Map Server License Agreement

　　2. existing payment schedule aaa.

　　bbbmaps services/use of bbbmaps: bbb and aaa agree that as of the effective date of this agreement, aaa shall be deemed paid in full for aaa's use of bbbmaps through the trueup date.

　　3. existing payment structure bbb.

　　(a) data services. bbb and aaa agree that as of the effective date of this agreement, bbb shall be deemed paid in full for bbb's use of data services provided by aaa through the trueup date. for the purposes of this section 3.3, 'data services' shall mean the services described in exhibit b with respect to the data which aaa has provided to bbb through its geography product unit.

　　(b) data. bbb shall pay aaa for certain third party license fees or royalties incurred by aaa for sublicensing data in accordance with a mutually agreed upon payment matrix, as represented by the sample calculation on attachment 1 hereto, from _________,_________,_________(m,d,y)until commencement of the revised payment schedule.

　　4. revised payment schedule.

　　(a) following the trueup date and in total and final consideration for maps provided by aaa on a dedicated server cluster as set forth in this agreement, bbb or its designated affiliate shall pay aaa transaction fees on all route transactions (as defined below), location lookup transactions (as defined below) and map transactions (as defined below), (collectively, 'transaction fees') completed from such dedicated server cluster during the term of this agreement, in accordance with the following payment schedule:

　　(i) route transaction fees. bbb shall pay aaa us$,_________, per route transaction ('route transaction fees').

　　(ii) location lookup transaction fees. bbb shall pay aaa us$, ________, per location lookup transaction ('location lookup transaction fees').

　　(iii) map transactions fees. bbb shall pay aaa us$, ________ per map transaction ('map transaction fees').

　　(b) aaa shall bill bbb or its designated affiliate, as appropriate, fifteen (15) days after the end of each fiscal quarter with respect to any transaction fees that may be owed by bbb or its designated affiliate as described in section 4(a). aaa shall provide bbb or its designated affiliate, as appropriate, with a statement which shall contain information sufficient to discern how the payment was computed. payments shall be due within thirty (30) days after the end of each quarter for which an invoice is provided. for the purposes hereof, a 'fiscal year' shall end on _________,_________,_________(m,d,y), and a 'fiscal quarter' shall mean one of the four (4) threemonth periods in a fiscal year, as customarily determined by bbb.