Tait TM9100 Series P25, User Manual

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Tait Software Licence Agreement 143
Tait trade secrets, and Licensee
agrees to respect the confidentiality of
the information contained in the
Software and Documentation.
S
ECTION
10 LIMITATION OF
LIABILITY
10.1. In no circumstances shall Tait be
under any liability to Licensee, or any
other person whatsoever, whether in
Tort (including negligence), Contract
(except as expressly provided in this
Agreement), Equity, under any
Statute, or otherwise at law for any
losses or damages whether general,
special, exemplary, punitive, direct,
indirect, or consequential arising out of
or in connection with any use or
inability of using the Software.
10.2. Licensee’s sole remedy against
Tait will be limited to breach of contract
and Tait sole and total liability for any
such claim shall be limited at the
option of Tait to the repair or
replacement of the Software or the
refund of the purchase price of the
Software.
S
ECTION
11 GENERAL
11.1. COPYRIGHT NOTICES. The
existence of a copyright notice on the
Software will not be construed as an
admission or presumption of
publication of the Software or public
disclosure of any trade secrets
associated with the Software.
11.2. COMPLIANCE WITH LAWS.
Licensee acknowledges that the
Software may be subject to the laws
and regulations of the jurisdiction
covering the supply of the Designated
Products and will comply with all
applicable laws and regulations,
including export laws and regulations,
of that country.
11.3. ASSIGNMENTS AND
SUBCONTRACTING. Tait may assign
its rights or subcontract its obligations
under this Agreement, or encumber or
sell its rights in any Software, without
prior notice to, or consent of, Licensee.
11.4. GOVERNING LAW. This
Agreement shall be subject to and
construed in accordance with New
Zealand law and disputes between the
parties concerning the provisions
hereof shall be determined by the New
Zealand Courts of Law. Provided
however Tait may at its election bring
proceedings for breach of the terms
hereof or for the enforcement of any
judgment in relation to a breach of the
terms hereof in any jurisdiction Tait
considers fit for the purpose of
ensuring compliance with the terms
hereof or obtaining relief for breach of
the terms hereof.
11.5. THIRD-PARTY
BENEFICIARIES. This Agreement is
entered into solely for the benefit of
Tait and Licensee. No third party has
the right to make any claim or assert
any right under this Agreement, and no
third party is deemed a beneficiary of
this Agreement. Notwithstanding the
foregoing, any licensor or supplier of
third-party software included in the
Software will be a direct and intended
third-party beneficiary of this
Agreement.
11.6. SURVIVAL. Sections 4, 5, 6.3, 7,
8, 9, 10, and 11 survive the termination
of this Agreement.
11.7. ORDER OF PRECEDENCE. In
the event of inconsistencies between
this Agreement and any other
Agreement between the parties, the
parties agree that, with respect to the
specific subject matter of this
Agreement, this Agreement prevails.
11.8. SECURITY. Tait uses
reasonable means in the design and
writing of its own Software and the
acquisition of third-party Software in
order to limit Security Vulnerabilities.
While no software can be guaranteed
to be free from Security Vulnerabilities,
if a Security Vulnerability is
discovered, Tait will take the steps
specified in Section 6 of this
Agreement.