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Modules (either directly or via an R100 unit) by radio frequency and passes those readings to the RNI by TCPIP backhaul communication. For clarity, FlexNet Base
<br />Stations include Metro Base Stations.
<br />R "FlexNat System" Is comprised of the SmartPolnt Modules, RF Field Equipment, Server Hardware, software licenses, Spectrum Lease, and other equipment provided
<br />to Customer hereunder. The FlexNet System only Includes the foregoing, as provided by Sensus. The FlexNet System does not include goods, equipment, software,
<br />licenses or rights provided by a third party or parlles to this Agreement
<br />G. "Force Majeuro" means an event beyond a parry's reasonable control, including, without limitation, acts of God, hurricane, flood, volcano, tsunami, tornado, storm,
<br />tempest, mudslide, vandalism, Illegal or unauthorized radio frequency interference, strikes, lockouts, or other Industrial disturbances, unavailability of component parts of
<br />any goods provided hereunder, acts of public enemies, wars, blockades, Insurrections, dots, epidemics, earthquakes, fires, restraints or prohibitions by any court, board,
<br />department commission or agency of the United Slates or any States, any arrests and restraints, cNil disturbances and explosion.
<br />H. "Hosted Software" means those Items listed as an Application In Exhibit A.
<br />I. "In/Ouf Coste° means any costs and expenses Incurred by Customer in transporting goods between Its warehouse and Its End User's premises and any costs and
<br />expenses Incurred by Customer In Installing, unlnstalling and removing goods,
<br />J. "Intellectual Property" means patents and patent applications, Inventions (whether patentable or not), trademarks, service marks, trade dress, copyrights, trade secrets,
<br />know-how, data rights, specifications, drawings, designs, maskwork fights, moral rights, author's rights, and other intellectual property rights, Including any derivations
<br />andlor derivative works, as may exist now or hereafter come Into existence, and all renewals and extensions thereof, regardless of whether any of such rights also under
<br />the laws of the United Stales or of any other state, country orjudadiction, any registrations or applications thereof, and all goodwill pertinent thereto.
<br />K. "LCM' Identifies the load control modules.
<br />L. "Ongoing Fee" means the annual or monthly fees, as applicable, to be paid by Customer to Sensus' authorized distributor during the Term of this Agreement.
<br />M. "Patches" means patches or other maintenance releases of the Software that correct processing errom and other faults and defects found previous versions of the
<br />Software. For clarity, Patches are not Updates or Upgrades.
<br />N. "Permitted Use" means only for reading Customer's Field Devices In the Service Territory. The Permitted Use does not Include reading third devices not pmWded by
<br />Sensus or reading Field Devices outside the Service Territory.
<br />0. "R100 UnIP' identifies the Sensus standalone, mounted transceiver that takes the radio frequency readings from the SmarlPolnt Modules and relays them by radio
<br />frequency to the relevant FlexNet Base Station or directly M the RNI by TCPIP backhaul communication, as the case may be.
<br />P. "Release" means both Updates and Upgrades.
<br />O. "Remote Transcolver" Identifies the Sensus standalone, mounted relay device that takes the radio frequency readings from the SmartPoint Modules and relays them
<br />directly to the RNI by TCP/IP backhaul communication.
<br />R. "RF Field Equipment" means, collectively, FlexNet Base Stations, R100 units (ti any) and Remote Transceivers (if ehy).
<br />S. "RNP Identifies the regional network interfaces consisting of hardware and software used to gather, store, and report data collected by the FlexNet Base Stations from
<br />the Smar PoInl Modules. The RNI hardware specifications will be provided by Sensus upon written request from Customer.
<br />T. RNI Software" Identifies the Sensus proprietary software used in the RNI and any Patches, Updates, and Upgrades that are provided to Customer pursuant to the
<br />terms of this Agreement.
<br />U. "Service Tardorry" Identifies the geographic area where Customer utilizes Sensus equipment to provide services to End Users as of the Etective Date. This area will
<br />be described on the propagation study In the padles' Spectrum Lease filing with the FCC.
<br />V. "Server Hardware" means the RNI hardware.
<br />W. "SmartPotram Modules" idenfifies the Sensus transmission devices installed on devices such as meters, distribution automation equipment and demandiresponse
<br />devices located at Customer's End Users' premises that communicate with the relevant devices and transmit those communications by radio frequency to the relevant
<br />piece of RP Field Equipment.
<br />X. " Softwaro" means all the Berets proprietary software provided pursuant to this Agreement, and any Patches, Updates, and Upgrades that are provided to Customer
<br />pursuant to the terms of this Agreement. The Software does not include any third party software.
<br />Y. "Updates" means releases of the Software that constitute a minor Improvement In functionality.
<br />Z. "Upgrades" means releases of the Software which constitute a significant Improvement in functionality or architecture of the Software.
<br />AA. "WAN BackhauN means the communication link between FlexNet Base Stations and Remote Transceivers and RNI.
<br />Confidential I Page 7 of 14
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