General Select 4



Table of Contents

Microsoft Select 4.0 General Product Condition Notes Pages 1, 2

Microsoft Application Product Pool

Microsoft® Windows® - Based Applications

General Product Condition Notes Pages 2, 3

Product Listings Pages 3-15

Applications for the Apple Macintosh®

General Product Condition Notes Page 16

Product Listings Pages 16-19

Microsoft® MS-DOS® based Applications

General Product Condition Note Page 20

Product Listings Pages 20, 21

Microsoft Systems Product Pool

Microsoft Operating Systems

General Product Condition Notes Page 22

Product Listings Pages 22-25

Microsoft Server Product Pool

Networking Series

General Product Condition Notes Page 26

Product Listings Pages 26-37

Mail Gateway Products

Product Listings Pages 38, 39

Microsoft Select 4.0 General Product Condition Notes

Additional product use rights can be found in the Select 4.0 Master Agreement Addendum A (“Product Use Rights”).

1. Enrolling Suite Products - Enrolling Customers wishing to enroll licenses of Microsoft's "suite" products (i.e., Microsoft® Office and Microsoft® BackOffice™) in Upgrade Advantage or Upgrade Advantage Plus cannot enroll the individual components in their respective Upgrade Advantage or Upgrade Advantage Plus separately.

2. Downgrade Rights - In place of the Software identified on a License Confirmation, an Enrolling Customer may “downgrade” or use a copy of any prior version of such Software. If the Software that an Enrolling Customer or Lead Customer Affiliate wishes to downgrade is a product made up of components which can be licensed separately, the Enrolling Customer or Lead Customer Affiliate may not downgrade some of the components without downgrading all components. For example, Office 7.0 is a single product comprised of Microsoft® Word 7.0, Microsoft® Excel 7.0, Microsoft® PowerPoint( 95 and Microsoft® Schedule+. When Office is licensed, the component parts may not be downgraded separately.

Software licenses acquired outside of the Select program (i.e. FPP or OEM) are granted the right to downgrade once they are enrolled in Upgrade Advantage. Microsoft® Windows NT® Workstation licenses do not include the right to downgrade to Microsoft® Windows® 95, Microsoft® Windows® For Workgroups, or Windows 3.1, unless they are enrolled in Upgrade Advantage.

Microsoft Select 4.0 General Product Condition Notes (continued)

3. Availability of Competitive Upgrades - Competitive Upgrades may not be available in all countries. Within Europe, usage locations that acquire competitive upgrades must order an European Competitive Upgrade when a European Competitive Upgrade is available.

4. Enrolling OEM products under Upgrade Advantage and/or Upgrade Advantage Plus - OEM versions of Windows and any OEM Microsoft desktop applications products may be enrolled under Upgrade Advantage or Upgrade Advantage Plus. OEM versions of Microsoft® SQL Server and Microsoft® LAN Manager MAY NOT be enrolled in Upgrade Advantage. OEM versions of Windows NT Workstation or Microsoft® Windows NT® Server may be enrolled in Upgrade Advantage, provided that, prior to upgrading to a subsequent version of Windows NT Workstation or Windows NT Server, the customer must first contact the specific OEM for upgrade advice on any enhancements or additions to the device drivers code or Hardware Abstraction Layer code found in the FPP version of Windows NT/Windows NT Advanced Server and/or Windows NT Workstation made by that OEM and acquire any appropriate code required for such enhancements or additions from that OEM.

(Please note: Microsoft software installed on leased PCs cannot be upgraded or enrolled in Select Upgrade Advantage, except as permitted under an Outsourcer Enrollment.)

5. Farsi product version limitations - The Farsi version of these products are not provided by any Select CD-ROM: Microsoft® Works for MS-DOS®, Windows, Word for Windows, Microsoft Excel for Windows, Microsoft Excel for Macintosh®. The Enrolling Customer will need to acquire full-packaged product version outside of Select.

6. Chinese-Simplified product version limitations - The Chinese-Simplified version of Microsoft products require Chinese-Simplified DOS and Windows.

7. Polish product version limitations - If available, the Polish version of a Microsoft product can only be acquired in Poland. The Enrolling Customer must first acquire one full-packaged product outside of Select that may be used as the "master" for software replication following all other terms and conditions of the Select Agreement.

Microsoft Application Product Pool

Windows - Based Applications

General Product Condition Notes

1. Platform independent licenses - Microsoft Excel, Office Standard Edition, Office Professional Edition, PowerPoint, Microsoft® Project, Word and Works are "platform independent" licenses. A platform independent license allows for a specific product to be used on any computer platform (e.g., Intel-based, Macintosh) that the software runs on, provided that the version is the same or lower as the original version that was licensed. For instance, an Enrolling Customer who acquired Microsoft Excel 5.0 for Macintosh may choose to use that license to run Microsoft Excel 5.0 for Windows or Microsoft Excel 5.0 for Windows NT, but could not use the license to run Microsoft Excel 7.0 for Windows 95.

2. Office 97 Technology Guarantee - North American Enrolling Customers who acquire Select 4.0 Volume Licenses for Office Professional for Windows 95, Office Standard for Windows 95, Word for Windows 95, Microsoft Excel for Windows 95, Microsoft® Access for Windows 95, PowerPoint for Windows 95, and Microsoft® FrontPage™ for Windows 95 on or after October 1, 1996 and prior to March 31, 1997, may

Microsoft Application Product Pool

Windows - Based Applications

General Product Condition Notes (continued)

upgrade to the Office 97 version of the product at no additional charge. The upgrade from the most current version of Office Standard to Office Professional does not qualify for this offer. North American Select customers with application licenses covered under the Office 97 Technology Guarantee will have to be upgraded to the corresponding Office 97 license by June 30, 1997. Arabic, Farsi and Hebrew language versions of these products do not qualify for this offer. Due to Office 97 localization schedules, product language eligibility will vary. International English, French, German, Italian, Spanish, Brazilian, Dutch, Japanese and Portuguese language eligibility is comparable to the North American criteria noted above.

Swedish, Danish, Czech, Finnish, Korean, Norwegian, Traditional Chinese, Greek, Hungarian, Polish, Russian, Simplified Chinese, Thai and Turkish product language eligibility is valid for any Office 95 application licenses acquired from January 1, 1997 through June 30, 1997. Such licenses acquired under the Technology Guarantee must be upgraded to corresponding Office 97 licenses by September 30, 1997. For any other language eligibility, please contact your local Microsoft subsidiary office for further details.

3. Education Select product limitations - The following Select Windows-based Software Products are available only to eligible Education Select Customers executing Microsoft Education Select Agreements: Windows versions of Microsoft® Bookshelf®, Microsoft® Creative Writer, Microsoft® Encarta™, Microsoft® Encarta™ World Atlas and Microsoft® Fine Artist, as well as Microsoft® Greetings Workshop for Windows®. These products are not provided by any Select CD-ROM. Any Education Enrolling Customer must first acquire one full-package product version outside of Select, which may be used as the "master disc" for software replication, subject to all terms and conditions of its executed Education Select Master and Enrollment Agreement.

|Microsoft® Access |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 2.0 |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 7.0 |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 7.0 Access Developer’s Toolkit for Windows 95 |1 |X | | |

|Version 97 |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Microsoft® Bookshelf® for Windows® |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1996 |1 |X | | |

|Creative Writer for Windows® |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.1 |1 |X | | |

Microsoft Application Product Pool

Windows - Based Applications (continued)

|Microsoft® Encarta™ for Windows® |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1997 |1 |X | | |

|Microsoft® Encarta™ World Atlas for Windows® 95 |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 2.0 |1 |X | | |

Microsoft® Excel for Windows

Product Condition Notes

1. Microsoft Excel for Windows “platform independence”- The Microsoft Excel user is licensed to run Microsoft Excel on MS-DOS, Windows, Windows NT Workstation or Macintosh. To the extent that a user is eligible for secondary installation, such user may run Microsoft Excel on any of these platforms, regardless of which platform is installed at work. However, for purposes of determining Microsoft Excel concurrent usage rights, the user must treat Microsoft Excel for MS- DOS, Microsoft Excel for Windows, Microsoft Excel for Windows NT and Microsoft Excel for Macintosh as if they were a single license. The "platform independent" Microsoft Excel license is not available in all languages.

2. MS® OS/2® versions of Microsoft Excel - OS/2 versions of Microsoft Excel are eligible for enrollment in Microsoft Excel for Windows Upgrade Advantage and/or Upgrade Advantage.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 5.0 for Windows |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 5.0 for Windows NT |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 7.0 for Windows 95 |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 1997 |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Fine Artist for Windows® |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.1 |1 |X | | |

Microsoft Application Product Pool

Windows - Based Applications (continued)

|Microsoft® FoxPro® for Windows®, |Unit |Select 4.0 |Upgrade |Upgrade |

|Standard Ed. |Value |License |Advantage |Adv. Plus |

|Version 2.5 |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 2.6 |1 |X |X | |

| Version Upgrade |1 |X | | |

| Upgrade from Version 2.5 |0 |X | | |

| Competitive Upgrade |1 |X | | |

Microsoft® FrontPage™

Product Condition Note

Free Upgrade for Microsoft FrontPage 97 - Enrolling Customers acquiring a Select FrontPage for Windows 95 license from during the Office 97 Technology Upgrade period are entitled to a free upgrade to FrontPage 97. For complete terms and eligibility requirements, please refer to the Office 97 Technology Upgrade noted under the “Windows - Based Applications General Product Condition Notes”.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 97 |1 |X |X | |

| Version Upgrade |1 |X | | |

|Microsoft® Greetings Workshop for |Unit |Select 4.0 |Upgrade |Upgrade |

|Windows® 95 |Value |License |Advantage |Adv. Plus |

|Version 1.0 |1 |X | | |

Mail Remote Client for Windows®

Product Condition Note

Microsoft® Mail Remote Client 3.5 for Windows® - All Mail Remote Client for Windows licenses require previous acquisition of Mail Server. The US English versions of Mail Remote Client for Windows may not be acquired for use outside of the United States. For use within the United States, acquisition of the Mail Remote Client for Windows is restricted to the US English version.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 |1 |X | | |

|Version 3.2 |1 |X | | |

|Version 3.5 |1 |X | | |

Microsoft Application Product Pool

Windows - Based Applications (continued)

Mail Single User Add Pack for Windows®

Product Condition Note

Mail Single User Add Pack 3.5 for Windows - Mail Single User Add Packs for Windows require previous acquisition of Mail Server. Mail Single User Add Packs may be enrolled in Microsoft Exchange Client Access Upgrade Advantage.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.2 |1 |X |X (Exch.) | |

|Version 3.5 |1 |X |X (Exch.) | |

Microsoft® Office for Windows Products

General Product Condition Notes

1. Inability to separate Office/Office Professional component parts - Office and Office Professional are licensed as single products. The individual component parts for these products may not be separated for use on more than one computer.

