XR-1000H Quick Installation Guide
- 27 -
BE
DEEMED
TO
APPLY
TO
ANY
LIABILITY
BASED
ON
FRAUD,
WILLFUL
MISCONDUCT,
GROSS
NEGLIGENCE
OR
PERSONAL
INJURY
OR
DEATH.
4.0
CONFIDENTIAL
INFORMATION
4.1
Generally.
The
Software
(and
its
accompanying
Documentation)
constitutes
Licensor
ʹ
s
and
its
suppliers
ʹ
proprietary
and
confidential
information
and
contains
valuable
trade
secrets
of
Licensor
and
its
suppliers
(“Confidential
Information”).
Customer
shall
protect
the
secrecy
of
the
Confidential
Information
to
the
same
extent
it
protects
its
other
valuable,
proprietary
and
confidential
information
of
a
similar
nature
but
in
no
event
shall
Customer
use
less
than
reasonable
care
to
maintain
the
secrecy
of
the
Confidential
Information.
Customer
shall
not
use
the
Confidential
Information
except
to
exercise
its
rights
or
perform
its
obligations
as
set
forth
under
this
Agreement.
Customer
shall
not
disclose
such
Confidential
Information
to
any
third
party
other
than
subject
to
non
‐
use
and
non
‐
disclosure
obligations
at
least
as
protective
of
a
party
ʹ
s
right
in
such
Confidential
Information
as
those
set
forth
herein.
4.2
Return
of
Materials.
Customer
agrees
to
(i)
destroy
all
Confidential
Information
(including
deleting
any
and
all
copies
contained
on
any
of
Customer
ʹ
s
Designated
Hardware
or
the
Product)
within
fifteen
(15)
days
of
the
date
of
termination
of
this
Agreement
or
(ii)
if
requested
by
Licensor,
return,
any
Confidential
Information
to
Licensor
within
thirty
(30)
days
of
Licensor
ʹ
s
written
request.
5.0
TERM
AND
TERMINATION
5.1
Term.
Subject
to
Section
5.2
below,
this
Agreement
will
take
effect
on
the
Effective
Date
and
will
remain
in
force
until
terminated
in
accordance
with
this
Agreement.
5.2
Termination
Events.
This
Agreement
may
be
terminated
immediately
upon
written
notice
by
either
party
under
any
of
the
following
conditions:
(a)
If
the
other
party
has
failed
to
cure
a
breach
of
any
material
term
or
condition
under
the
Agreement
within
thirty
(30)
days
after
receipt
of
notice
from
the
other
party;
or
(b)
Either
party
ceases
to
carry
on
business
as
a
going
concern,
either
party
becomes
the
object
of
the
institution
of
voluntary
or
involuntary
proceedings
in
bankruptcy
or
liquidation,
which
proceeding
is
not
dismissed
within
ninety
(90)
days,
or
a
receiver
is
appointed
with
respect
to
a
substantial
part
of
its
assets.
5.3
Effect
of
Termination.
(a)
Upon
termination
of
this
Agreement,
in
whole
or
in
part,
Customer
shall
pay
Licensor
for
all
amounts
owed
up
to
the
effective
date
of
termination.
Termination
of
this
Agreement
shall
not
constitute
a
waiver
for
any
amounts
due.
(b)
The
following
Sections
shall
survive
the
termination
of
this
Agreement
for
any
reason:
Sections
1,
2.2,
2.4,
3,
4,
5.3,
and
6.
(c)
No
later
than
thirty
(30)
days
after
the
date
of
termination
of
this
Agreement
by
Licensor,
Customer
shall
upon
Licensor
ʹ
s
instructions
either
return
the
Software
and
all
copies
thereof;
all
Documentation
relating
thereto
in
its
possession
that
is
in
tangible
form
or
destroy
the
same
(including
any
copies
thereof
contained
on
Customer
ʹ
s
Designated
Hardware).
Customer
shall
