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S-4
RENAISSANCE MEDIA GROUP LLC filed this Form S-4 on 06/12/1998
Entire Document
 
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refund to Customer the amount actually paid to CSG for such item of Incorporated
Third Party Software, less amortization based on a 5-year straight-line
amortization schedule.

c. Limitation. CSG shall have no indemnity obligation to Customer under this
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Section if the infringement claim results from (i) a correction or modification
of the Incorporated Third Party Software not provided by CSG, (ii) the failure
to promptly install an Update or Enhancement or (iii) the combination of the
Incorporated Third Party Software with other items not provided by CSG.

B. THIRD PARTY RIGHTS
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Customer shall be entitled to the benefits of Section 11 of the Master
Agreement, subject, however, to the following limitation:

CSG may provide Customer with Products, Incorporated Third Party Software and
Services subject to patent or copyright licenses that third parties, including
Ronald A. Katz Technology Licensing, L.P., have granted to CSG (the "Third
PartyLicenses"). Customer acknowledges that Customer receives no express or
implied license under the Third Party Licenses other than the right to use the
Products, Incorporated Third Party Software and Services, as provided by CSG, in
the cable system operator industry. Any modification of or addition to the
Products, Incorporated Third Party Software or Services or combination with
other software, hardware or services not made or provided by CSG is not licensed
under the Third Party Rights, expressly or impliedly, and may subject Customer
and any third party supplier or service provider to an infringement claim.
Neither Customer nor any third party will have any express or implied rights
under the Third Party Licenses with respect to (i) any software, hardware or
services not provided by CSG or (ii) any product or service provided by Customer
other than through the authorized use of the Products, Incorporated Third Party
Software or Services as provided by CSG.

Agreed and accepted this 28 day of March, 1998, by:

CSG SYSTEMS, INC. ("CSG")                     RENAISSANCE MEDIA LLC ("Customer")

By: /s/ [ILLEGIBLE SIGNATURE]                 By: /s/ [ILLEGIBLE SIGNATURE]

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                                CSG SYSTEMS INC.
                                   Approved as
                                   to form and
                                    Legality
                                
                               [INITIALS    3-31-98
                              APPEAR HERE]

                                 LAW DEPARTMENT


CONFIDENTIAL AND PROPRIETARY INFORMATION - FOR USE BY AUTHORIZED EMPLOYEES FOR
 THE PARTIES HERETO ONLY AND IS NOT FOR GENERAL DISTRIBUTION WITHIN OR OUTSIDE
                          THEIR RESPECTIVE COMPANIES