2. Office Upgrade Advantage prerequisite - Select customers may enroll Office under Upgrade Advantage only if they have a valid license for Office or valid licenses for Word, Microsoft Excel, and PowerPoint on the same workstation.

3. Office Professional Upgrade Advantage prerequisite - Select customers may enroll Microsoft Office Professional under Upgrade Advantage only if they have a valid license for Microsoft Office Professional or valid licenses for Word, Microsoft Excel, PowerPoint, and Microsoft® FoxPro® or Microsoft Access on the same workstation, or a valid license for Office and Microsoft Access or FoxPro on the same workstation.

4. Office for Windows/Office Professional for Windows “platform independence”- The Office user is licensed to run Office on Windows, Windows NT Workstation or Macintosh. To the extent that a user is eligible for secondary installation, such user may run Office on any of these platforms, regardless of which platform is installed at work. However, for purposes of determining Office concurrent usage rights, the user must treat Office or Office Professional for Windows, Office or Office Professional for Windows NT and Office

or Office Professional for Macintosh as if they were a single license. The "platform independent" Office license is not available in all languages.

5. Office for Windows Upgrade - A license for Office for Windows Upgrade is only available for a workstation on which at least one qualified word processor, spreadsheet, presentation graphics package or database license, or on which FoxPro or Microsoft Project is installed at the time the upgrade license is acquired. Eligible Education Enrolling Customers are permitted to utilize Works for this upgrade.

6. Office Professional for Windows Upgrade - A license for Office Professional for Windows Upgrade is only available for a workstation on which at least one qualified word processor, spreadsheet, presentation graphics or database license or on which FoxPro or Microsoft Project is installed at the time the upgrade license is acquired. Eligible Education Enrolling Customers are permitted to utilize Works for this upgrade.

Microsoft Application Product Pool

Windows - Based Applications

Microsoft® Office for Windows Products

General Product Condition Notes (continued)

7. Office Professional Upgrade from most current version of Office Standard - Select Customers who have the most current version of Office Standard and wish to migrate to Office Professional can acquire this upgrade. The customer is essentially receiving a license for a database (e.g. Microsoft Access or Visual FoxPro), since they are already licensed for current versions of the other Office Standard component applications.

7. Free Microsoft Exchange Client Access Licenses via Office 4.x/7.0 and/or Office Professional 4.x/7.0 Upgrade Advantage - Customers who had enrolled Office 4.x/7.0 and/or Office Professional 4.x/7.0 under Upgrade Advantage are entitled to an equal number of Microsoft Exchange Client Access Licenses at no additional cost, provided that the customer also maintains at least one Mail Server under Mail Server Maintenance prior to April 1, 1996, and the ratio of maintained products to maintained Mail Servers does not exceed a 500:1 ratio. Upon acquisition of Microsoft Exchange CALs through this upgrade, Enrolling Customers must enroll these new Microsoft Exchange CALs under Upgrade Advantage for subsequent new versions.

9. Special pricing for BackOffice Client Access License version 2.0 for Office users - Microsoft Office users qualify for special upgrade pricing for BackOffice Client Access License version 2.0. The Enrolling Customer must own a valid license of Office or Office Professional in order to acquire the promotional license. This offer is not available for the Japanese version of this product.

10. Unified setup - Unified setup may not be available for all language versions of Office.

11. Chinese-Traditional version of Office - The Chinese-Traditional version of Office includes Chinese-Traditional versions of Microsoft Excel, Word, and PowerPoint.

12. Czech, Arabic, and Hebrew version availability of Office for Windows and Office Professional for Windows - The Czech, Arabic, and Hebrew versions of Office for Windows and Office Professional for Windows are not provided by any Select CD-ROM. The Enrolling Customer must first acquire one full-packaged product version outside of Select to serve as the "master disc" for software replication subject to all terms and conditions of its executed Select Master and Enrollment Agreement. These products include the US English version of PowerPoint. In addition, the individual software components that make up these products are available on the Select CD-ROM.

9. Spanish and Brazilian versions of Office Professional for Windows availability -The Spanish and Brazilian versions of Office Professional for Windows are not available on the Select CD-ROM kit. The Select customer must first acquire one full-packaged product version outside of Select to serve as the "master disc" for software replication subject to all terms and conditions of its executed Select Master and Enrollment Agreement.

14. Office 97 Technology Guarantee - North American Enrolling Customers who acquire Select 4.0 Volume Licenses for Office Professional for Windows 95, Office Standard for Windows 95, Word for Windows 95, Microsoft Excel for Windows 95, Microsoft® Access for Windows 95, PowerPoint for Windows 95, and Microsoft® FrontPage™ for Windows 95 on or after October 1, 1996 and prior to March 31, 1997, may upgrade to the Office 97 version of the product at no additional charge. The upgrade from the most current version of Office Standard to Office Professional does not qualify for this offer. North American Select customers with application licenses covered under the Office 97 Technology Guarantee will have to be

Microsoft Application Product Pool

Windows - Based Applications

Microsoft® Office for Windows Products

General Product Condition Notes (continued)

upgraded to the corresponding Office 97 license by June 30, 1997. Arabic, Farsi and Hebrew language versions of these products do not qualify for this offer. Due to Office 97 localization schedules, product language eligibility will vary. International English, French, German, Italian, Spanish, Brazilian, Dutch, Japanese and Portuguese language eligibility is comparable to the North American criteria noted above.

Swedish, Danish, Czech, Finnish, Korean, Norwegian, Traditional Chinese, Greek, Hungarian, Polish, Russian, Simplified Chinese, Thai and Turkish product language eligibility is valid for any Office 95 application licenses acquired from January 1, 1997 through June 30, 1997. Such licenses acquired under the Technology Guarantee must be upgraded to corresponding Office 97 licenses by September 30, 1997. For any other language eligibility, please contact your local Microsoft subsidiary office for further details.

|Microsoft( Office |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 4.2 for Windows |2 |X |X |X |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Competitive Upgrade |2 |X | | |

|Version 4.2 for Windows NT |2 |X |X |X |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Competitive Upgrade |2 |X | | |

|Version 7.0 for Windows and Windows NT |2 |X |X |X |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Competitive Upgrade |2 |X | | |

|Version 97 |2 |X |X |X |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Competitive Upgrade |2 |X | | |

| | | | | |

|Microsoft( Office Professional |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 4.3 for Windows with Microsoft Access |2 |X |X |X |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Upgrade (from Competitive Application) |2 |X | | |

| Version Upgrade from most current version of Office Standard |0 |X | | |

|Version 7.0 for Windows 95 and Windows NT with Microsoft |2 |X |X |X |

|Access | | | | |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Upgrade (from Competitive Application) |2 |X | | |

| Version Upgrade from most current version of Office Standard |0 |X | | |

| | | | | |

| | | | | |

| | | | | |

|Microsoft Application Product Pool | | | | |

| | | | | |

|Windows - Based Applications | | | | |

| | | | | |

|Microsoft® Office for Windows Products | | | | |

|Microsoft( Office Professional (continued) |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 97 with Microsoft Access |2 |X |X |X |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Upgrade (from Competitive Application) |2 |X | | |

| Version Upgrade from most current version of Office Standard |0 |X | | |

|Version 4.3 for Windows with Microsoft® Bookshelf® and |2 |X |X |X |

|Microsoft Access | | | | |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Upgrade (from Competitive Application) |2 |X | | |

| Version Upgrade from most current version of Office Standard |0 |X | | |

|Version 7.0 for Windows 95/Windows NT with Bookshelf and |2 |X |X |X |

|Microsoft Access | | | | |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Upgrade (from Competitive Application) |2 |X | | |

| Version Upgrade from most current version of Office Standard |0 |X | | |

|Version 97 with Bookshelf and Microsoft Access |2 |X |X |X |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Upgrade (from Competitive Application) |2 |X | | |

| Version Upgrade from most current version of Office Standard |0 |X | | |

|Version 4.3 for Windows with Microsoft® Bookshelf® and Visual |2 |X |X |X |

|FoxPro | | | | |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Upgrade (from Competitive Application) |2 |X | | |

| Version Upgrade from most current version of Office Standard |0 |X | | |

|Version 7.0 for Windows 95/Windows NT with Bookshelf and |2 |X |X |X |

|Visual FoxPro | | | | |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Upgrade (from Competitive Application) |2 |X | | |

| Version Upgrade from most current version of Office Standard |0 |X | | |

|Version 97 with Bookshelf and Visual FoxPro |2 |X |X |X |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Upgrade (from Competitive Application) |2 |X | | |

| Version Upgrade from most current version of Office Standard |0 |X | | |

|Version 4.3 for Windows with Visual FoxPro |2 |X |X |X |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Upgrade (from Competitive Application) |2 |X | | |

| Version Upgrade from most current version of Office Standard |0 |X | | |

| | | | | |

|Microsoft Application Product Pool | | | | |

| | | | | |

|Windows - Based Applications | | | | |

| | | | | |

|Microsoft® Office for Windows Products | | | | |

|Microsoft( Office Professional (continued) |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 7.0 for Windows with Visual FoxPro |2 |X |X |X |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Upgrade (from Competitive Application) |2 |X | | |

| Version Upgrade from most current version of Office Standard |0 |X | | |

|Version 97 with Visual FoxPro |2 |X |X |X |

| Upgrade (from Previous Version or one Microsoft Application) |2 |X | | |

| Upgrade (from Competitive Application) |2 |X | | |

| Version Upgrade from most current version of Office Standard |0 |X | | |

|Microsoft® Outlook |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1997 |1 |X |X | |

