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SLE100 Installation Manual
Title to Software. Title to the Software, and to any source code for the Software, shall at all times remain solely and exclusively with BridgeWave. Buyer agrees not to take any action inconsistent with such title. Buyer agrees that the Software, including the design and structure of individual programs, constitutes the trade secrets or copyrighted material of BridgeWave. Buyer agrees not to disclose such material in any form to any third party and to implement reasonable security measures to protect such material.
License Restrictions. BridgeWave reserves all other rights to the Software not specifically licensed hereunder. Buyer has no right to, and agrees not to sell, transfer, rent, copy, reverse engineer, reverse compile, decrypt, or reduce to human readable form to gain access to trade secrets or confidential information, modify or create derivative works of, or grant to any third party any rights in the Software, or permit any third party to do any of these prohibited acts, without BridgeWave’s prior written consent. Buyer agrees to protect the Software licensed hereunder in a manner consistent with the maintenance of BridgeWave’s ownership and proprietary rights therein, including displaying of any copyright and trademark notices in all Software as incorporated by BridgeWave.
Term and Termination. This License is effective until terminated. Buyer may terminate this License at any time, provided that Buyer’s termination does not entitle Buyer to any refund of purchase or license fees. BridgeWave may terminate Buyer’s rights under this License immediately upon written notice if Buyer fails to comply with any provision of this License. Upon termination, Buyer must destroy all copies of Software in its possession or control.
Export. Software and Products, including technical data, may be subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations, and may be subject to export or import regulations in other countries. Buyer agrees to comply strictly with all such regulations and acknowledges that Buyer has the responsibility to obtain licenses to export,
Restricted Rights. BridgeWave’s commercial software and commercial computer software documentation is provided to United States Government agencies in accordance with the terms of this Limited Hardware Warranty and Software License, and per subparagraph “©” of the “Commercial Computer Software – Restricted Rights” clause at FAR
LIMITATION OF REMEDY AND LIABILITY PROVISIONS
EXCLUSIVE REMEDIES. THE REMEDIES SET FORTH IN THIS LIMITED WARRANTY AND SOFTWARE LICENSE ESTABLISH THE ENTIRE OBLIGATION OF BRIDGEWAVE AND BUYER’S SOLE REMEDY IN REGARD TO CLAIMS RELATING TO BREACH OF WARRANTY OR INTELLECTUAL PROPERTY RIGHTS INCLUDING BUT NOT LIMITED TO CLAIMS DIRECTED TO THE INFRINGEMENT OR MISAPPROPRIATION OF PATENTS, COPYRIGHTS, TRADE SECRETS AND OTHER PROPRIETARY RIGHTS FOR THE PRODUCTS.
NO CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL EITHER PARTY, OR EITHER PARTY’S SUPPLIERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS OR CONTRACTORS (“RELATED PARTIES”), BE LIABLE TO THE OTHER PARTY OR ITS RELATED PARTIES FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES OR FOR COST OF COVER, LOST REVENUES, LOST PROFITS OR LOST DATA OR OTHER ECONOMIC LOSS ARISING FROM ANY CAUSE INCLUDING BUT NOT LIMITED TO BREACH OF WARRANTY, BREACH OF CONTRACT, TORT, STRICT LIABILITY, OR FAILURE OF ESSENTIAL PURPOSE EVEN IF BRIDGEWAVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF THE
LIMIT ON LIABILITY. THE MAXIMUM LIABILITY OF BRIDGEWAVE, AND ITS RELATED PARTIES, TAKEN AS A WHOLE, FOR ANY AND ALL CLAIMS IN CONNECTION WITH THE PRODUCTS AND SOFTWARE, INCLUDING BUT NOT LIMITED TO CLAIMS FOR BREACH OF WARRANTY, BREACH OF CONTRACT, TORT, STRICT LIABILITY, FAILURE OF ESSENTIAL PURPOSE OR OTHERWISE, SHALL IN NO CIRCUMSTANCE EXCEED THE PURCHASE PRICE PAID BY BUYER TO BRIDGEWAVE OR BRIDGEWAVE’S AUTHORIZED CHANNEL PARTNERS FOR THE PRODUCTS AND SOFTWARE.
Statute of Limitations. Any action for breach of or to enforce any right under this Limited Hardware Warranty or Software License shall be commenced within one (1) year after the cause of action accrues, or reasonably could have been discovered, or it shall be deemed waived and barred.
Administrative Provisions. This Limited Hardware Warranty and Software License shall be governed by and construed in accordance with the laws of the State of California, without reference to principles of conflict of laws, provided that for customers located in a member state of the European Union, Norway or Switzerland, English law shall apply. The United Nations Convention on the International Sale of Goods shall not apply. If any portion hereof is found to be void or unenforceable, the remaining provisions of the Limited Hardware Warranty and Software License shall remain in full force and effect. Except as expressly provided herein, the Limited Hardware Warranty and Software License constitutes the entire agreement between the parties with respect to warranties on the Hardware and Licensing of the Software, and supersedes any conflicting or additional terms contained in any prior or contemporaneous discussion, negotiation or agreement, including those in any purchase order or order acknowledgment.
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