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GDI12
<br />GIS Data Resources, Inc.
<br />(b) License Limitations. Other than as stated above in the Grant of License, Licensee will make no
<br />copies of the Product, or any part thereof, without the express written consent of GDR. For avoidance of
<br />doubt, Licensee may not copy the Software onto any public or distributed network. All copies of the Product
<br />will remain the property of GDR under the terms of this Agreement and Licensee acknowledges such
<br />property rights of GDR in the Product. The following notice must appear on all copies of the Product or any
<br />part thereof:
<br />NOTICE
<br />"This material is an unpublished work under the Copyright Act of the United States of America.
<br />This material is considered a trade secret of GIS Data Resources, Inc. or its third -party
<br />licensors and you will be held liable for any unauthorized copying or disclosure of this
<br />material."
<br />Licensee further agrees that prior to disclosing any authorized copy or partial copy of the Product to any
<br />other party, including consultants under contract with Licensee, Licensee must (i) disclose to such third party
<br />that the copy or partial copy of the Product was obtained from GDR and (ii) require that such third party
<br />acknowledge and accept the terms contained in the "Disclaimer of Warranties," "Indemnification," and
<br />"Limitation of Liability' clauses, in their entirety, below, as if such third party were the Licensee.
<br />(c) Product Warranties. GDR warrants that it owns or has the full right and authority to license the
<br />Product. GDR further warrants that the media on which the Product is recorded will be free from defect for a
<br />period of 30 days following the date of Licensee's receipt thereof. GDR will provide Licensee with a
<br />replacement copy of the Product(s) within a commercially reasonable time after notice from Licensee.
<br />(d) Disclaimer of Warranties. Other than as set forth above, the Product is provided "as is," without
<br />regard for any errors or omissions that may be associated with the data contained therein.
<br />EXCEPT AS EXPRESSLY STATED HEREIN, GDR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS
<br />OR IMPLIED, REGARDING THE PRODUCT, INCLUDING ANY WARRANTY REGARDING THE
<br />THOROUGHNESS, VALUE, QUALITY, VALIDITY, SUITABILITY, OR CONDITION OF THE PRODUCT.
<br />GDR FURTHER DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTIBILITY, NON -
<br />INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. GDR DOES NOT WARRANT THAT THE
<br />PRODUCT OR ANY DATA PROVIDED WILL BE ACCURATE, ERROR -FREE, UP-TO-DATE, COMPLETE,
<br />OR BASED UPON ACCURATE OR MEANINGFUL FACTS. NO ORAL OR WRITTEN ADVICE OR
<br />INFORMATION PROVIDED BY GDR OR ANY OF ITS AGENTS, EMPLOYEES, OR THIRD -PARTY
<br />LICENSORS SHALL CREATE A WARRANTY, AND LICENSEE IS NOT ENTITLED TO RELY ON ANY
<br />SUCH ADVICE OR INFORMATION. THIS DISCLAIMER OF WARRANTY IS AN ESSENTIAL CONDITION
<br />OF THIS AGREEMENT.
<br />(a) U.S. Government Rights. If Licensee is an agency, department, or other entity of the United
<br />States Government, or funded in whole or in part by the United States Government, then the following
<br />restrictions apply to the Product: use, duplication, reproduction, release, modification, disclosure or transfer
<br />of this commercial product and accompanying documentation, is restricted in accordance with the LIMITED
<br />or RESTRICTED rights as described in DFARS 252.227-7014(a)(1) (JUN 1995) (DOD commercial computer
<br />software definition), DFARS 227.7202-1 (DOD policy on commercial computer software), FAR 52.227-19
<br />(JUN 1987) (commercial computer software clause for civilian agencies), DFARS 252.227-7015 (NOV 1995)
<br />(DOD technical data — commercial items clause); FAR 52.227-14 Alternates I, II, and III (JUN 1987) (civilian
<br />agency technical data and noncommercial computer software clause); and/or FAR 12.211 and FAR 12.212
<br />(commercial item acquisitions), as applicable. In case of conflict between any of the FAR and DFARS
<br />provisions listed herein and this Agreement, the construction that provides greater limitations on the
<br />Government's rights shall control. Contractor/manufacturer is GIS Data Research, Inc. 8 Digital Drive, Suite
<br />200, Novato, CA 94949, phone: (415) 884-4437 and its third -party licensors. The Products are copyrighted
<br />by GDR and/or its third -party licensors. ALL RIGHTS RESERVED. For purpose of any public disclosure
<br />provision under any federal, state or local law, it is agreed that the Products are a trade secret and a
<br />proprietary commercial product and not subject to disclosure.
<br />(f) State Government Rights. If Licensee is an agency, department, or other entity of any State
<br />government, the United States Government or any other public entity or funded in whole or in part by the
<br />8 Digital Drive, Suite 200, Novato, CA 94949 • (888) 654-4GDR (4437) • Phone (415) 884-4437 • FAX (415) 884-4407
<br />Rev: 20051006 Page 4 of 12
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