Microsoft® PowerPoint®

Product Condition Note

PowerPoint for Windows “platform independence”- The PowerPoint user is licensed to run PowerPoint on Windows or Macintosh. To the extent that a user is eligible for secondary installation, such user may run PowerPoint on any of these platforms, regardless of which platform is installed at work. However, for purposes of determining PowerPoint concurrent usage rights, the user must treat PowerPoint for and PowerPoint for Macintosh as if they were a single license. The "platform independent" PowerPoint license is not available in all languages.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 4.0 for Windows |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 7.0 for Windows 95 |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

Microsoft Application Product Pool

Windows - Based Applications (continued)

Microsoft® Project

Product Condition Note

Microsoft Project for Windows “platform independence”- The Microsoft Project user is licensed to run Microsoft Project on Windows or Macintosh. To the extent that a user is eligible for secondary installation, such user may run Microsoft Project on any of these platforms, regardless of which platform is installed at work. However, for purposes of determining Microsoft Project concurrent usage rights, the user must treat Microsoft Project for Windows or Microsoft Project for Macintosh as if they were a single license. The "platform independent" Microsoft Project license is not available in all languages.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 4.0 for Windows |1 |X |X |X |

| Version Upgrade |1 |X | | |

|Version 4.1 for Windows 95 |1 |X |X |X |

| Version Upgrade from Microsoft Project 3.0 or Prior |1 |X | | |

| Version Upgrade from Microsoft Project 4.0 |1 |X | | |

|Microsoft® Publisher |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 for Windows 95 |1 |X |X | |

| Version Upgrade |1 |X | | |

|Version 97 for Windows 95 and Windows NT |1 |X |X | |

| Version Upgrade |1 |X | | |

Microsoft® Schedule+ Single User Add Pack

Product Condition Note

It is recommended that Schedule+ Single User Add Packs are used in conjunction with Mail Server for full functionality.

|Microsoft® Schedule+ Single User Add Pack |Unit |Select 4.0 |Upgrade |Upgrade |

|(continued) |Value |License |Advantage |Adv. Plus |

|Version 1.0 |1 |X | | |

Microsoft® Schedule+ Starter Kit (requires Mail)

Product Condition Note

All Schedule+ Starter Kits include two user licenses and require previous acquisition of Mail Server.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.0 |1 |X | | |

Microsoft Application Product Pool

Windows - Based Applications (continued)

|Microsoft® Schedule+ for Windows® 95 |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 7.0 |1 |X | | |

| Version Upgrade |1 |X | | |

|Microsoft® SGML Author for Word |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.1 |0 |X | | |

|Microsoft® Team Manager™ 97 |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 97 |1 |X |X | |

Microsoft® Visual Basic® for Windows®

Product Condition Note

Japanese versions of Visual Basic for Windows, Standard Edition and Professional Edition - Select customers who have both Japanese Visual Basic 2.0 for Standard and Japanese Visual Control Pack can upgrade to Visual Basic 4.0 Professional Edition. Select customers who consume and report the US version of Visual Basic for Windows Professional Edition may install the Office Developers Kit (ODK) at no charge. Select customers who have both Japanese Visual Basic 2.0 for Standard and Japanese Visual Control Pack can upgrade to Visual Basic 4.0 Professional edition.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 2.0 Standard Edition |1 |X |X | |

|Version 3.0 Standard Edition |1 |X |X | |

|Version 4.0 Standard Edition |1 |X |X | |

| Version Upgrade |1 |X | | |

|Version 4.0 Enterprise Edition |1 |X |X | |

| Version Upgrade from Visual Basic 2.0 Standard |1 |X | | |

| Version Upgrade from 2.0 Professional Edition |1 |X | | |

| Version Upgrade from 3.0 Professional Edition |1 |X | | |

| Version Upgrade from 4.0 Professional Edition |1 |X | | |

|Version 4.0 Professional Edition |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

| Upgrade from Visual Basic Standard for Windows |1 |X | | |

Microsoft Application Product Pool

Windows - Based Applications (continued)

Microsoft® Visual C++® for Windows®

Product Condition Note

Visual C++ Professional Edition for Windows( - Visual C++ 4.0a consists of the following software: Visual C++™ version 1.52 for Windows and Visual C++ version 4.0a. Select customers who order the current version of Visual C++ may choose to install either the current version of Visual C++ or Visual C++ for MIPS or Visual C++ for Alpha.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 4.2 Enterprise Edition |1 |X |X | |

|Version 4.0 Professional Edition |1 |X |X | |

| Version Upgrade |1 |X | | |

| Version Upgrade from 2.0 |1 |X | | |

| Version Upgrade from 4.0 |1 |X | | |

| Competitive Upgrade |1 |X | | |

| Upgrade from 1.0 Professional |1 |X | | |

| Upgrade from 1.0 Standard |1 |X | | |

|Version 4.1 Professional Edition (Version Upgrade from 4.0 only) |1 |X |X | |

|Microsoft® Visual FoxPro™ for Windows® |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 Standard Edition |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 3.0 Professional Edition |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 5.0 Professional Edition |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Microsoft® Visual J++™ |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.0 |1 |X |X | |

Microsoft Application Product Pool

Windows - Based Applications (continued)

Microsoft® Visual SourceSafe® for Windows®

Product Condition Note

1. Free upgrade period for Visual SourceSafe 5.0 for Windows - Enrolling Customers acquiring a Select Visual SourceSafe 4.0 for Windows license from September 9, 1996 through December 6, 1996 are entitled to upgrade to Visual SourceSafe 5.0 for Windows at no charge.

2. Visual SourceSafe for Windows - The Mac client for US English version of the Visual SourceSafe for Windows is available only to US-based Select customers via fulfillment from MEF. This Mac client is to be used only with the US English version of Visual SourceSafe for Windows and not with any localized versions of Visual SourceSafe for Windows.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 4.0 |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 5.0 |1 |X |X | |

| Version Upgrade |1 |X | | |

Microsoft® Word for Windows®

Product Condition Notes

1. Word for Windows “platform independence” - The Word user is licensed to run Word on MS-DOS, Windows, Windows NT Workstation or Macintosh. To the extent that a user is eligible for secondary installation, such user may run Word on any of these platforms, regardless of which platform is installed at work. However, for purposes of determining Word concurrent usage rights, the user must treat Word for MS-DOS, Word for Windows, Word for Windows NT and Word for Macintosh as if they were a single license. The "platform independent" Word license is not available in all languages.

1. Word 6.0 Proofing Tools for Windows - Word 6.0 for Windows requires Proofing Tools for Word 6.0 for Windows. Previous versions of Proofing Tools are not compatible with Word 6.0 for Windows. Only Enrolling Customers outside the United States may use this product from the Select CD-ROM Kit.

2. Word 7.0 Proofing Tools for Windows 95 - Word 6.0 and 7.0 Proofing Tools for Windows 95 are not available for distribution or consumption from the Select CD in the United States. They are only available for consumption outside of United States. If an Enrolling Customer is interested in this product for use in the United States, they need to contact Alki Software in Seattle, Washington.

1. OS/2 versions of Word - OS/2 versions of Word are eligible for enrollment in Word for Windows Upgrade Advantage and/or Upgrade Advantage Plus.

Microsoft Application Product Pool

Windows - Based Applications

|Microsoft® Word for Windows® (continued) |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 6.0 for Windows |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 6.0 for Windows NT |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 6.0 ODA Converter Kit for Windows |0 |X | | |

|Version 6.0 ODA Converter Kit for Windows NT |0 |X | | |

|Version 6.0 Proofing Tools for Windows |0 |X | | |

|Version 7.0 for Windows 95 |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 7.0 Proofing Tools for Windows 95 |0 |X | | |

|Version 1997 |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Microsoft® Word Assistant |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.0 for Windows |0 |X | | |

Microsoft® Works

Product Condition Note

Works for Windows “platform independence” - The Works user is licensed to run Works on MS-DOS, Windows or Macintosh. To the extent that a user is eligible for secondary installation, such user may run Works on any of these platforms, regardless of which platform is installed at work. The "platform independent" Works license is not available in all languages.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 for Windows |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

|Version 4.0 for Windows 95 |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

Microsoft Application Product Pool

Applications for the Apple Macintosh

General Product Condition Notes

1. Platform independent licenses - Microsoft Excel, Office Standard Edition, Office Professional Edition, PowerPoint, Microsoft Project, Word and Works are "platform independent" licenses. A platform independent license allows for a specific product to be used on any computer platform (e.g., Intel-based, Macintosh) that the software runs on, provided that the version is the same or lower as the original version that was licensed. For instance, an Enrolling Customer who acquired Microsoft Excel 5.0 for Macintosh may choose to use that license to run Microsoft Excel 5.0 for Windows or Microsoft Excel 5.0 for Windows NT, but could not use the license to run Microsoft Excel 7.0 for Windows 95.

