Release 11.0 Release Notes and User Guide Supplement
Issue 1, Marc h 2011 Page 56
Transfer. In the case of softwa re designed to opera te on Motorola equ ipment, you may not transfer the
Software to another party except: (1) if you are an end-user, when you are transferring the Software together
with the Motorola equipment on which it operates; or 2) if you are a Motorola licen sed distributor, when you
are transferring the Software either together with such Motorola equipment or are transferring the Software
as a licensed duly paid for upgrade, update, patch, new release, enhancement or replacement of a prior
version of the Software. If you are a Motorola licensed distributor, when you are transferring the Software as
permitted herein, you agree to transfer the Software with a license agreement having terms and conditions
no less restrictive than those contained herein. You may transfer all other Software, not otherwise having an
agreed restriction on transfer, to another party. However, all such transfers of Software are strictly subject to
the conditions prec edent that the othe r party agrees to ac cept the terms and co nditions of this Lice nse, and
you destroy any copy of the Software you do not transfer to that party. You may not sublicense or otherwise
transfer, rent or le ase the Software wi thout our written con sent. You may not tra nsfer the Software in
violation of any laws, regulations, export controls or economic sanctions imposed by the US Government.
Right to Audit. Motorola shall have the right to audit annually, upon reasonable advance notice and during
normal business hours, your records and accounts to determine compliance with the terms of this
Agreement.
Export Controls. You specifically acknowledge that the software may be subject to United States and other
country export control laws. You shall comply strictly with all requirements of all applicable export control
laws and regulations w ith respect to all such software and materials.
US Government Users. If you are a US Go vernment user, th en the Software is p rovided with
"RESTRICTED RIGHTS" as set forth in subparagraphs (c) (1) and (2) of the Comme rcial Computer
Software-Restricted Rights clause at FAR 52 227-19 or subparagraph (c)(1)(ii) of the Rights in Technical
Data and Computer Software clause at DFARS 252.227-7013, as applicable.
Disputes. You and Motorola hereby agree that any dispute, controversy or claim, except for any dispute,
controversy or claim involving intellectual property, prior to initiation of any formal legal process, will be
submitted for non-binding mediation, prior to initiation of any formal legal process. Cost of mediation will be
shared equally. Nothing in this Section will prevent either party from resorting to judicial proceedings, if (i)
good faith efforts to resolve the dispute under these procedures have been unsuccessful, (ii) the dispute,
claim or controversy involves intellectual property, or (iii) interim relief from a court is necessary to prevent
serious and irreparable injury to that party or to others.
General. Illinois law governs this license. The terms of this license are supplemental to any written
agreement executed by both parties regarding this subject and the Software Motorola is to license you under
it, and supersedes all previous oral or written communications betw een us regarding the su bject except for
such executed agreement. It may not be modified or waived except in writing and signed by an officer or
other authorized representative of each party. If any provision is held invalid, all other provisions shall
remain valid, unle ss such invalidity would frustrate the purpose of our a greement. The failure of either party
to enforce any righ ts granted hereunde r or to take action ag ainst the other party in the event of an y breach
hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent
action in the event of future breache s.
11.4.2 Hardware Warranty in US
Motorola US offers a warranty covering a period of 1 year from the date of purchase by the customer. If a
product is found defective during the warranty period, Motorola will repair or replace the product with the
same or a similar model, which may be a reconditioned unit, without charge for parts or labor.
11.5 LIMIT OF LIABILITY IN NO EVENT SHALL MOTOROLA BE LIAB LE TO YOU OR ANY OTHER PARTY FOR ANY DIRECT,
INDIRECT, GENERAL , SPECIAL, INCIDENT AL, CONSEQUENTIA L, EXEMPLARY OR OTHER DAMAGE
ARISING OUT OF THE USE OR INABILITY TO USE THE PRODUCT (INCLUDING, WITHOUT
LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF
BUSINESS INFORMATION OR ANY OTHER PECUNIARY LOSS, OR FROM ANY BREACH OF
WARRANTY, EVEN IF MOTOROLA HAS BEEN ADV ISED OF THE POSSIBILITY OF SUCH DAMAGES.
(Some states do no t allow the exclus ion or limitation o f incidental or co nsequential damag es, so the above
exclusion or limitation may not apply to you.) IN NO CASE SHALL MOTOROLA’S LIABILITY EXCEED THE
AMOUNT YOU PAID FOR THE PRODUCT.