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[COMMSYS <br />CLIPSTM End User Software License Agreement <br />This AGREEMENT (hereinafter "Agreement ") is entered into and made effective <br />this , by and between CommSys, Inc., <br />(hereinafter "CommSys "), with its principal place of business located at 3033 <br />Kettering Blvd, Ste 300, Dayton, OH 45439 and <br />of business at <br />(hereinafter "Customer "), with its principal place <br />I. Background <br />As used herein, the term "Licensed Program Materials" shall include the <br />programs and related documentation described in Exhibit "A" attached hereto <br />and incorporated herein by this reference, as well as any other programs of <br />CommSys furnished to Customer, whether referred to as "software ", "firmware" <br />or otherwise, wherever resident and on any media, whether separately licensed, <br />furnished as apart of equipment, or provided as a result of software services. <br />Licensed Program Materials may include programs and related documentation <br />that are owned by third parties and distributed by CommSys under license from <br />the owner. <br />2. License <br />CommSys hereby grants to Customer a non - exclusive and non - transferable <br />perpetual license to use the Licensed Program Materials only on or in connection <br />with the Customer's designated computer equipment as specified in Appendix A <br />( "Designated Equipment "), subject to all the terms and conditions of this License <br />Agreement, including the License Restrictions contained in Section 3 below. <br />I License Restrictions <br />The foregoing license is subject to the following restrictions: <br />(a) Customer may not make any copies of the Licensed Program Materials, except <br />one copy solely for archival purposes. Customer is permitted to make copies as <br />part of an equipment data backup. However such copies shall not be utilized on <br />other equipment than the Designated Equipment except as provided for in item <br />3 (d). <br />(b) On any copy of the Licensed Program Materials made by the Customer, <br />Customer shall reproduce all copyright notices and any other proprietary <br />legends. <br />(c) Customer shall at all times use reasonable efforts to maintain the confidentiality <br />of the Licensed Program Materials (and any other CommSys material related to <br />This document contains information confidential to CommSys Incorporated <br />Page 1 of 9 <br />