2. Education Select product limitations - The following Select Software Products for the Apple Macintosh are available only to eligible Education Enrolling Customers executing Microsoft Education Select Agreements: Macintosh versions of Microsoft® Bookshelf®, Microsoft® Creative Writer, Encarta and Fine Artist. These products are not provided by any Select CD-ROM. Any eligible Education Enrolling Customer must first acquire one full-packaged product version outside of Select, which may be used as the "master disc" for software replication subject to all terms and conditions of its executed Education Select Master and Enrollment Agreement.

|Microsoft® Bookshelf® for the Macintosh® |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1996 |1 |X | | |

|Creative Writer for the Macintosh® |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.1 |1 |X | | |

|Microsoft® Encarta™ for the Macintosh® |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1996 |1 |X | | |

Microsoft® Excel for the Macintosh®

Product Condition Note

Microsoft Excel for the Macintosh “platform independence” - The Microsoft Excel user is licensed to run Microsoft Excel on MS-DOS, Windows, Windows NT Workstation or Macintosh. To the extent that a user is eligible for secondary installation, such user may run Microsoft Excel on any of these platforms, regardless of which platform is installed at work. However, for purposes of determining Microsoft Excel concurrent usage rights, the user must treat Microsoft Excel for MS-DOS, Microsoft Excel for Windows, Microsoft Excel for Windows NT and Microsoft Excel for Macintosh as if they were a single license. The "platform independent" Microsoft Excel license is not available in all languages.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 5.0 |1 |X |X |X |

| Version Upgrade |1 |X | | |

Microsoft Application Product Pool

Applications for the Apple Macintosh (continued)

|Fine Artist for the Macintosh® |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.1 |1 |X | | |

|Microsoft® FoxPro® for The Macintosh® |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 2.6 |1 |X |X | |

Microsoft® Office for Macintosh® Products

General Product Condition Notes

1. Office for Macintosh/Office Professional for Macintosh “platform independence”- The Office user is licensed to run Office on Windows, Windows NT Workstation or Macintosh. To the extent that a user is eligible for secondary installation, such user may run Office on any of these platforms, regardless of which platform is installed at work. However, for purposes of determining Office concurrent usage rights, the user must treat Office or Office Professional for Windows, Office or Office Professional for Windows NT and Office or Office Professional for Macintosh as if they were a single license. The "platform independent" Office license is not available in all languages.

1. Office for the Macintosh Version Upgrade - A license for Office for the Macintosh Version Upgrade is only available for a Macintosh on which at least one Microsoft word processor or spreadsheet is installed at the time the upgrade license is acquired.

2. Office Professional for Macintosh with FoxPro - Contingent upon language availability, customers who acquire Office Professional for Macintosh may install FoxPro.

3. Limited availability of certain Office for the Macintosh languages - Norwegian, Finnish, Danish, and Spanish versions of Office for the Macintosh include the US English version of PowerPoint. The Spanish version of Office Professional for the Macintosh includes the English version of FoxPro.

|Microsoft® Office for the Macintosh® |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 4.2 |2 |X |X |X |

| Upgrade from Previous Version or one Microsoft Application |2 |X | | |

|Version 4.21 |2 |X |X |X |

| Upgrade from Previous Version or one Microsoft Application |2 |X | | |

| Competitive Upgrade from Claris Works |2 |X | | |

|Version 4.0 |2 |X |X |X |

| Upgrade from Previous Version or one Microsoft Application |2 |X | | |

| Version Upgrade from most current Version of Office Standard |0 |X | | |

Microsoft Application Product Pool

Applications for the Apple Macintosh (continued)

Microsoft® PowerPoint® for the Macintosh®

Product Condition Note

PowerPoint for Macintosh “platform independence”- The PowerPoint user is licensed to run PowerPoint on Windows or Macintosh. To the extent that a user is eligible for secondary installation, such user may run PowerPoint on any of these platforms, regardless of which platform is installed at work. However, for purposes of determining PowerPoint concurrent usage rights, the user must treat PowerPoint for Windows and PowerPoint for Macintosh as if they were a single license. The "platform independent" PowerPoint license is not available in all languages.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 4.0 |1 |X |X |X |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

Microsoft® Project for the Macintosh®

Product Condition Note

Microsoft Project for Macintosh “platform independence”- The Microsoft Project user is licensed to run Microsoft Project on Windows or Macintosh. To the extent that a user is eligible for secondary installation, such user may run Microsoft Project on any of these platforms, regardless of which platform is installed at work. However, for purposes of determining Microsoft Project concurrent usage rights, the user must treat Microsoft Project for Windows or Microsoft Project for Macintosh as if they were a single license. The "platform independent" Microsoft Project license is not available in all languages.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 4.0 |1 |X |X |X |

| Version Upgrade |1 |X | | |

|Microsoft® Visual FoxPro™ Standard Edition for Macintosh® |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

Microsoft Application Product Pool

Applications for the Apple Macintosh (continued)

Microsoft® Word for the Macintosh®

Product Condition Notes

1. Word for Macintosh “platform independence” - The Word user is licensed to run Word on MS-DOS, Windows, Windows NT Workstation or Macintosh. To the extent that a user is eligible for secondary installation, such user may run Word on any of these platforms, regardless of which platform is installed at work. However, for purposes of determining Word concurrent usage rights, the user must treat Word for MS-DOS, Word for Windows, Word for Windows NT and Word for Macintosh as if they were a single license. The "platform independent" Word license is not available in all languages.

2. Word for the Macintosh Version Upgrade - Select customers who have ordered Word 6.0 for the Macintosh may upgrade to Word 6.01 for the Macintosh at no charge.

1. Word 6.0 Proofing Tools for the Macintosh - Word 6.0 Proofing Tools for the Macintosh are not available for distribution or consumption from the Select CD in the United States. They are only available for consumption outside of United States. If an Enrolling Customer is interested in this product for use in the United States, they need to contact Alki Software in Seattle, Washington.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 6.0 |1 |X |X |X |

|Version 6.0 ODA Converter Kit for Macintosh |0 |X | | |

|Version 6.0 Proofing Tools for the Macintosh |0 |X | | |

|Version 6.01 |1 |X |X |X |

| Version Upgrade |1 |X | | |

Microsoft® Works for the Macintosh®

Product Condition Note

Works for Macintosh “platform independence” - The Works user is licensed to run Works on MS-DOS, Windows or Macintosh. To the extent that a user is eligible for secondary installation, such user may run Works on any of these platforms, regardless of which platform is installed at work. The "platform independent" Works license is not available in all languages.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 4.0 |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

Microsoft Application Product Pool

Microsoft® MS-DOS® based Applications

General Product Condition Note

Platform independent licenses - Amongst MS-DOS-based Applications, Word and Works are "platform independent" licenses. A platform independent license allows for a specific product to be used on any computer platform (e.g., Intel-based, Macintosh) that the software runs on, provided that the version is the same or lower as the original version that was licensed. For instance, an Enrolling Customer who acquired Word 6.0 for MS-DOS may choose to use that license to run Word 6.0 for Windows, Word 6.0 for Windows NT or Word 6.0 for Macintosh, but could not use the license to run Word 7.0 for Windows 95. To the extent that a user is eligible for secondary installation, such user may run Word or Works on any of these platforms, regardless of which platform is installed at work. The "platform independent" license is not available in all languages.

|Microsoft® FoxPro® for MS-DOS®, |Unit |Select 4.0 |Upgrade |Upgrade |

|Single-User |Value |License |Advantage |Adv. Plus |

|Version 2.5 |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

| Upgrade from Version 2.5 |1 |X | | |

|Version 2.6 |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

| Upgrade from Version 2.5 |0 |X | | |

Microsoft® Mail Remote Client for MS-DOS®

Product Condition Note

Mail Remote Client for MS-DOS - This product requires previous acquisition of Mail Server. The US English versions of Mail Remote MS-DOS Client may not be acquired for use outside of the United States. For use within the United States, acquisition of the Mail Remote MS-DOS Client is restricted to the US English version.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 |1 |X | | |

|Microsoft® Visual Basic® for MS-DOS®, |Unit |Select 4.0 |Upgrade |Upgrade |

|Professional Edition |Value |License |Advantage |Adv. Plus |

|(Non-Version Specific Upgrade Advantage only) |1 | |X | |

Microsoft Application Product Pool

Microsoft® MS-DOS® based Applications (continued)

Microsoft® Word for MS-DOS®

Product Condition Notes

1. Word for MS-DOS “platform independence” - The Word 6.0 user is licensed to run Word on MS-DOS, Windows, Windows NT Workstation or Macintosh. To the extent that a user is eligible for secondary installation, such user may run Word on any of these platforms, regardless of which platform is installed at work. However, for purposes of determining Word concurrent usage rights, the user must treat Word for MS-DOS, Word for Windows, Word for Windows NT and Word for Macintosh as if they were a single license. The "platform independent" Word license is not available in all languages.

2. Word 6.0 Proofing Tools for MS-DOS - Word 6.0 for MS-DOS requires Proofing Tools for Word 6.0 for MS-DOS. Previous versions of Proofing Tools are not compatible with Word 6.0 for MS-DOS.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 6.0 |1 |X |X |X |

| Version Upgrade |1 |X | | |

|Version 6.0 Proofing Tools for Microsoft® MS-DOS® |0 |X | | |

Microsoft® Works for MS-DOS®

Product Condition Notes

1. Farsi product version limitations - The Farsi version of these products are not provided by any Select CD-ROM. They are Microsoft Works for MS-DOS, Microsoft Windows, Microsoft Word for Windows, Microsoft Excel for Windows, Microsoft Excel for Macintosh. The Select Customer will need to acquire full-packaged product version outside of Select.

2. Works for MS-DOS “platform independence” - The Works user is licensed to run Works on MS-DOS, Windows or Macintosh. To the extent that a user is eligible for secondary installation, such user may run Works on any of these platforms, regardless of which platform is installed at work. The "platform independent" Works license is not available in all languages.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 |1 |X |X | |

| Version Upgrade |1 |X | | |

| Competitive Upgrade |1 |X | | |

Microsoft Systems Product Pool

Microsoft Operating Systems

General Product Condition Notes

1. Free Microsoft Exchange Client Access Licenses via Windows for Workgroups and Windows NT Workstation Upgrade Advantage - Enrolling Customers who had enrolled Windows for Workgroups and Windows NT Workstation under Upgrade Advantage are eligible to receive the Microsoft Exchange Client Access Licenses at no additional charge, provided that the customer also maintains at least one Mail Server under Mail Server Maintenance prior to April 1, 1996, and the ratio of maintained products to maintained Mail Servers does not exceed a 500:1 ratio. Upon acquisition of Microsoft Exchange CALs through this upgrade, Enrolling Customers must enroll these new Microsoft Exchange CALs under Upgrade Advantage for subsequent new versions.

2. OS/2 in Windows and Windows 95 Upgrade Advantage or Windows for Workgroups Upgrade Advantage - Select customers may enroll OS/2 in Windows and Windows 95 Upgrade Advantage or Windows for Workgroups Upgrade Advantage. OS/2 is not eligible to be enrolled directly in Windows NT Workstation Upgrade Advantage or Windows 32-bit Family Upgrade Advantage.

