconduct.

Notices and Billing Contacts

Governing Law and Entire Agreement

This Renewal shall be governed by the laws of the jurisdiction specified below without regard to conflict of law principles. Any action to enforce this Renewal shall be brought in the courts of that jurisdiction.

Governing State:

This Renewal, together with the Agreement and any mutually executed amendments, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes prior negotiations, representations, and understandings. No amendment shall be effective unless in a written instrument signed by both parties.

Acknowledgement

By signing below, each party acknowledges that it has authority to bind the entity it represents, that it has read and understands this Renewal, and that it accepts the terms contained herein.

Sign Now