Lucent Technologies USS-720 Software Use Agreement February, Licensed Software, Ownership

USS-720
Software Use Agreement	February 1999

USS-720 Driver Software (Object Code) License Agreement (continued)

(c)LICENSEE may make those copies of LICENSED SOFTWARE necessary to the use by LICENSEE for which rights are granted hereunder, provided that each such copy contains any copyright and/or proprietary notice appearing on or in the LICENSED SOFTWARE being copied.

(d)LICENSEE agrees that it will not use or copy LICENSED SOFTWARE except as authorized herein.

(e)LICENSEE agrees that any distribution of the LICENSED SOFTWARE to customers shall only be in object code form and pursuant to a license agreement containing essentially the following:

(i)only a personal, nontransferable, and nonexclusive right to use such copy in SYSTEMS is granted to such customer;

(ii)no ownership interest in LICENSED SOFTWARE is transferred to such customer;

(iii)such customer will not copy LICENSED SOFTWARE except as necessary to use LICENSED SOFT- WARE in SYSTEMS and for backup and archive purposes in connection with such use and will include all copyright and/or proprietary notices in such copies;

(iv)if a customer's right-to-use is terminated for any reason, such customer will either destroy or return all copies of LICENSED SOFTWARE in its possession;

(v)such customer will not export or re-export LICENSED SOFTWARE without the appropriate Unites States and/or foreign government licenses;

(vi)such customer will not reverse compile or disassemble LICENSED SOFTWARE, subject to applicable exceptions if such customer’s address is in one of the Member States of the European Economic Commu- nity; and

(vii)LUCENT does not warrant LICENSED SOFTWARE, does not assume any liability regarding LICENSED SOFTWARE, and does not undertake to furnish any support or information to such customer regarding

LICENSED SOFTWARE.

(f)LICENSEE agrees to use its best efforts to enforce the agreements with customers referred to in Section 1.01(e).

(g)The agreement specified in Section 1.01(e) may be (i) a written agreement signed by the customer or (ii) a written agreement on or accompanying the package containing the LICENSED SOFTWARE that is visible or otherwise disclosed to the customer before the customer opens the package, that the customer accepts by opening the package and that complies with applicable law governing such agreements.

1.02 Furnishing of LICENSED SOFTWARE

Subject to receipt by LUCENT of the fee specified in Section 2.01, within a reasonable time after such receipt, LUCENT shall furnish LICENSED SOFTWARE to LICENSEE in the form specified in the attached Schedule.

1.03 Ownership

No ownership interest in LICENSED SOFTWARE is transferred to LICENSEE hereunder. LICENSEE's ownership interest is limited solely to those portions of LICENSEE's adaptations that do not contain any of LICENSED SOFT- WARE.

1.04 U.S. Export Control

LICENSEE acknowledges that LICENSED SOFTWARE is subject to export restrictions under U.S. Export Admin- istration Regulations and international arrangements of the U.S. Government. LICENSEE agrees not to ship or otherwise transmit LICENSED SOFTWARE except in compliance with all such U.S. Government regulations and arrangements.

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