Microsoft® MS-DOS® Upgrade

Product Condition Notes

1. MS-DOS Upgrade - Arabic MS-DOS consists of English MS-DOS, plus an Arabic layer.

2. MS-DOS 6.22 Upgrade - MS-DOS 6.0 and 6.2 Upgrades include Anti-Virus (AV) software. Further updates may be acquired directly from Central Point.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 5.0 |1 |X | | |

|Version 6.22 |1 |X | | |

|Microsoft® Plus! For Windows® 95 |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.0 |1 |X | | |

Microsoft® Windows®

Product Condition Notes

1. Windows 3.1 for the NEC PC 9800 Series - The Japanese version of these products are available only in Japan. The Enrolling Customer must first acquire one full-packaged product outside of Select that may be used as the "master" for software replication following all other terms and conditions of the Select Agreement.

2. Windows 3.2 Chinese Simplified - Select customers may enroll OS/2 in Windows or Windows for Workgroups Upgrade Advantage. OS/2 is not eligible to be enrolled directly in Windows NT Workstation Upgrade Advantage or Windows 32-bit Family Upgrade Advantage.

Microsoft Systems Product Pool

Microsoft Operating Systems

|Microsoft® Windows® (continued) |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.1 |1 |X |X | |

|Version 3.1 for NEC 9800 Systems (Japanese) |1 |X |X | |

|Version 3.1 for Intel-based Systems (Japanese) |1 |X |X | |

|Version 3.11 |1 |X |X | |

| Version Upgrade |1 |X | | |

|Version 3.2 - Chinese Simplified |1 |X |X | |

|Windows( and Windows( 95 Upgrade Advantage |2 | |X | |

Microsoft® Windows® 95

Product Condition Note

Windows 95 Version Upgrade from Windows 3.x and Windows for Workgroups 3.x - The Windows 95 version upgrade is available to licensed owners of Windows version 3.0 or higher, Windows for Workgroups version 3.1 or higher, all versions of Windows NT, or OS/2 version 2.0 or higher.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version Upgrade from Windows 3.x & Windows for Workgroups |2 |X |X | |

|3.x | | | | |

|Windows and Windows 95 Upgrade Advantage |2 | |X | |

Microsoft® Windows® for Workgroups

Product Condition Note

Windows for Workgroups 3.11, Workgroup Add-on for one User of Windows 3.1 - In France, acquisition of Windows for Workgroups version 3.11 is restricted to the French (France) version. It is illegal to distribute other language versions of Windows for Workgroups 3.11 to consumers within France. The restriction applies to Windows for Workgroups and the Windows for Workgroups Add-On.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.11 |1 |X |X | |

| Version Upgrade |1 |X | | |

|Version 3.11 Add-on for Windows 3.1 Users |1 |X | | |

|Version 3.11 Add-on for MS-DOS |0 |X | | |

Microsoft Systems Product Pool

Microsoft Operating Systems (continued)

Microsoft® Windows NT® Workstation

Product Condition Notes

1. Standard Select license for Windows NT Workstation 4.0 prerequisite - Enrolling Customers interested in acquiring a standard Select license for Windows NT Workstation 4.0 must have a prior operating system (Windows 3.x, Windows for Workgroups 3.x, Windows 95 or OS/2) installed on their personal computer or workstation. Enrolling Customers with a prior version of Windows NT Workstation installed on their personal computer or workstation may acquire the Windows NT Workstation 4.0 Upgrade from Windows NT 3.x. Enrolling Customers who have enrolled prior versions of Windows NT Workstation in Upgrade Advantage may install and run Windows NT Workstation 4.0 or the latest released version of NT Workstation throughout the term of their agreement.

1. Windows 32-Bit Family Upgrade Advantage and Windows NT Workstation Upgrade Advantage - Windows 32-Bit Family Upgrade Advantage and Windows NT Workstation Upgrade Advantage are essentially the same and offer the Enrolling Customer the ability to install any upgrades to the Windows NT Workstation license enrolled under either product for the term of their Upgrade Advantage coverage.

2. “Downgrade” right for Windows NT Workstation licenses enrolled in Upgrade Advantage - For Windows NT Workstation licenses enrolled in Upgrade Advantage, the following additional right is applicable: The licensee may use the current or any prior version of Windows in place of Windows NT Workstation. If the licensee exercises this right to use any version of Windows for which there is Microsoft Plus! software available, the licensee may also use the appropriate Microsoft Plus! software. For example, a licensee who enrolls NT Workstation under Upgrade Advantage may choose to use Windows 95 and Microsoft Plus! for Windows 95 instead of Windows NT Workstation. Should the Enrolling Customer exercise their right to use the current or any prior version of Windows in place of Windows NT Workstation, the Enrolling Customer must determine whether they will keep that specific license as a prior version of Windows or Windows NT Workstation at the conclusion of the Windows NT Workstation Upgrade Advantage term and may no longer switch between the two operating systems.

3. Free upgrade period for Windows NT Workstation 4.0 - Enrolling Customers acquiring a Select Windows NT Workstation 3.51 license from July 1, 1996 through October 31, 1996 (October 1, 1996 through December 31, 1996 for Japanese Enrolling Customers) and whose Select License Confirmation’s Issue Date is within the free upgrade period are entitled to upgrade to Windows NT Workstation 4.0 at no charge.

4. Windows NT Workstation 4.0 Version Upgrade - Select 1-Time - This Select product is available to Enrolling Customers wishing to upgrade to Windows NT Workstation 4.0 under the following conditions:

* Upgrading valid Windows and Windows 95 licenses currently enrolled in Windows and Windows 95 Upgrade Advantage, Windows for Workgroups licenses currently enrolled in Windows for Workgroups Upgrade Advantage, or IBM OS/2® licenses currently enrolled in Windows and Windows 95 or Windows for Workgroups Upgrade Advantage to a Windows NT Workstation 4.0 license. For each unit of this 1-Time Upgrade SKU that the Enrolling Customer acquires, the Customer must also immediately enroll the newly acquired Windows NT Workstation 4.0 license in Windows NT Workstation Upgrade Advantage or Windows 32-bit Family Upgrade Advantage. Enrolling Customers must pay any difference in price between the former Windows and Windows 95 Upgrade Advantage or Windows for Workgroups Upgrade Advantage and the newly acquired Windows NT Workstation Upgrade Advantage or Windows 32-bit Family Upgrade Advantage.

* Upgrading valid Windows, Windows for Workgroups, Windows 95 or IBM OS/2 license without Upgrade Advantage to a Windows NT Workstation 4.0 license. For each unit of this 1-Time Upgrade SKU that the Enrolling Customer acquires, the Customer must also immediately enroll the newly acquired NT

Microsoft Systems Product Pool

Microsoft Operating Systems

Microsoft® Windows NT® Workstation

Product Condition Notes (continued)

Workstation 4.0 license in Windows NT Workstation Upgrade Advantage or Windows 32-bit Family Upgrade Advantage. Any Software that the licensee is permitted to use as a result of this 1-Time Upgrade may be used only on the single computer upon which the prior operating system was first installed.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.5x |2 |X |X | |

| Version Upgrade from Windows NT 3.x |2 |X | | |

|Version 3.51 Step-Up |0 |X | | |

|Version 4.0 |2 |X |X | |

| Upgrade from Windows NT 3.x |2 |X | | |

|Windows NT Workstation 4.0 English International Version |0 |X | | |

|Upgrade - Select 1-Time (Requires Upgrade Advantage) | | | | |

|Windows( 32-Bit Family Upgrade Advantage OR Windows NT |2 |X |X | |

|Workstation Upgrade Advantage | | | | |

|Microsoft® Windows NT® Subsystem for |Unit |Select 4.0 |Upgrade |Upgrade |

|Presentation Manager |Value |License |Advantage |Adv. Plus |

|Version 3.51 |0 |X | | |

Microsoft Server Product Pool

Networking Series

General Product Condition Note

ITAR Controlled Product Restriction - Export of certain Select Software Products from the United States is regulated by the International Traffic in Arms Regulations (ITAR, 22 CFR 120-130) of the U.S. State Department, Office of Defense Trade Controls. Each such product is available in two distinct versions, one that is intended for distribution only in the United States and Canada, and one that may be distributed more generally. The version of each that is intended for distribution only in the United States and Canada is referred to as an "ITAR Controlled Product". The current ITAR Controlled Products, either individually or in Microsoft bundled suites (i.e., BackOffice), are: Microsoft Exchange Client Access License-US and French-Canadian versions; Microsoft Internet Information Server- US English version; and Windows NT 4.0 Server (not Windows NT Workstation) US English. The list of ITAR Controlled Products may be increased or decreased from time to time depending upon changes in the regulations themselves, changes in the encryption technology that is built into one or more Select Software Products and the addition or deletion of products from the Select program. The ITAR Controlled Products at any particular time are clearly identified on this Select Product List. A State Department license is required to export an ITAR Controlled Product outside the United States or Canada. Neither the Lead Customer nor any Lead Customer Affiliate will, directly or indirectly, export or re-export any ITAR Controlled Product (or portions thereof) to any country, other than the United States or Canada, or to any person, entity or end user subject to U.S. export restrictions without first obtaining a State Department export license.

Microsoft® BackOffice(

(ITAR Restricted)

Product Condition Notes

1. Free upgrade period for BackOffice 2.0 - Select Customers acquiring a Select license for BackOffice 1.5 Server or BackOffice 1.5 Client Access License from July 1, 1996 through October 31, 1996 are entitled to upgrade to an equivalent BackOffice 2.0 license at no charge.

2. Individual application within the BackOffice suite enrolled in Upgrade Advantage - Enrolling Customers enrolling BackOffice licenses under Upgrade Advantage are permitted to install the latest version (in the same language) of an individual application within the BackOffice suite (i.e., Windows NT Server, SQL Server, Microsoft Exchange Server, etc.) during the Upgrade Advantage term. Should a new version of an individual application within the BackOffice suite be released during the Upgrade Advantage term in which a BackOffice license is enrolled, the Enrolling Customer is permitted to upgrade that individual application, rather than being required to wait for a new release of the BackOffice suite to be released. Further, Enrolling Customers are permitted to install a different language edition of an individual application within the BackOffice suite, provided the cost of the language version is greater than the cost of the language version desired.

