CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS,
HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED.
EXHIBIT 10.13
License and Development Agreement
between Ask Jeeves, Inc. and
Compaq Computer Corporation
This License and Development Agreement (the "Agreement") is made as of March 29,
1999 (the "Effective Date") by and between ASK JEEVES, INC., a California
corporation, with its principal place of business at 000 Xxxxxx Xxxxxx,
Xxxxxxxx, XX 00000 ("Ask Jeeves") and COMPAQ COMPUTER CORPORATION, a Delaware
corporation, with its principal place of business at 00000 XX 000, Xxxxxxx XX
00000 ("Customer") on behalf of its worldwide divisions, affiliates and
subsidiaries.
RECITALS
A. Ask Jeeves is in the business of developing, marketing and licensing
on-line natural language question answering products and services,
including a software product known as the Question Processing Engine
("QPE"). The services Ask Jeeves provides include the creation and
maintenance of customized knowledgebases to be used in conjunction with the
QPE. The knowledgebases and the QPE when used together allow end users to
access online information using the Ask Jeeves' question and answer format.
B. Customer manufactures and sells personal computers and related products and
services. Customer has created and maintains a website on the Internet
related to Customer's computer products located at xxx.Xxxxxx.xxx (the
"Customer Site").
C. Customer desires to license the QPE and have Ask Jeeves develop customized
knowledgebases (the "Knowledgebases") that will allow visitors to the
Customer Site to navigate portions of the Customer Site through the use of
natural language questions.
D. Ask Jeeves desires to license the QPE to Customer and develop and maintain
the Knowledgebases on the terms set forth in this Agreement.
AGREEMENT
THEREFORE, the parties agree as follows:
1. SCOPE OF WORK.
a. KNOWLEDGEBASE CREATION SERVICES. Ask Jeeves agrees to create the
Knowledgebases as more specifically described in Exhibits Al, A2 and
A3 (and any further additions or amendments to Exhibit A) according to
the schedules also set forth in Exhibit Al, A2 and A3.
b. KNOWLEDGEBASE MAINTENANCE AND UPDATE SERVICES. Ask Jeeves agrees to
maintain and update the Knowledgebases as the content of the Customer
Site changes, as specified in Exhibit B. The maintenance and updates
will be done on an ongoing basis to promptly reflect changes in or
additions to the Customer Site. Customer agrees to provide Ask Jeeves
with a minimum of [*] advance notice of changes to the Customer Site
to allow Ask Jeeves to update the Knowledgebases. Ask Jeeves'
obligation to maintain and update each of the Knowledgebases is [*]
set forth in the Exhibit A that describes the scope of work for that
Knowledgebase (the "Monthly Maintenance Obligations"). In the
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
event Customer requires maintenance and update services beyond the
Monthly Maintenance Obligations, Ask Jeeves will provide those
services [*].
c. QPE Support and Upgrades. Ask Jeeves agrees to provide Customer
technical support as described in Exhibit E and bug fixes, upgrades
and updates to the QPE, including major and minor releases, as such
may be released from time to time. Ask Jeeves agrees to [*] to be
provided under this Agreement.
2. TECHNICAL REQUIREMENTS. The QPE and the Knowledgebases will operate in the
software environment described in Exhibit C.
3. OWNERSHIP OF KNOWLEDGEBASES; EXCLUSIVITY.
a. OWNERSHIP. The Knowledgebases will be the property of Ask Jeeves and
will be licensed to Customer under the terms of the license set forth
in Section 4, below. However, to the extent the Knowledgebases
contain any proprietary or confidential information of Customer, such
information will belong to Customer ("Customer Information"). Ask
Jeeves will treat the Customer Information used in the Knowledgebases
as Confidential Information of Customer, subject to the provisions of
Section 16, below.
b. EXCLUSIVITY. Ask Jeeves agrees that for [*] after the Effective Date
it will not deliver to [*], a [*] system.
