Quick Reference Guide
v
tional Sale of Goods" shall not apply to this Agreement.
10. Termination.
10.1 Either party may terminate this Agreement or any license granted under this Agree-
ment at any time upon written notice if the other party breaches any provision of
this Agreement.
10.2 Upon termination of this Agreement, End User immediately shall cease using any
Software and shall return to Datalogic or destroy all Software covered by this
Agreement, and shall furnish Datalogic with a certificate of compliance with this
provision signed by an officer or authorized representative of End User. For Embed-
ded Software, End User agrees to sign a waiver prepared by Datalogic concerning
further use of the Embedded Software. End User's resumed or continued use of the
Embedded Software after termination shall constitute End User's agreement to be
bound anew by the terms and conditions of this Agreement for such use.
11. General Provisions.
11.1 Entire Agreement; Amendment. This document contains the entire agreement
between the parties relating to use of the Datalogic Products and the licensing of
the Software and supersedes all prior or contemporaneous agreements, written or
oral, between the parties concerning the use of the Datalogic Products and licensing
of the Software. This Agreement may not be changed, amended, or modified except
by written document signed by Datalogic.
11.2 Notice. All notices required or authorized under this Agreement shall be given in
writing, and shall be effective when received, with evidence of receipt. Notices to
Datalogic shall be sent to the attention of Contract Administration, Datalogic USA
Inc., 959 Terry Street, Eugene, OR 97402, or such other address as may be specified
by Datalogic in writing.
11.3 Waiver. A party's failure to enforce any of the terms and conditions of this Agree-
ment shall not prevent the party's later enforcement of such terms and conditions.
11.4 Governing Law; Venue: This Agreement and the rights of the parties hereunder shall
be governed by and construed in accordance with the laws of the State of Oregon
U.S.A, without regard to the rules governing conflicts of law. The state or federal
courts of the State of Oregon located in either Multnomah or Lane counties shall
have exclusive jurisdiction over all matters regarding this Agreement, except that
Datalogic shall have the right, at its absolute discretion, to initiate proceedings in the
courts of any other state, country, or territory in which End User resides, or in which
any of End User's assets are located.
11.5 Attorneys’ Fees. In the event an action is brought to enforce the terms and condi-
tions of this Agreement, the prevailing party shall be entitled to reasonable attor-
neys' fees, both at trial and on appeal.
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