1. BackOffice 2.0 Client Access License components - Windows NT Server 3.51, SQL Server 6.5, Microsoft Exchange Server 4.0, Systems Management Server 1.1, and SNA Server 2.11. The BackOffice components may not be separated for use on more than one workstation. Customers may enroll the BackOffice Client Access License under Upgrade Advantage, only if they have a valid BackOffice Client Access License, or valid Client Access Licenses for Windows NT Server, SQL Server, SNA Server, Systems Management Server or Microsoft Exchange on the same workstation.

2. BackOffice 2.5 Client Access License components - Windows NT Server 4.0, SQL Server 6.5, Microsoft Exchange Server 4.0, Systems Management Server 1.2, and SNA Server 3.0. The BackOffice components

Microsoft Server Product Pool

Networking Series

Microsoft® BackOffice(

(ITAR Restricted)

Product Condition Notes (continued)

may not be separated for use on more than one workstation. Customers may enroll the BackOffice Client Access License under Upgrade Advantage, only if they have a valid BackOffice Client Access License, or valid Client Access Licenses for Windows NT Server, SQL Server, SNA Server, Systems Management Server or Microsoft Exchange on the same workstation.

5. BackOffice 2.5 Client Access License Version Upgrade qualification - Upgrades any BackOffice 1.5 Client Access License to a BackOffice version 2.5 Client Access License. No upgrade is required for the BackOffice 2.0 Client Access License.

5. BackOffice 2.0 Client Access License Competitive Upgrade qualifications - A license for the Microsoft BackOffice Client Access License Competitive Upgrade is only available to licensed owners of network client for the following products: Novell NetWare, Banyan VINES, IBM LAN Server, 3Com 3+Open, DEC PATHWORKS, HP LAN Manager, AT&T StarLAN, SCO LAN Manager/Advanced Server for UNIX, Data General LAN Manager/Advanced Server for UNIX, ICL LAN Manager/Advanced Server for UNIX, Olivetti LAN Manager/Advanced Server for UNIX, and Bull LAN Manager/Advanced Server for UNIX. Upgrade customers are eligible to acquire a quantity of Upgrade Client Access Licenses equal to or less than the number of existing client licensed for the product being upgraded. These upgrade Client Access Licenses must be acquired at the same time as the server.

6. BackOffice 2.5 Client Access License Competitive Upgrade qualifications - All registered Novell NetWare and Banyan VINES customers, Netscape Communications Corporation Proxy Server customers, LAN Server, DEC™ PATHWORKS and other LAN Manager OEM customers are eligible to acquire the BackOffice 2.5 Competitive Upgrade Client Access License. LAN Manager OEM systems include 3Com( 3+Open®, HP® LAN Manager, AT&T® Starlan, SCO® LAN Manager/Advanced Server for UNIX(, Data General® LAN Manager/Advanced Server for UNIX, ICL LAN Manager/Advanced Server for UNIX, Olivetti® LAN Manager/Advanced Server for UNIX and Bull LAN Manager/Advanced Server for UNIX. Upgrade customers are eligible to acquire a quantity of Upgrade Client Access Licenses equal to or less than the number of existing client licensed for the product being upgraded. These upgrade Client Access Licenses must be acquired at the same time as the server. LAN Manager users with an unlimited LAN Manager license can acquire up to 250 Client Access Licenses at the upgrade price

8. BackOffice 2.0 Client Access License Upgrade from Exchange, Windows NT Server, SNA, or SMS client qualifications - A license for the BackOffice 2.0 Client Access License Upgrade from Microsoft Exchange, Windows NT Server, SNA, or SMS client is only available to licensed owners of network client for the following products: Microsoft Exchange, Windows NT 3.1, Windows NT Server 3.5x, Windows NT Advanced Server 3.1, LAN Manager version 2.1 or less, SNA Server, or Systems Management Server. When upgrading from Windows NT Advanced Server 3.1, a customer is deemed to have a maximum of 250 users that are eligible to be upgraded. When upgrading from LAN Manager Unlimited (from OEMs or Microsoft), a customer is deemed to have a maximum of 250 users that are eligible to be upgraded. For owners of other LAN Manager 2.1 or prior Client, SNA Server, or Systems Management Server, upgrade customers are eligible to acquire a quantity of Upgrade Client Access Licenses equal to or less than the number of existing client licensed for the product being upgraded. All upgrade Client Access Licenses must be acquired at the same time as the server. Additional Client Access Licenses must be acquired at the standard price.

Microsoft Server Product Pool

Networking Series

Microsoft® BackOffice(

(ITAR Restricted)

Product Condition Notes (continued)

9. BackOffice 2.5 Client Access License Upgrade from Exchange, Windows NT Server, SNA, or SMS client qualifications - A license for the BackOffice 2.5 Client Access License Upgrade from Microsoft Exchange, Windows NT Server, SNA, or SMS client is only available to licensed owners of network client for the following products: Microsoft Exchange, Windows NT 3.1, Windows NT Server 3.5x, Windows NT Advanced Server 3.1, LAN Manager version 2.1 or less, SNA Server, or Systems Management Server. When upgrading from Windows NT Advanced Server 3.1, a customer is deemed to have a maximum of 250 users that are eligible to be upgraded. When upgrading from LAN Manager Unlimited (from OEMs or Microsoft), a customer is deemed to have a maximum of 250 users that are eligible to be upgraded. For owners of other LAN Manager 2.1 or prior Client, SNA Server, or Systems Management Server, upgrade customers are eligible to acquire a quantity of Upgrade Client Access Licenses equal to or less than the number of existing client licensed for the product being upgraded. All upgrade Client Access Licenses must be acquired at the same time as the server. Additional Client Access Licenses must be acquired at the standard price.

9. BackOffice 2.0 Client Access License Upgrade from SQL Server Client Access License or the SQL Server Client Access License Version Upgrade qualifications - A license for the BackOffice 2.0 Client Access License Upgrade from SQL Server Client Access License or the SQL Server Client Access License Version Upgrade is only available to licensed owners of SQL Server for OS/2 and SQL Server for Windows NT. Licensed owners of SQL Server 4.21A for Windows NT are eligible to acquire a quantity of Upgrade Client Access Licenses equal to or less than the number of their existing Client Access Licenses. With valid licenses of SQL Server 1.x or 4.x for Windows NT or OS/2, a Workgroup System entitles a customer to acquire a maximum of 10 BackOffice Client Access License Upgrades, a Departmental System & Unlimited System for OS/2 entitles a customer to acquire a maximum of 64 BackOffice Client Access License Upgrades and an Enterprise System entitles a customer to acquire a maximum of 250 BackOffice Client Access License Upgrades.

11. BackOffice 2.5 Client Access License Upgrade from SQL Server Client Access License or the SQL Server Client Access License Version Upgrade qualifications - A license for the BackOffice 2.5 Client Access License Upgrade from SQL Server Client Access License or the SQL Server Client Access License Version Upgrade is only available to licensed owners of SQL Server for OS/2 and SQL Server for Windows NT. Licensed owners of SQL Server 4.21A for Windows NT are eligible to acquire a quantity of Upgrade Client Access Licenses equal to or less than the number of their existing Client Access Licenses. With valid licenses of SQL Server 1.x or 4.x for Windows NT or OS/2, a Workgroup System entitles a customer to acquire a maximum of 10 BackOffice Client Access License Upgrades, a Departmental System & Unlimited System for OS/2 entitles a customer to acquire a maximum of 64 BackOffice Client Access License Upgrades and an Enterprise System entitles a customer to acquire a maximum of 250 BackOffice Client Access License Upgrades.

11. BackOffice Client Access License 2.0, Promo Upgrade for Office License Owners qualifications - The Enrolling Customer must own a valid license of Office or Office Professional in order to purchase the promotional license. This offer is not available for Japanese version of this product.

12. BackOffice 2.0 Server License components - The BackOffice 2.0 Server License consists of the following components: Windows NT Server 3.51, SQL Server 6.5, Microsoft Exchange Standard Server 4.0 (with Microsoft Exchange Connector 4.0), Microsoft Internet Information Server 1.0, Systems Management Server

Microsoft Server Product Pool

Networking Series

Microsoft® BackOffice(

(ITAR Restricted)

Product Condition Notes (continued)

1.1, and SNA Server 2.11. The BackOffice components may not be separated for use on more than one server. Customers may enroll the BackOffice Server under Upgrade Advantage only if they have a valid license for BackOffice Server, or valid licenses for a Microsoft Exchange Server, Microsoft Exchange Connector, Internet Information Server, Windows NT Server, SQL Server, SNA Server, and Systems Management Server on the same server. BackOffice users need to install each individual component individually from the Select CD-ROM Kit, as an integrated installation is not available.

14. BackOffice 2.0 upgrade clarification for Japanese Enrolling Customers - Japanese Enrolling Customers who purchase BackOffice 2.0 or BackOffice 2.0 Client Access License within the Free Upgrade Period of September 1, 1996 through December 31, 1996 are entitled to install and use Windows NT Server 4.0 and SMS 1.2 before the version of BackOffice that includes Windows NT Server 4.0 and SMS 1.2 are available.

15. BackOffice 2.5 Server License components - The BackOffice 2.5 Server License consists of the following components: Windows NT Server 4.0 (including Internet Information Server 2.0, Index Server 1.1 and FrontPage 1.1), SQL Server 6.5, Microsoft Exchange Standard Server 4.0 (with Microsoft Exchange Connector 4.0), Systems Management Server 1.2, SNA Server 3.0 and Microsoft Proxy Server 1.0. The BackOffice components may not be separated for use on more than one server. Customers may enroll the BackOffice Server under Upgrade Advantage only if they have a valid license for BackOffice Server, or valid licenses for a Microsoft Exchange Server, Windows NT Server, SQL Server, SNA Server, Systems Management Server and Microsoft Proxy Server on the same server. BackOffice users need to install each individual component individually from the Select CD-ROM Kit, as an integrated installation is not available.

16. BackOffice 2.5 Server Version Upgrade - Upgrades BackOffice 1.5 and 2.0 customers to BackOffice 2.5. BackOffice Client Access License upgrade is necessary for BackOffice 1.5 customers and is not required for BackOffice 2.0 customers.