4. LICENSE.
x. XXXXX. Upon receipt of the fees set forth in Section 5, below, and
subject to the terms and conditions of this Agreement, Ask Jeeves
grants Customer a [*], fully-paid, nontransferable, non-sublicensable,
worldwide license for the term of this Agreement (including any
extensions) in the QPE, the Knowledgebases and any and all related
materials, including, without limitation, documentation, trademarks,
and logos (the "Licensed Products") solely for purposes set forth in
this Agreement.
b. LICENSE RESTRICTIONS. Except as specifically granted in this
Agreement, Ask Jeeves owns and retains all right, title and interest
in the Licensed Products and any and all related materials. This
Agreement does not transfer ownership rights of any description in the
Licensed Products to Customer or any third party. Customer agrees not
to modify, reverse engineer or decompile the Licensed Products or
create derivative works based on them. Customer agrees to retain all
copyright and trademark notices on the Licensed Products and to take
other steps necessary to protect Ask Jeeves' intellectual property
rights.
5. FEES AND PAYMENT. As consideration for the licenses granted and the
services rendered under this Agreement, Customer agrees to pay Ask Jeeves
as follows:
a. PROFESSIONAL SERVICES FEE. Customer agrees to pay Ask Jeeves the
following professional services fees for the creation of the
Knowledgebases (the "Knowledgebase Creation Fees"):
[*] [*]
[*] [*]
[*] [*]
The Knowledgebase Creation Fees will be invoiced [*] upon execution of
this Agreement and the [*] on the [*] for each of the Knowledgebases.
For purposes of this Agreement the [*] is defined as the date on which
[*].
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
2.
b. KNOWLEDGEBASE MAINTENANCE FEE. Customer agrees to pay Ask Jeeves for
maintenance of the Knowledgebases (the "Knowledgebase Maintenance
Fees") as follows:
Project Monthly Fee
[*] [*]
[*] [*]
[*] [*]
The Knowledgebase Maintenance Fee for each of the Knowledgebases will
be [*] beginning on the Release Date for each of the Knowledgebases.
If the Release Date for each Knowledgebase is a day other than the
[*], the Maintenance Fee will be [*]. The Knowledgebase Maintenance
Fee for the [*].
c. USAGE FEE. Customer agrees to pay Ask Jeeves a [*], as defined below.
Each Answer provided in excess of [*], provided, however, that the
[*]. Customer [*]. An "Answer" occurs when (a) an end user of the
Licensed Products selects a matching question presented to the user in
response to a user's query or (b) an alternative mechanism by which an
end user is taken to an answer to his or her query on the Customer
Site. The Yearly Usage Fees will be paid [*]. The [*], if any, will
be [*].
d. TRAVEL AND OUT OF POCKET EXPENSES. Customer agrees to reimburse Ask
Jeeves for all travel expenses and out of pocket expenses at cost,
which will not exceed Compaq's Standard Travel Guidelines attached as
Exhibit D to this Agreement.
e. PAYMENT. For all invoices hereunder, payment is due [*] from invoice
date.
f. TAXES. [*] will also [*] reserves the right to promptly pay all taxes
due directly to the applicable taxing authorities under [*] Direct Pay
Tax Permit.
g. PROFESSIONAL SERVICES. In the event Customer requests that Ask Jeeves
perform consulting, engineering, Knowledgebase creation or other
professional services that are beyond the scope of work described in
this Agreement, Customer agrees to pay Ask Jeeves for such
professional services in accordance with the applicable scope-of-work
at Ask Jeeves' customary rates, which, as of the date of this
Agreement, are as follows:
[*] [*]
[*] [*]
[*] [*]
Ask Jeeves agrees that for the term of this Agreement (including any
extensions) the maximum professional services fees it will charge will
be [*].
