v
E
ND
U
SER
L
ICENSE
A
GREEMENT
(EULA)
End User License Agreement (EULA)
TERMS AND CONDITIONS FOR SOFTWARE PROGRAMS AND EMBEDDED SOFTWARE IN PRODUCTS
1)
EULA
All products which consist of or include software (including operating software for hardware sup
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plied by Supplier and software in object code format that is embedded in any hardware) and/or any
documentation shall be subject to the End User License Agreement (“
EULA
”) attached hereto as Ex
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hibit A. Buyer shall be deemed to have agreed to be bound by all of the terms, conditions and obli
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gations therein and shall ensure that all subsequent purchasers and licensees of such products shall
be further bound by all of the terms, conditions and obligations therein. For software and/or docu
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mentation delivered in connection with these Terms and Conditions, that is not produced by Supplier
and which is separately licensed by a third party, Buyer’s rights and responsibilities with respect to
such software or documentation shall be governed in accordance with such third party’s applicable
software license. Buyer shall, on request, enter into one or more separate “click-accept” license
agreements or third party license agreements in respect thereto. Supplier shall have no further ob
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ligations with respect to such products beyond delivery thereof. Where Buyer is approved by Suppli
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er to resell products, Buyer shall provide a copy of the EULA and applicable third party license
agreements to each end user with delivery of such products and prior to installation of any software.
Buyer shall notify Supplier promptly of any breach or suspected breach of the EULA or third party
license agreements and shall assist Supplier in efforts to preserve Supplier’s or its supplier’s intellec
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tual property rights including pursuing an action against any breaching third parties. For purposes
of these terms and conditions: “software” shall mean scripts, programs, macros, computer pro
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grams, application programming and other interfaces, tools and other instructions and sets of in
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structions for hardware to follow, including SQL and other query languages, hypertext markup
language (“
html
”) and other computer mark-up languages; “
hardware
” shall mean mainframes,
personal computers, servers, client/server stations, network equipment, routers, semi-conductor
chips, communication lines and other equipment; and “
documentation
” shall mean documentation
supplied by Supplier relating to the development, use, installation, implementation, integration,
configuration, operation, modification, maintenance or support of any software.
2)
INTELLECTUAL PROPERTY
Buyer shall not alter, obscure, remove, cancel or otherwise interfere with any markings (including
without limitation any trademarks, logos, trade names, or labelling applied by Supplier). Buyer ac
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knowledges that Supplier is the sole owner of the trademarks used in association with the products
and that Buyer has no right, title or interest whatsoever in such trademarks and any goodwill asso
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ciated therewith and that all goodwill associated with such trademarks is owned by and shall enure
exclusively to and for the benefit of Supplier. Further, Buyer shall not represent in any manner that
it has acquired any ownership rights in such trademarks or other intellectual property of Supplier.
Supplier will defend any claim against Buyer that any iS5Com branded product supplied under these
Terms and Conditions infringes third party patents or copyrights (a “
Patent Claim
”) and will indem
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nify Buyer against the final judgment entered by a court of competent jurisdiction or any settle
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ments arising out of a Patent Claim, provided that Buyer: (1) promptly notifies Supplier in writing of
the Patent Claim; and (2) cooperates with Supplier in the defence of the Patent Claim, and grants
Supplier full and exclusive control of the defence and settlement of the Patent Claim and any subse
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