16. BackOffice 2.0 Server Competitive Upgrade qualifications - A license for the BackOffice 2.0 Server Competitive Upgrade is only available to licensed owners of the following products: Novell NetWare, Banyan VINES, IBM LAN Server, 3Com 3+Open, DEC PATHWORKS, HP LAN Manager, AT&T StarLAN, SCO LAN Manager Advanced Server for UNIX, Data General LAN Manager/Advanced Server for UNIX, ICL LAN Manager/Advanced Server for UNIX, Olivetti LAN Manager/Advanced Server for UNIX, or Bull LAN Manager/Advanced Server for UNIX.

18. BackOffice 2.5 Server Competitive Upgrade qualifications - All registered Novell NetWare and Banyan VINES customers, Netscape Communications Corporation Proxy Server customers, LAN Server, DEC™ PATHWORKS and other LAN Manager OEM customers are eligible to acquire the BackOffice 2.5 Server Competitive Upgrade. LAN Manager OEM systems include 3Com( 3+Open®, HP® LAN Manager, AT&T® Starlan, SCO® LAN Manager/Advanced Server for UNIX(, Data General® LAN Manager/Advanced Server for UNIX, ICL LAN Manager/Advanced Server for UNIX, Olivetti® LAN Manager/Advanced Server for UNIX and Bull LAN Manager/Advanced Server for UNIX. LAN Manager users with an unlimited LAN Manager license can acquire up to 250 Client Access Licenses at the upgrade price.

19. BackOffice 2.0 Server License, Upgrade from Microsoft Exchange, Windows NT Server, SNA, SMS, SQL, or Mail Server qualifications - A license for this Microsoft Server Upgrade is only available to licensed

Microsoft Server Product Pool

Networking Series

Microsoft® BackOffice(

(ITAR Restricted)

Product Condition Notes (continued)

owners of the following products: Windows NT Server, Windows NT 3.1, Windows NT Advanced Server 3.1, LAN Manager, SNA Server, Systems Management Server, SQL Server, Exchange Server or Mail Server.

20. BackOffice 2.5 Server License, Upgrade from Microsoft Exchange, Windows NT Server, SNA, SMS, SQL, Mail Server or Microsoft Proxy Server qualifications - A license for this Microsoft Server Upgrade is only available to licensed owners of the following products: Windows NT Server, Windows NT 3.1, Windows NT Advanced Server 3.1, LAN Manager, SNA Server, Systems Management Server, SQL Server, Microsoft Exchange Server, Mail Server or Microsoft Proxy Server.

21. Free upgrade period for BackOffice 2.5 - Enrolling Customers acquiring a Select license for BackOffice 2.0 Server or BackOffice 2.0 Client Access License from October 15, 1996 and January 15, 1997 and whose Select License Confirmation’s Issue Date is within this free upgrade period are entitled to upgrade to an equivalent BackOffice 2.5 license at no charge.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 2.0 Client Access License |2 |X |X | |

|Version Upgrade |2 |X | | |

|Upgrade from Microsoft Exchange, Windows NT Server, SNA, |2 |X | | |

|or SMS | | | | |

|Competitive Upgrade Novell, IBM LAN, VINES |2 |X | | |

|Upgrade from SQL Server Client Access License |2 |X | | |

|Promo. Upgrade for Office License Owners |2 |X | | |

|Version 2.5 Client Access License |2 |X |X | |

|Version Upgrade |2 |X | | |

|Upgrade from Microsoft Exchange, Windows NT Server, SNA, |2 |X | | |

|or SMS CAL | | | | |

|Competitive Upgrade from NetWare, VINES, Netscape Proxy |2 |X | | |

|Server or LAN Server | | | | |

|Upgrade from SQL Server Client Access License |2 |X | | |

|Version 2.0 Server License |30 |X |X | |

|Version Upgrade |30 |X | | |

|Upgrade from Microsoft Exchange, Windows NT Server, SNA, |30 |X | | |

|SMS, SQL, or Mail Server | | | | |

|Competitive Upgrade from Novell, IBM LAN Server or VINES |30 |X | | |

|Version 2.5 Server License |30 |X |X | |

|Version Upgrade |30 |X | | |

|Upgrade from Microsoft Exchange, Windows NT Server, SNA, |30 |X | | |

|SMS, SQL, Mail Server or MS Proxy Server | | | | |

|Competitive Upgrade from NetWare, VINES, Netscape Proxy |30 |X | | |

|Server or LAN Server | | | | |

Microsoft Server Product Pool

Networking Series (continued)

Microsoft( Exchange

(ITAR Restricted)

Product Condition Notes

1. Upgrading a Microsoft Exchange Server within an Enrolling Customer’s “Exchange organization” - Once a single Microsoft Exchange Server within an Enrolling Customer’s “Exchange organization” is upgraded to add one or more Microsoft Exchange Connectors (resulting in a Microsoft Exchange Enterprise environment), every other Microsoft Exchange Server within the Enrolling Customer’s “Exchange organization” must be upgraded. (An “Exchange organization” is defined as “the group of all Microsoft Exchange Servers with the same organization name specified during the Microsoft Exchange Server installation process for the express purpose of connecting the servers.”)

2. Free Microsoft Exchange 4.0 Client Access Licenses via Mail Single User Add Packs under Microsoft Exchange Client Access License Upgrade Advantage - Enrolling Customers who enroll Mail Single User Add Packs under Microsoft Exchange Client Access License Upgrade Advantage will have the option to migrate to Microsoft Exchange Client Access Licenses at no additional charge.

3. Optional Microsoft Exchange 4.0 Server Licenses via Mail Single User Add Packs under Microsoft Exchange Client Access License Upgrade Advantage - Enrolling Customers who enroll Mail Server licenses in Microsoft Exchange Server Upgrade Advantage will have the option to migrate to the Microsoft Exchange Server.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 4.0 Client Access License |1 |X |X | |

|Version 4.0 Connector |5 |X | | |

|Upgrade from MS Mail Server |5 |X | | |

|Version 4.0 Internet Mail Connector |5 |X | | |

|Version 4.0 Server |15 |X |X | |

|Version 4.0 Enterprise Edition |30 |X |X | |

|Version Upgrade from Microsoft Exchange Server |15 |X | | |

|Version Upgrade Microsoft Exchange Server-Exchange |10 |X | | |

|Connector | | | | |

|Version Upgrade from MS Mail |30 |X | | |

|Version 4.0 X.400 Connector |5 |X | | |

Microsoft® LAN Manager

Product Condition Note

LAN Manager Global Upgrade 2.2 is a competitive upgrade and may not be available in all countries. When upgrading from 3Server, an Enrolling Customer must acquire one Full Packaged Product version of LAN Manager, then order tape-delivered software by using the included fulfillment card. Microsoft will grant the right to use the tape-delivered software on all 3Server licenses upgraded within the Select program.

Microsoft Server Product Pool

Networking Series

|Microsoft® LAN Manager (continued) |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Global Upgrade 2.2 |40 |X | | |

|Server 2.2 |40 |X | | |

Microsoft® Mail Multitasking MTA for OS/2®

Product Condition Note

Mail Multitasking MTA requires previous acquisition of Mail Server.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.2 |20 |X | | |

|Version 3.5 |20 |X | | |

Microsoft® Merchant Server for Windows NT®

Product Condition Note

Microsoft Merchant Server Client Access Licenses are not available nor required for use with this product.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.0 |125 |X |X | |

|Microsoft® Merchant Server for Windows NT® Administrative Access License |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.0 |15 |X |X | |

PC Mail Server

Product Condition Notes

1. New (non-upgrade) licenses of Mail Server include ten Mail Client licenses.

2. Optional Microsoft Exchange 4.0 Server upgrade via Mail Server licenses under Microsoft Exchange Server Upgrade Advantage - Enrolling Customers who enroll Mail Server licenses in Microsoft Exchange Server Upgrade Advantage will have the option to migrate to the Microsoft Exchange Server.

1. PC Mail Server, Version Upgrade restrictions - The Chinese version of this product is available only in Taiwan. The Enrolling Customer must first acquire one full-packaged product outside of Select, which may then be used as the "master disc" for software replication, following all other terms and conditions of the Select Agreement. The Korean version of this product is available only in Korea. The Enrolling Customer must first acquire one full-packaged product outside of Select, which may then be used as the "master disc" for software replication, following all other terms and conditions of the Select Agreement.

Microsoft Server Product Pool

Networking Series

|PC Mail Server (continued) |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 |20 |X |X (Exch.) | |

|Competitive Upgrade |20 |X | | |

|Version Upgrade |20 |X | | |

|Version 3.2 |20 |X |X (Exch.) | |

|Competitive Upgrade |20 |X | | |

|Version Upgrade |20 |X | | |

|Version 3.5 |20 |X |X (Exch.) | |

|Competitive Upgrade |20 |X | | |

|Version Upgrade |20 |X | | |

Microsoft® Proxy Server

Product Condition Note

1. Microsoft Proxy Server usage requires Microsoft NT Server 4.0 and Internet Information Server.

2. Microsoft Proxy Server Client Access Licenses are not available nor required for use with this product.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.0 |15 |X |X | |

|Competitive Upgrade |15 |X | | |

Services for NetWare(

Product Condition Note

Services for NetWare restrictions - Enrolling Customers using the Directory Service Manager for NetWare do not need to acquire Windows NT Client Access Licenses for their clients. However, Enrolling Customers using File and Print Services for NetWare must acquire a Windows NT Client Access License for each client accessing a Windows NT Server-based machine running File and Print Services for NetWare. There is no separate Services for NetWare Client Access License.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 4.0 |5 |X |X | |

Microsoft Server Product Pool

Networking Series (continued)

|Microsoft® SNA Server for Windows NT( |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 2.11 |15 |X |X | |

|Version Upgrade |15 |X | | |

|Version 3.0 |15 |X |X | |

|Version Upgrade |15 |X | | |

|Version 2.11 Client Access License |1 |X |X | |

|Version 3.0 Client Access License |1 |X |X | |

|Version Upgrade |1 |X | | |

|Microsoft® SNA Workstation |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 2.11 |1 |X |X | |

|Version Upgrade |1 |X | | |

|Version 3.0 |1 |X |X | |

|Version Upgrade |1 |X | | |

Microsoft( SQL( Server

Product Condition Notes

1. SQL Server for OS/2 and Upgrade Advantage - Customers who enroll in SQL Server for OS/2 under Upgrade Advantage will have the option to migrate to the equivalent SQL Server for Windows NT product at no additional charge.