6. AUDIT RIGHTS. Each party agrees that it will keep, for a minimum of two
(2) years, proper records and books of account relating to its activities
under this Agreement. Once every [*], either party may inspect the records
of the other party to verify reports provided to the other, each party's
compliance with its obligations under this Agreement and/or payment
amounts. Any such inspection will be conducted in a manner that does not
unreasonably interfere with the inspected party's business activities.
Such inspection shall be performed by an independent accounting firm chosen
and compensated by the requesting party, for purposes of audit. Such
accounting firm shall be required to sign an agreement protecting the
party's confidential information and shall be authorized to report only the
amounts due and payable for the period requested. The inspected party
shall [*]
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
3.
disclosed by the audit. Such inspection shall be at the [*] expense;
however, if the audit reveals overdue payments [*] of the payments owed to
date, the [*] shall immediately pay the cost of such audit, and the
inspecting party may conduct another audit during the [*]. Each party
shall, upon written request, during normal business hours, in accordance
with Customer's standard security requirements, but not more frequently
than once each calendar year, provide access to such accounting records.
7. CUSTOMER LIAISON. Customer agrees to [*] to act as liaison with Ask Jeeves
for the installation, and technical implementation and support of the QPE
and the Knowledgebases. With respect to the maintenance of the
Knowledgebases, Customer, [*]. Customer further agrees to comply with [*].
8. ASK JEEVES ANSWER NETWORK. Upon future, separate mutual agreement of the
parties, the Knowledgebases may be included in the Ask Jeeves Answer
Network, allowing users at another website access to the publicly
available, non-confidential portions of the Knowledgebases and vice-versa.
9. TERM AND TERMINATION.
a. TERM. This Agreement and the licenses granted under this Agreement
become effective as of the Effective Date and, unless sooner
terminated as set forth in Section 9.b, below, shall continue in
effect for a period of twelve (12) months from the Release Date (the
"Initial Term"). Upon expiration of the Initial Term, this Agreement
will automatically renew for additional twelve-month terms (the
"Renewal Terms") on the terms and conditions set forth in this
Agreement or such other terms and conditions as the parties may agree
to in writing. Ask Jeeves agrees to notify Customer in writing not
less than [*] prior to expiration of the Initial Term or any Renewal
Term of the termination date for that term (the "Expiration Notice").
In the event that Ask Jeeves fails to provide Customer the Expiration
Notice, this Agreement will terminate upon the expiration of the term
to which it applies.
b. TERMINATION. Either party, as applicable, has the right, in addition
and without prejudice to any other rights or remedies, to terminate
this Agreement as follows:
(1) By either party for convenience upon [*] written notice to the
other party, given not more than [*] prior to the expiration of
the Initial Term or not more than [*] prior to the expiration of
any quarter during a Renewal Term.
(2) By Ask Jeeves, upon [*] written notice, if Customer fails to pay
the amounts due to Ask Jeeves pursuant to this Agreement;
(3) By either party for any material breach of this Agreement, other
than the failure to make payments under Section 5, that is not
cured within [*] of receipt by the party in default of a written
notice specifying the breach and requiring its cure;
(4) By either party, immediately upon receiving written notice, if
(a) all or a substantial portion of the assets of the other party
are transferred to an assignee for the benefit of creditors, or
to a receiver or a trustee in bankruptcy, (b) a proceeding is
commenced by or against the other party for relief under
bankruptcy or similar laws and such proceeding is not dismissed
within sixty (60) days, or (c) the other party is adjudged
bankrupt.
c. RIGHTS ON TERMINATION. On termination, (a) all licenses granted to
Customer under this Agreement cease and Customer agrees to promptly
cease all use and reproduction of the Licensed Products; and (b)
Customer will promptly return all copies the Licensed Products to Ask
Jeeves or destroy all copies in its possession. Ask Jeeves has and
reserves all rights and remedies that it has by operation of law or
otherwise to enjoin the unlawful or unauthorized use of the Licensed
Products as long as Ask Jeeves can meet the legal requirements
therefor. Customer reserves the right to terminate Maintenance and
Support
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
4.
