which contains a provision substantially similar to the provision set forth in Exhibit D. Software License D2 Technologies, Inc. and Maintenance Agreement August 4, 1997 CONFIDENTIAL 4 3. ADDITIONAL TECHNOLOGY LICENSE 3.1 New Functions. In the event that LICENSEE requires any additional functionality or technology substantially different from those set forth in Exhibit A or otherwise made available by D2 to other Licensees, D2 shall license such additional functionality or technology to LICENSEE at D2's then best price to its other Licensees. Such additional technology licenses shall be subject to the same terms of this agreement except for an amendment to the product specification and price schedule of Exhibits A and C. Any other new licensing terms shall be negotiated in advance and included in said amendment. 3.2 Different Processors. (A) "Supported Processors": If D2 offers or plans to offer all or part of Licensed Technology on a processor ("Supported Processor") different from the Texas Instruments (TI) TMS320C54x family of processors, D2 shall make available to LICENSEE such new versions of Licensed Technology under the same terms of this Agreement subject to the license fees as follows: (i) The development license fees for any part or all of Licensed Technology for each "Supported Processor" shall be 50% of that for the TMS320C54x processor family as listed in Exhibit C. (ii) The per-processor runtime license fees for any "Supported Processor" shall be the same as that specified in Exhibit C for the TI TMS320C54x. (iii) The runtime license fee CAP in exhibit C shall be cumulative across the TI TMS320C54x, TMS32OC55x, TMS330C6x, and other TI processors based on the same core processor architecture. For processors other than the TI processors listed in this Article 3.2A(iii) ("additional supported processors"), the runtime license fee CAP and buy-out license fee in Exhibit C shall