Nortel Networks 10292FA, 10396EA manual 212257-B

6

Licensee fails to comply with any of the terms and conditions of the license. Upon termination for any reason, Licensee will immediately destroy or return to Nortel Networks the Software, user manuals, and all copies. Nortel Networks is not liable to Licensee for damages in any form solely by reason of the termination of this license.

8.Export and re-export.Licensee agrees not to export, directly or indirectly, the Software or related technical data or information without first obtaining any required export licenses or other governmental approvals. Without limiting the foregoing, Licensee, on behalf of itself and its subsidiaries and affiliates, agrees that it will not, without first obtaining all export licenses and approvals required by the U.S. Government: (i) export, re-export, transfer, or divert any such Software or technical data, or any direct product thereof, to any country to which such exports or re-exports are restricted or embargoed under United States export control laws and regulations, or to any national or resident of such restricted or embargoed countries; or (ii) provide the Software or related technical data or information to any military end user or for any military end use, including the design, development, or production of any chemical, nuclear, or biological weapons.

9.General. If any provision of this Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, the remainder of the provisions of this Agreement shall remain in full force and effect. This Agreement will be governed by the laws of the state of California.

Should you have any questions concerning this Agreement, contact Nortel Networks Inc., 2375 N. Glenville Dr., Richardson, TX 75082.

LICENSEE ACKNOWLEDGES THAT LICENSEE HAS READ THIS AGREEMENT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS. LICENSEE FURTHER AGREES THAT THIS AGREEMENT IS THE ENTIRE AND EXCLUSIVE AGREEMENT BETWEEN NORTEL NETWORKS AND LICENSEE, WHICH SUPERSEDES ALL PRIOR ORAL AND WRITTEN AGREEMENTS AND COMMUNICATIONS BETWEEN THE PARTIES PERTAINING TO THE SUBJECT MATTER OF THIS AGREEMENT. NO DIFFERENT OR ADDITIONAL TERMS WILL BE ENFORCEABLE AGAINST NORTEL NETWORKS UNLESS NORTEL NETWORKS GIVES ITS EXPRESS WRITTEN CONSENT, INCLUDING AN EXPRESS WAIVER OF THE TERMS OF THIS AGREEMENT.

212257-B