Services without terminating the right to continue use of the licenses
granted in the state at the time of termination.
d. SURVIVAL FOLLOWING TERMINATION. 3, 5, 7, 9, 10, 11, 12, 13, 14, 15,
16 and 18 will survive termination or expiration of this Agreement.
In addition, provisions of the Agreement which, by their nature, are
intended to survive its termination or expiration, shall survive its
termination or expiration.
10. INFRINGEMENT INDEMNITY BY ASK JEEVES. Ask Jeeves indemnifies, defends and
holds Customer harmless from and against any claims, actions or demands
alleging that all or any of the Licensed Products infringe any patent,
copyright, trademark, or other intellectual property right of a third
party. If use of any or all of the Licensed Products is permanently
enjoined for any reason, Ask Jeeves, at Ask Jeeves' option, and in its sole
discretion, may (a) modify the Licensed Products so as to avoid
infringement without the loss of functionality; (b) procure the right for
Customer to continue to use the Licensed Products; or (c) terminate this
Agreement and refund to Customer all fees paid. Ask Jeeves shall have no
obligation under this Section 10 for or with respect to claims, actions or
demands alleging infringement that arise as a result of (a) the combination
of noninfringing items supplied by Ask Jeeves with any items not supplied
by Ask Jeeves, unless prior approved by Ask Jeeves, (b) modification of the
Licensed Products by Customer, unless prior approved by Ask Jeeves, or (c)
continued allegedly infringing activity by Customer after Customer has been
notified of possible infringement, unless approved in advance by Ask
Jeeves.
11. CUSTOMER DISCLAIMER AND INDEMNITY AS TO CONTENT. Ask Jeeves assumes no
responsibility for the content of the Customer Site, and Customer agrees to
indemnify, defend and hold Ask Jeeves harmless from and against any claims,
actions or demands alleging that Ask Jeeves has any liability to any third
party arising from the third party's use of the Customer Site.
12. WARRANTIES.
a. PRODUCT WARRANTY. Ask Jeeves warrants that (a) it holds the necessary
rights to provide the services set forth in this Agreement; (b) the
media containing the Licensed Products will be free from defects for a
period of [*] from the date of delivery to Customer, provided that
this warranty does not cover defects due to Customer's misuse of the
media; (c) [*], and (d) the Licensed Products will perform
substantially in accordance with Ask Jeeves published documentation.
b. YEAR 2000 WARRANTY. Ask Jeeves warrants, at no additional cost to
Customer and until March 31, 2001, the following under this Agreement:
(i) That the Licensed Products will accurately process,
calculate, compare and sequence date and time data from,
into and between the twentieth and twenty-first
centuries, including leap year calculations, when used in
accordance with Ask Jeeves supplied documentation. As
used herein, the term accurately shall mean in accordance
with industry standard conventions with respect to the
environment in which the Licensed Products are operating;
(ii) That the Licensed Products will accurately handle dates
utilizing the International Standards Organization (ISO)
8601 standard formats, including YYYY-MM-DD; and
(iii) That any licensing keys contained in the Licensed
Products will not expire or cause the Licensed Products
to perform at less than full function due to the Software
not performing as set out herein.
Customer's sole and exclusive remedy for Ask Jeeves' breach of
this warranty shall be either repair or replacement of the
non-compliant Licensed Product(s). Ask Jeeves agrees to use all
reasonable commercial efforts to complete such repair or
replacement within sixty (60) days of
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
5.
receiving written notice from Customer of the non-compliant
Licensed Product(s). This warranty shall not be construed to
limit any rights or remedies that Customer may otherwise have
under this Agreement with respect to defects other than Year 2000
performance.
