Software License Agreement

Aastra Telecom Inc., hereinafter known as "Seller", grants to Customer a personal, worldwide, non-transferable, non-sublicenseable and non-exclu- sive, restricted use license to use Software in object form solely with the Equipment for which the Software was intended. This Product may inte- grate programs, licensed to Aastra by third party Suppliers, for distribution under the terms of this agreement. These programs are confidential and proprietary, and are protected as such by copyright law as unpublished works and by international treaties to the fullest extent under the applica- ble law of the jurisdiction of the Customer. In addition, these confidential and proprietary programs are works conforming to the requirements of Section 401 of title 17 of the United States Code. Customer shall not dis- close to any third party such confidential and proprietary programs and information and shall not export licensed Software to any country except in accordance with United States Export laws and restrictions.

Customer agrees to not reverse engineer, decompile, disassemble or dis- play Software furnished in object code form. Customer shall not modify, copy, reproduce, distribute, transcribe, translate or reduce to electronic medium or machine readable form or language, derive source code with- out the express written consent of the Seller and its Suppliers, or dissemi- nate or otherwise disclose the Software to third parties. All Software furnished hereunder (whether or not part of firmware), including all copies thereof, are and shall remain the property of Seller and its Suppliers and are subject to the terms and conditions of this agreement. All rights reserved.

Customer's use of this software shall be deemed to reflect Customer's agreement to abide by the terms and conditions contained herein. Removal or modification of trademarks, copyright notices, logos, etc., or the use of Software on any Equipment other than that for which it is intended, or any other material breach of this Agreement, shall automatically terminate this license. If this Agreement is terminated for breach, Customer shall imme- diately discontinue use and destroy or return to Seller all licensed software and other confidential or proprietary information of Seller. In no event shall Seller or its suppliers or licensors be liable for any damages whatso- ever (including without limitation, damages for loss of business profits, business interruption, loss of business information, other pecuniary loss, or consequential damages) arising out of the use of or inability to use the soft- ware, even if Seller has been advised of the possibility of such damages.

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