iv
QuickScan™ QBT2400
Datalogic Product will be a material breach of this Agreement. However, Data-
logic may elect not to terminate this Agreement or the granted licenses, but
instead may elect to notify End User that End User is deemed to have ordered
and accepted a license for each breaching use. End User shall pay Datalogic
the applicable list price for such licenses as of the date of such breach.
3.2 End User shall not sell, assign, sublicense, distribute, lend, rent, give, or other-
wise transfer the Datalogic Product to any third party unless such third party
agrees with Datalogic in writing to be bound by the terms and conditions of
this Agreement. Any such transfer of the Datalogic Product absent such
agreement shall be null and void.
3.3 End User may obtain support for Software from Datalogic at Datalogic's stan-
dard support fees and under Datalogic's standard support terms and condi-
tions in effect at the time the support is requested.
4. Intellectual Property.
End User acknowledges that the Software constitutes valuable trade secrets of
Datalogic or Datalogic's third party licensors and that the Software is protected by
intellectual property laws and treaties. The license set forth in this Agreement
does not transfer to End User any ownership of Datalogic's or its third party licen-
sors' copyrights, patents, trademarks, service marks, trade secrets, or other intel-
lectual property rights and End User shall have no right to commence any legal
actions to obtain such rights. End User shall not remove, modify, or take any other
action that would obscure any copyright, trademark, patent marking, or other
intellectual property notices contained in or on the Datalogic Product.
5. Proprietary Information.
5.1 End User acknowledges that Proprietary Information is the confidential, pro-
prietary, and trade secret property of Datalogic and Datalogic's third party
licensors and End User acquires no right or interest in any Proprietary Infor-
mation.
5.2 End User shall not disclose, provide, or otherwise make available the Propri-
etary Information of Datalogic or its third party licensors to any person other
than End User's authorized employees or agents who are under confidentiality
agreement, and End User shall not use the Proprietary Information other than
in conjunction with use of the Datalogic Product exclusively for End User's
internal business purposes. End User shall take steps to protect the Propri-
etary Information no less securely than if it were End User's own intellectual
property.
5.3 The provisions of this Proprietary Information Section shall survive and con-
tinue for five (5) years after the termination of this Agreement.
6. Limited Warranty.
6.1 Datalogic warrants that, under normal use and operation, the Datalogic Prod-
uct will conform substantially to the applicable Documentation for the period
specified in the Documentation. During this period, for all reproducible non-
conformities for which Datalogic has been given written notice, Datalogic will
use commercially reasonable efforts to remedy nonconformities verified by
Datalogic. End User agrees to supply Datalogic with all reasonably requested
information and assistance necessary to help Datalogic in remedying such
nonconformities. For all defects reported to Datalogic within the warranty
period, Datalogic's liability is limited to providing End User with one copy of
corrections or responding to End User's problem reports according to Data-
logic's standard assistance practices. Datalogic does not warrant that the
product will meet End User's requirements or that use of the product will be
uninterrupted or error free, or that Datalogic's remedial efforts will correct any
nonconformance. This limited warranty does not cover any product that have
been subjected to damage or abuse, whether intentionally, accidentally, or by
neglect, or to unauthorized repair or unauthorized installation, and shall be
void if End User modifies the product, uses the product in any manner other
than as established in the Documentation, or if End User breaches any of the
provisions of this Agreement.
6.2 EXCEPT AS PROVIDED IN THIS AGREEMENT, THE DATALOGIC PRODUCT IS
PROVIDED "AS IS" AND DATALOGIC MAKES NO WARRANTIES OF ANY KIND,
EXPRESS OR IMPLIED, WRITTEN OR ORAL, WITH RESPECT TO THE PRODUCT,
AND SPECIFICALLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANT-
ABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
7. Infringement.
7.1 Datalogic will defend End User against any claim in a lawsuit that the Data-
logic Product furnished hereunder infringe a United States patent or copyright
of a third party and Datalogic will pay any damages finally awarded against
End User by a court of competent jurisdiction that are attributable to such
claim or will pay End User's part of any settlement that is attributable to such