13. DISCLAIMER. THE WARRANTIES SET FORTH IN SECTION 12, ABOVE, ARE IN LIEU OF,
AND THIS AGREEMENT EXPRESSLY EXCLUDES, ALL OTHER WARRANTIES, EXPRESS OR
IMPLIED, ORAL OR WRITTEN, INCLUDING, WITHOUT LIMITATION, (a) ANY WARRANTY
THAT THE LICENSED PRODUCTS ARE ERROR-FREE OR COMPATIBLE WITH ALL EQUIPMENT
AND SOFTWARE CONFIGURATIONS (b) ANY AND ALL WARRANTIES OF MERCHANTABILITY;
AND (c) ANY AND ALL WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE.
14. LIMITATION OF LIABILITY. EXCEPT AS TO ITS INDEMNITY OBLIGATIONS UNDER
SECTION 10, ABOVE, ASK JEEVES IS NOT LIABLE FOR ANY DIRECT, INDIRECT,
INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING THE LOSS OF
PROFITS, REVENUE, DATA, OR USE OR COST OF PROCUREMENT OF SUBSTITUTE GOODS
INCURRED BY CUSTOMER OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT
OR TORT OR BASED ON A WARRANTY, EVEN IF ASK JEEVES OR ANY OTHER PERSON HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ASK JEEVES' LIABILITY FOR
DAMAGES UNDER THIS AGREEMENT SHALL NOT UNDER ANY CIRCUMSTANCES EXCEED THE
GREATER OF THE AMOUNTS ACTUALLY PAID BY CUSTOMER TO ASK JEEVES OR ONE
MILLION DOLLARS ($1,000,000.00) (NET OF TRAVEL AND OUT OF POCKET COSTS)
UNDER THIS AGREEMENT.
15. EXPORT CONTROLS. Customer agrees to comply with and be responsible for
understanding any and all export regulations and rules now in effect or
that may be issued from time to time by the Office of Export Administration
of the United States Department of Commerce or any other governmental
authority that has jurisdiction relating to export laws. Customer agrees
to comply fully and strictly with the export controls and laws of any
country in which it does, or intends to do, business. Ask Jeeves agrees to
provide Customer with sufficient technical information concerning the
Licensed Products so that Customer may make application for a U. S. export
license and Ask Jeeves agrees to assign any existing Ask Jeeves obtained
export license for Customer's use in exporting the Licensed Products.
16. CONFIDENTIALITY. All disclosures of proprietary and confidential
information in connection with this Agreement or the transaction
contemplated by this Agreement are governed by the terms of the Corporate
Non Disclosure Agreement previously executed by the parties, a copy of
which is attached as Exhibit F to this Agreement.
17. PUBLICITY.
a. PRESS RELEASES AND ANNOUNCEMENTS. Ask Jeeves and Customer agree that
upon the execution of this Agreement, Customer and Ask Jeeves will
issue a joint press release, with text mutually agreed to by the
parties. Thereafter, neither party shall use the name(s),
trademark(s), tradename(s) or logo(s), whether or not registered, of
the other party in publicity releases without securing the prior
written approval of the other party; provided, however, that (i) Ask
Jeeves may use Customer's name in its customer list; and (ii) each
party may use specific information previously approved for public
release by the other, without further approval. Each party agrees not
to disclose to any third party the terms of this Agreement.
b. OTHER PUBLICITY. Beginning on the Release Date, Customer agrees to
(a) mention Ask Jeeves in directly related press releases; (b)
consider including mentions of Ask Jeeves in relevant promotions and
advertisements and, if requested to do so by Ask Jeeves, not to
unreasonably withhold consent; and (c) prominently display the
"Powered by Ask Jeeves" logo on the question confirmation page, with a
link from such logo to the corporate systems information page on the
Ask Jeeves website.
