TM9456 Dual-Radio Installation and Programming Guide
51
© Tait Limited
July 2016
7.2. In the case of a value-added reseller or distributor of Tait Designated
Products, the consent referred to in Section 7.1 may be contained in a Tait
Reseller or Tait Distributor Agreement.
7.3. If the Designated Products are Tait vehicle-mounted mobile products
or hand-carried portable radio products and Licensee transfers ownership of
the Tait mobile or portable radio products to a third party, Licensee may
assign its right to use the Software which is embedded in or furnished for
use with the radio products and the related Documentation; provided that
Licensee transfers all copies of the Software and Documentation to the
transferee.
7.4. For the avoidance of any doubt, Section 7.3 excludes TaitNet
Infrastructure, or the products listed at any time under network products at:
7.5. If Licensee, as a contractor or subcontractor (integrator), is purchasing
Tait Designated Products and licensing Software not for its own internal use
but for end use only by a Customer, the Licensee may transfer such Software,
but only if a) Licensee transfers all copies of such Software and the related
Documentation to the transferee and b) Licensee has first obtained from its
Customer (and, if Licensee is acting as a subcontractor, from the interim
transferee(s) and from the ultimate end user sub license) an enforceable
sublicense agreement that prohibits any other transfer and that contains
restrictions substantially identical to the terms set forth in this Software
License Agreement. Except as stated in the foregoing, Licensee and any
transferee(s) authorised by this Section may not otherwise transfer or make
available any Tait Software to any third party nor permit any party to do so.
Licensee will, on request, make available evidence reasonably satisfactory to
Tait demonstrating compliance with all the foregoing.
Section 8 TERM AND TERMINATION
8.1. Licensee’s right to use the Software and Documentation will commence
when the Designated Products are supplied by Tait to Licensee and will
continue for the life of the Designated Products with which or for which
the Software and Documentation are supplied, unless Licensee breaches this
Agreement, in which case this Agreement and Licensee's right to use the
Software and Documentation may be terminated immediately upon notice
by Tait.
8.2. Within thirty (30) days after termination of this Agreement, Licensee
must certify in writing to Tait that all copies of the Software have been
removed or deleted from the Designated Products and that all copies of the
Software and Documentation have been returned to Tait or destroyed by
Licensee and are no longer in use by Licensee.
8.3. Licensee acknowledges that Tait made a considerable investment of
resources in the development, marketing, and distribution of the Software
and Documentation and that Licensee's breach of this Agreement will result
in irreparable harm to Tait for which monetary damages would be
inadequate. If Licensee breaches this Agreement, Tait may terminate this
Agreement and be entitled to all available remedies at law or in equity
including immediate injunctive relief and repossession of all non-embedded
Software and associated Documentation. Licensee shall pay all Tait costs (on
an indemnity basis) for the enforcement of the terms of this Agreement.
