Motorola Canopy Powerline MU - Manual (Page 90)

Powerline MU User Guide March, 2007
Issue 2.0 Page 90 of 112
THIS WARRANTY. MOTOROLA DOES NOT WARRANT ANY SOFTWARE THAT HAS BEEN
OPERATED IN EXCESS OF SPECIFICATIONS, DAMAGED, MISUSED, NEGLECTED, OR
IMPROPERLY INSTALLED. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES, THE ABOVE LIMITATIONS MAY NOT
APPLY TO YOU.
Limitation of Remedies and Damages. Regardless of whether any remedy set forth herein fails of
its essential purpose, IN NO EVENT SHALL MOTOROLA OR ANY OF THE LICENSORS,
DIRECTORS, OFFICERS, EMPLOYEES OR AFFILIATES OF THE FOREGOING BE LIABLE TO
YOU FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR SIMILAR DAMAGES
WHATSOEVER (including, without limitation, damages for loss of business profits, business
interruption, loss of business information and the like), whether foreseeable or unforeseeable, arising
out of the use or inability to use the Software or accompanying written materials, regardless of the
basis of the claim and even if Motorola or a Motorola representative has been advised of the
possibility of such damage. Motorola's liability to you for direct damages for any cause whatsoever,
regardless of the basis of the form of the action, will be limited to the price paid for the Software that
caused the damages. THIS LIMITATION WILL NOT APPLY IN CASE OF PERSONAL INJURY
ONLY WHERE AND TO THE EXTENT THAT APPLICABLE LAW REQUIRES SUCH LIABILITY.
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF
LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY
NOT APPLY TO YOU.
Maintenance and Support. Motorola shall not be responsible for maintenance or support of the
software. By accepting the license granted under this agreement, you agree that Motorola will be
under no obligation to provide any support, maintenance or service in connection with the Software or
any application developed by you. Any maintenance and support of the Related Product will be
provided under the terms of the agreement for the Related Product.
Transfer. In the case of software designed to operate on Motorola equipment, 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
licensed 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
precedent that the other party agrees to accept the terms and conditions of this License, and you
destroy any copy of the Software you do not transfer to that party. You may not sublicense or
otherwise transfer, rent or lease the Software without our written consent. You may not transfer 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 with respect to all such software and materials.
US Government Users. If you are a US Government user, then the Software is provided with
"RESTRICTED RIGHTS" as set forth in subparagraphs (c)(1) and (2) of the Commercial 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)