CAE Healthcare Vimedix Cardiac, Руководство пользователя

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End User License Agreement
Vimedix
™
iv
4.2. This License terminates immediately upon termination of the HEPGTC.
4.3. CAE Healthcare may terminate this License immediately, upon written notice, should Licensee (a)
attempt to, directly or indirectly, assign or transfer any of the rights granted to it pursuant to this
License without CAE Healthcare’s prior written authorization, (b) disclose, in whole or in part, any
Confidential Information, (c) use the Software otherwise than as authorized herein, or (d) is otherwise
in breach of its obligations to protect the intellectual property contained in the Product. In addition,
should Licensee fail to comply with any other terms and conditions of this Agreement and such failure
is not cured within thirty (30) days after receipt of CAE Healthcare’s written notice, CAE Healthcare may
terminate this Agreement immediately.
4.4. Upon termination of this License, Licensee agrees to immediately discontinue use of the
Confidential Information and the Product, and to return same to CAE Healthcare as well as any copies.
4.5. The following shall survive and continue in full force and effect notwithstanding any termination of
this License: the obligations of Licensee under Sections 2 (License), 5 (Non-Disclosure); as well as any
other clauses which by their nature and context are intended to survive.
5. Non-Disclosure
5.1. Licensee agrees to keep this License and all Confidential Information obtained hereunder in strict
confidence, and shall only disclose same a) to Authorized Users solely for the Purpose and provided
such access to the Product conforms, at all times, to the terms and conditions governing the use of the
Product contained herein, or b) if required to be disclosed by law, and only to the extent of such
disclosure and limited to the purpose requested, with prior notice to CAE Healthcare to permit it to
seek an appropriate remedy to prevent the disclosure, or alternatively to agree to the terms of such
disclosure.
5.2. The obligations of confidentiality, use and non-disclosure referred to in this Section 5 shall not
apply to information which: (i) is or becomes publicly available through no fault of Licensee; (ii) was
already in the rightful possession of Licensee prior to its receipt from CAE Healthcare; (iii) is
independently developed by Licensee, provided it is not, in whole or in part, related to the Product; and
(iv) is obtained by Licensee in good faith and on a non-confidential basis and without a use restriction
from a third party who lawfully obtained and disclosed such information. However, Confidential
Information does not come within the foregoing exceptions merely because features of it may be
found separately or within a general disclosure in the public domain.
5.3. Licensee agrees to be responsible for enforcing the terms of this Section 5 and to take such action,
legal or otherwise, to the extent necessary to cause anyone having access to the Confidential
Information to comply with the terms and conditions set forth herein (including all actions that
Licensee would take to protect its own trade secrets and confidential information but with not less than
reasonable care). Licensee shall be responsible and indemnify, defend and hold harmless CAE
Healthcare for any default caused by any such persons.
6. Irreparable Harm