18. GENERAL PROVISIONS.
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
6.
a. ASSIGNMENT. Neither party may assign, sublicense or transfer its
rights or delegate its obligation under this Agreement without the
other party's prior written consent, which will not be unreasonably
withheld. This Agreement is binding on the successors and assigns of
the parties to the Agreement.
b. WAIVER AND SEVERABILITY. The failure of either party to enforce any
provision of this Agreement shall not be deemed a waiver of that
provision or of the right of the party to thereafter enforce that or
any other provision. In case any provision of this Agreement is held
to be invalid, unenforceable or illegal, the provision will be severed
from this Agreement and such invalidity, unenforceability or
illegality will not affect any other provision of the Agreement.
c. RELATIONSHIP OF THE PARTIES. Ask Jeeves' relationship to Customer is
that of an independent contractor. Nothing in this Agreement shall be
deemed to create an employer/employee, principal/agent or joint
venture relationship. Neither party shall have the authority to enter
into any contract on behalf of the other party without that party's
express written consent.
d. GOVERNING LAW. This Agreement shall be governed and construed in
accordance with the laws of the State of New York.
e. ENTIRE AGREEMENT. This Agreement, along with the exhibits attached
and referenced in this Agreement, constitutes the final and complete
understanding between the parties and replaces and supercedes all
previous oral or written agreements, understandings or arrangements
between the parties with respect to the subject matter of this
Agreement. This Agreement may not be amended or modified except in a
writing duly executed by both parties.
f. EXHIBITS. The following exhibits are attached to the Agreement and
incorporated by reference:
Exhibit A Knowledgebase Creation Services
Exhibit B Knowledgebase Maintenance and Update
Services
Exhibit C Required Software Environment
Exhibit D Compaq Standard Travel Guidelines
Exhibit E Technical Support Guidelines
Exhibit F Mutual Non-Disclosure Agreement
g. NOTICES. Except as otherwise provided in this Agreement, notices
required to be given pursuant to this Agreement shall be effective
when received and shall be sufficient if given in writing and (a)
hand-delivered, (b) sent by facsimile with confirmation of receipt,
(c) sent by First Class Mail, return receipt requested and postage
pre-paid, or (d) sent by overnight courier service and addressed as
follows:
To Ask Jeeves: Ask Jeeves, Inc.
000 Xxxxxx Xxxxxx
Xxxxxxxx, XX 00000
Attn: General Counsel
Telephone: (000) 000-0000
Fax: (000) 000-0000
To Customer: Compaq Computer Corporation
00000 X. X. 000
Xxxxxxx, XX 00000
Attn: Legal Dept. 110701
And
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
7.
Compaq Computer Corporation
20555 S. H. 249 MC060308
Xxxxxxx, XX 00000
Attn: Xxxx Xxxx Xxxxxx-Xxxxxxxx
Xx. Commodity Manager,
Corp. Software Procurement
Ph: 000-000-0000
IN WITNESS WHEREOF, ASK JEEVES, INC. and COMPAQ COMPUTER CORPORATION have
duly executed this Agreement as of the Effective Date.
ASK JEEVES, INC. COMPAQ COMPUTER CORPORATION
By: /s/ X. X. Xxxxxx By: /s/ Xxxxx Xxxxxxxx
-------------------------------- -------------------------------------
Xxxxxx X Xxxxxx, President
Printed/Typed Name: Xxxxx Xxxxxxxx
---------------------
Title: President Title: V.P. and General Manager Compaq
----------------------------- ----------------------------------
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
8.
EXHIBIT A1
[*]
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
9.
EXHIBIT A2
[*]
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
10.
EXHIBIT A3
[*]
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
11.
EXHIBIT B
[*]
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
12.
EXHIBIT C
[*]
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
13.
EXHIBIT D
ASK JEEVES-COMPAQ
COMPAQ TRAVEL GUIDELINES FOR
CONTRACTORS AND CONSULTANTS
4/98 revision
[*]
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
14.
EXHIBIT E
TECHNICAL SUPPORT GUIDELINES
[*]
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
15.
EXHIBIT F
MUTUAL NON-DISCLOSURE AGREEMENT
[*]
[*] = Certain Confidential information contained in this document, marked by
Brackets, has been omitted and filed separately with the Securities and Exchange
Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
16.
