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.4gree»ient Nwnber: 000 1454 <br />to the Licensed Products remains with TANA and its third party provides and all rights not expressly granted <br />herein arc resavtd- <br />2, t~rti.nrietarv tiirJots <br />~] 5..~,fss.e#t~nr„ and Prota^tign of I.icassed Prodtcts. The Licetsed Pmdtttxs iotdttde confidsniiai <br />and proprietary information and materials. Accordingly, Lioenaee agrees to hold the Licatsed Products in <br />confidence and trust. Licensee agrees to take reasatsable taeps to protect the Lioeased Products from <br />misappropriation or misuse. Licensee agrees nor to extract standalone data from or publish any part of the <br />Licotsed Products, other than far' Licensee intttnsl bnsittess and not for corrttnerzial ttse, without the poor <br />writUcrt crntsettt of TANA. Licensee may disclose relevant aspects of the Licensed Pcoducta to its entplayces, <br />agents or r+~resentatives -with a .need to know who are bound by confidentiality obligations ai least as <br />protxtive as this provision. Licensee acknowkdg~es that the tams of this Agreement. are oottfidetrtial and it <br />will not disclose such infotntation to third parties, except as tnandaled by Public sNattrte. On all copies of any <br />media containing the Licensed Products or pants thereof; Licatsee shall reproduce any eopyrigjtt or propritrtery <br />rights notices contained on the original media and is the user manual(s). Licensee acknowledges chat a breach <br />by Licensee of its obligations under this Seeflon err a breach of the license granted would cave TANA <br />irreparable !term and, in the event of such a breach Or threatened breach, TANA shall be entitled to injunctive <br />and other appropriate equitable relief without posting bond or proving that damages would not be an adequate <br />remedy. <br />2,2 ~va:+±~+ent Age . If Licensee is a state, federal or other pnbkic esttity ("C:ovanmeat"), Licensee <br />agrees to protect the Licersed Products from public disclosure. In the evrnt that Licensee is required to <br />disclose the Licensed Products under any law or regulation that permits public acce~ and/or reproduction err <br />use of the Licensed Products, Liccnsoe abaft notify TANA in writing prior to such disclosure and if TANA is <br />unablt to comply with such disclosure, this Agreement shall be autarnatically termiusated and coneiders:d <br />imrnediatdy null and void. Any software, documentation artd/or data delivered hereunder is subject to the tam <br />of this Agreement. Any computer sol3vrtae, computer softwate doeutnexttation and/or technical data delivered <br />heretmder to the Government, either directly under a prime contract, or indirectly througkt subcontract, is <br />subject to the terms of this Agrcerr~rrt. In no event shall the Govcmmettt acquire rights greater than LIMITED <br />or RESTRICTED rights tsa described in DFARS 252.227-7014(x)(1) (JUN 1995) (DOD cormmercial comPttter <br />software definition), DFAItS 227.T2Q2-I (DOD policy on oomrnercial computer sofivvare), FAR 52.227-19 <br />(JUN 198Tj (commercial compnta software clause far civilian agrncics), DFARS 252.227-7015 (NOV 1995) <br />(DOD tahnical data - corrnna~eial itetrx clause); FAR 52.227-14 Alternates I, II, and III {JUN 1987) (etviiian <br />agency texhnicai data and nonootrnitaciel computer software clause); axtdJor FAR 12.211 and FAR 12.212 <br />(eorranercial item acquisitions), as applicable. In case of conflict between any of the FAR and DFARS <br />yrovisions listed herein and this Agreement tho construction that provides greater litrittations on the <br />Csoveroment's rights shall control. <br />3. Warranty <br />3.I ?Celled Wsrrau+lY. TANA warrants that the media coatainiog the Licensed Products is free from <br />defects in materials and workmumship on date of delivery. if the media possesses manufacturing defects, TANA <br />,__ . ,. _._ . -._-...will-.provide Licensee.aviit>ti..a,replacam±tt copy of the licensed Products within a commecCislfy rrasottable tune <br />afb;r notice from Licensee. LICENSEE'S SOLE AND EXCI:USTVE REMEDY- AND TANA'S'ENTIRE ` "' <br />OBLIGATION UNDER THIS LIMITED WARRANTY 15 TO REPAIR Olt REPLACE THE LTCENSt~ <br />PRODUCTS WITH t;,oNFORNllNd LICENSED PRODUCTS SUBJECT TO PROMPT NOTICE OF NON- <br />CONFORMITY AND AT TANA'S OPTION IF SUCH AL'TERl~TA17VES ARE NOT FEASIBLE, TO <br />TERMINATE TH1S AGREEMENT AND REFUND THE APPLICABLE FEES PAID WITH RESPECT TO <br />SUCH NON-GONFORMII'1G LICENSED PRODUCT. Should this Agreement be laminated tinder this <br />section, Licassee may exact ere its option to obtain a pra"petual use licrrse as outlined in A~tttuchment A. <br />3Z DISCLAIMER. EXCEPT AS PROVIDED IN SECTION 3.1 A90VE, THE LICENSED <br />PRODUCTS ARE PROVIDED ON AN "AS IS^ AND "WTt'fi ALL FAULTS BASIS" AND TANA A?\D I7'S <br />SUPPLIERS EXPRESSLY DISCLAIM ALL OITIER WARRANTIES, £XPRE.SS OR IMPLIED, <br />1NCLUDWG BUT NOT LIMITED TO, THE IMPLIED WARRANTEES OF NON-ITIFRiNGEMENT, <br />MERCHANTABILTIY, SATISFACTORY QUALITY, ACCURACY, COMPLETENESS, TITLE AND <br />FITNES'S FOR A PARTICULAR PURPOSE. NO ORAL OR WRITTEN ADVICE OR INFORMATION <br />PROVIDED BY TANA OR ANY OF TI'S AGEIv"TS. EMPLOYEES OR THIRD PARTY PROVIDERS <br />SHALL CREATE A WARRANTY, AND LICENSEE IS NOT ENTITL!/D TO RELY ON ANY SUCH <br />TANA Onrepe Ceanry Fine Aadindty Govrr-~atad liar~re Ags~wti !?/1086 Page 1 I.letxs+K~ <br />~_8~,(~ 1VoH-PerpeGnd luiseua[arud NarrPerpdaat 1>rArraer Use <br />TAiKA t~l1NFJIJET77AL 1 <br />