2. SQL Server Client Access License Upgrade qualifications Licensed owners of SQL Server 4.21A for Windows NT are eligible to acquire a quantity of Upgrade Client Access Licenses equal to or less than the number of their existing Client Access Licenses. With valid licenses of SQL Server 1.x or 4.x for Windows NT or OS/2, a Workgroup System entitles a customer to acquire a maximum of 10 SQL Server Client Access License Upgrades, a Departmental System & Unlimited System for OS/2 entitles a customer to acquire a maximum of 64 SQL Server Client Access License Upgrades and an Enterprise System entitles a customer to acquire a maximum of 250 SQL Server Client Access License Upgrades.

3. SQL Server 6.5 Unlimited restrictions - SQL Server 6.5 Unlimited is a SQL Server License that allows for an unlimited amount of concurrent connections to a single SQL Server database, set up in the Per Server mode. If a SQL Server Unlimited customer wishes to switch from Per Server to Per Seat mode, the customer may switch to Per Seat mode only one time and will be deemed to have 1 SQL Server License and 250 SQL Server Client Access Licenses.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 6.0 Client Access License |1 |X |X | |

|Version Upgrade |1 |X | | |

|Version 6.5 Client Access License |1 |X |X | |

|Version Upgrade |1 |X | | |

|Microsoft Server Product Pool | | | | | |

| | | | | | |

|Networking Series | | | | | |

|Microsoft( SQL( Server (continued) |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 6.0 Database Management Server |15 |X |X | |

|Version Upgrade |15 |X | | |

|Version 6.5 Database Management Server |15 |X |X | |

|Version Upgrade |15 |X | | |

|Version 6.0 Workstation System |2 |X |X | |

|Version Upgrade |2 |X | | |

|Version 6.5 Workstation System |2 |X |X | |

|Version Upgrade |2 |X | | |

|Version 6.5 Internet Connector |15 |X |X | |

|Version 6.5 Unlimited |250 |X | | |

Microsoft( Systems Management Server

Product Condition Note

SMS 1.2 Server and SMS 1.2 Client Access License free upgrade clarification - Enrolling Customers acquiring a Select license for SMS 1.1 or SMS 1.1 Client Access License from August 1, 1996 through November 30, 1996 (October 1, 1996 through December 31, 1996 for Japanese Enrolling Customers) and whose Select License Confirmation’s Issue Date is within the free upgrade period are entitled to upgrade to an equivalent SMS 1.2 license at no charge. Enrolling Customers upgrading SMS from Version 1.1 to Version 1.2 are also upgrading their SMS Client Access Licenses at no additional charge. Thus, although the original SMS CALs may be at Version 1.1, due to this Server upgrade, Enrolling Customers have therefore upgraded their SMS CALs to Version 1.2.

|Microsoft( Systems Management Server |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.1 Client Access License |1 |X |X | |

|Version 1.2 Client Access License |1 |X |X | |

|Version 1.1 Server |15 |X |X | |

|Version Upgrade |15 |X | | |

|Version 1.2 Server |15 |X |X | |

|Version Upgrade |15 |X | | |

|Microsoft( Transaction Server |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 1.0 |1 |X |X | |

Microsoft Server Product Pool

Networking Series (continued)

Microsoft( Windows NT( Client Access License

(ITAR Restricted)

Product Condition Notes

1. Windows NT 4.0 Client Access License free upgrade period - Enrolling Customers acquiring a Select Windows NT 3.51 Client Access License from July 1, 1996 through October 31, 1996 (October 1, 1996 through December 31, 1996 for Japanese Enrolling Customers) and whose Select License Confirmation’s Issue Date is within the free upgrade period are entitled to upgrade to the equivalent Windows NT 4.0 Client Access License at no charge.

1. Windows NT Server Client Access License Upgrade from LAN Manager or NTAS 3.1 clarification - A license for the Windows NT Server Client Access License Upgrade from LAN Manager or NTAS 3.1 is only available to licensed owners of network clients for the following products: Windows NT 3.1, Windows NT Advanced Server 3.1, and LAN Manager version 2.1 or less. When upgrading from Windows NT 3.1, a customer is deemed to have a maximum of 20 users that are eligible to be upgraded. When upgrading from Windows NT Advanced Server 3.1, a customer is deemed to have a maximum of 250 users that are eligible to be upgraded. When upgrading from LAN Manager Unlimited (from OEMs or Microsoft), a customer is deemed to have a maximum of 250 users that are eligible to be upgraded. For owners of other LAN Manager 2.1 or prior clients, upgrade customers are eligible to acquire a quantity of Upgrade Client Access Licenses equal to or less than the number of existing clients licensed for the product being upgraded. All Access Licenses must be acquired at the same time as the server. Additional Client Access Licenses must be acquired at the standard price.

LAN Manager and Windows NT Advanced Server Clients are not considered prior versions of Windows NT Server 3.51 Client Access Licenses. An Enrolling Customer must first acquire a Client Access License, either through an upgrade offer or as a new license, before the Client Access License can be enrolled in Upgrade Advantage.

2. Windows NT 4.0 Client Access License, Competitive Upgrade (Promotion ends 3/31/97) - Owners of client licenses for the following product are eligible for the Windows NT CAL competitive upgrades: Novell NetWare, IBM LAN Server, Banyan VINES, DEC PATHWORKS, 3Com 3+Open, HP LAN Manager, AT&T StarLAN, SCO LAN Manager/Advanced Server for UNIX, Data General LAN Manager/Advanced Server for UNIX, ICL LAN Manager/Advanced Server for UNIX, Olivetti LAN Manager/Advanced Server for UNIX, and Bull LAN Manager/Advanced Server for UNIX. Windows NT Server Client Access License Competitive Upgrade is available through March 31, 1997. These upgrade Client Access Licenses must be acquired at the same time as the server is upgraded.

| |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.5 Client Access License |1 |X |X | |

|Version 3.51 Client Access License |1 |X |X | |

|Upgrade from LAN Manager or NTAS |1 |X | | |

|Competitive Upgrade |1 |X | | |

|Version 4.0 Client Access License |1 |X |X | |

|Version Upgrade |1 |X | | |

|Competitive Upgrade (Promotion ends 3/31/97) |1 |X | | |

Microsoft Server Product Pool

Networking Series (continued)

Microsoft( Windows NT( Server

(ITAR Restricted)

Product Condition Notes

1. Windows NT 4.0 Server free upgrade period - Enrolling Customers acquiring a Select license for Windows 3.51 NT Server from July 1, 1996 through October 31, 1996 (October 1, 1996 through December 31, 1996 for Japanese Enrolling Customers) and whose Select License Confirmation’s Issue Date is within the free upgrade period are entitled to upgrade to the equivalent Windows NT 4.0 Server license at no charge.

2. Windows NT Server Competitive Upgrade qualifications - A license for the Windows NT Server Competitive Upgrade is only available to licensed owners of the following products: Novell NetWare, Banyan VINES, IBM LAN Server, 3Com 3+Open, DEC PATHWORKS, HP LAN Manager, AT&T StarLAN, SCO LAN Manager Advanced Server for UNIX, Data General LAN Manager/Advanced Server for UNIX, ICL LAN Manager/Advanced Server for UNIX, Olivetti LAN Manager/Advanced Server for UNIX, or Bull LAN Manager/Advanced Server for UNIX.

3. Windows NT Server enrolled in Upgrade Advantage and free Microsoft Exchange CALs - Enrolling Customers who had enrolled Windows NT Server under Upgrade Advantage are eligible to receive the Microsoft Exchange CAL at no additional charge, provided that the Customer has installed the Windows NT Server as their desktop operating system and also maintains at least one Mail Server under Mail Server Maintenance prior to April 1, 1996, and the ratio of maintained products to maintained Mail Servers does not exceed a 500:1 ratio. Upon acquisition of Microsoft Exchange CALs through this upgrade, Enrolling Customers must enroll these new Microsoft Exchange CALs under Upgrade Advantage for subsequent new versions.

4. Windows NT Server Upgrade qualifications - A license for the Windows NT Server Upgrade is only available to licensed owners of the following products: Windows NT 3.5x, Windows NT 3.1, Windows NT Advanced Server 3.1, or LAN Manager.

|Microsoft( Windows NT( Server |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.51 |15 |X |X | |

|Upgrade from LAN Manager or NTAS |15 |X | | |

|Step-up |0 |X | | |

|Upgrade from NetWare |15 |X | | |

|Version 4.0 |15 |X |X | |

|Version Upgrade |15 |X | | |

|Competitive Upgrade (Promotion ends 3/31/97) |15 |X | | |

Microsoft Server Product Pool

Mail Gateway Products

|Distribution Manager Gateway |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.4 |40 |X | | |

|Version Upgrade |40 |X | | |

|FAX Access |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 |1 |X | | |

|FAX Gateway |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 |20 |X | | |

|MHS Access |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 |1 |X | | |

|MHS Gateway |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 |1 |X | | |

|SMTP Access |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 |1 |X | | |

|Version 3.0A |1 |X | | |

|SMTP Gateway |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 |40 |X | | |

|Version Upgrade |40 |X | | |

|Version 3.0A |40 |X | | |

|Version Upgrade |40 |X | | |

|SMTP Gateway Access |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.0 |1 |X | | |

|SNADS Messaging Service |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 2.1 |1 |X | | |

Microsoft Server Product Pool

Mail Gateway Products (continued)

|X.400 Access |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.2 |1 |X | | |

|X.400 Gateway |Unit |Select 4.0 |Upgrade |Upgrade |

| |Value |License |Advantage |Adv. Plus |

|Version 3.2A |20 |X | | |

|Version Upgrade |20 |X | | |

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