MOTOROLA, INC. 2 - 2005 - Laserfiche WebLink

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Exhibit A Software License Agreement In this Exhibit A, the term "Licensor" means Motorola, Inc., ( "Motorola ") or Printrak International, Incorporated, a Motorola company ( "Printrak "); "Licensee," means the Customer; "Primary Agreement" means the agreement to which this exhibit is attached; and "Agreement" means this Exhibit and the applicable terms and conditions contained in the Primary Agreement. The Parties agree as follows: Section 1 SCOPE Licensor will provide to Licensee proprietary software; or radio communications, computer, or other electronic products ( "Products ") containing embedded or pre - loaded proprietary software; or both. "Software" means proprietary software in object code format, and adaptations, translations, de- compilations, disassemblies, emulations, or derivative works of the software, and may contain one or more items of software owned by a third party supplier ( "Third Party Software "). Product and Software documentation that specifies technical and performance features and capabilities, and the user, operation and training manuals for the Software (including all physical or electronic media upon which this information is provided) are collectively referred to as "Documentation." This Agreement contains the terms and conditions pursuant to which Licensor will license to Licensee, and Licensee may use, the Software and Documentation. Section 2 GRANT OF LICENSE Subject to Section 1, Licensor hereby grants to Licensee a personal, non - transferable (except as permitted in Section 8 below), limited, and non - exclusive license under Licensor's applicable proprietary rights to use the Software and related Documentation for the purposes for which they were designed and in accordance with the terms and conditions of this Agreement. The license does not grant any rights to source code. If the Software is or includes Integration Framework, Customer Service Request ( "CSR "), or Cityworks software, that Software is licensed pursuant to this Agreement plus a separate document entitled "Software License Agreement Rider for Integration Framework, Customer Service Request, or Cityworks Software" (which document is incorporated by this reference and is either attached to this Agreement or will be provided upon Licensee's request). Section 3 LIMITATIONS ON USE 3.1. Licensee may use the Software only for Licensee's internal business purposes and only in accordance with the Documentation. Any other use of the Software is strictly prohibited. Licensee may not for any reason modify, disassemble, peel components, decompile, otherwise reverse engineer or attempt to reverse engineer, derive source code, create derivative works from, adapt, translate, merge with other software, copy, reproduce, distribute, or export any Software or permit or encourage any third party to do so, except that Licensee may make one Exhibit A, SLA Page A - 1 May 2, Motorola Contract No. 05.17505