Software license transfer agreement – Echelon LNS DDE Server User Manual

Page 154

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Software License Transfer Agreement

THIS SOFTWARE LICENSE TRANSFER AGREEMENT is entered into as of

[insert

date], by and between

[insert

company name of original purchaser] ("Assignor") and

[insert name of company purchasing the software] ("Assignee") for the

[insert name of software product being transferred]

(“Software”).

1. Software License Agreement. Reference is made to the Software License

Agreement(s) that Assignor entered into when Assignor purchased the

Software ("Software License Agreement"), pursuant to which Echelon

Corporation ("Echelon") granted Assignor a non-exclusive license to use the

Software.

2. Assignment of Software License Agreement. For good and valuable

consideration, the receipt and sufficiency of which are hereby acknowledged,

Assignor hereby assigns to Assignee all of Assignor's rights under the

Software License Agreement. Assignee hereby assumes all of Assignor's

obligations under the Software License Agreement and agrees to be bound by

all of the terms and conditions of the Software License Agreement. Once the

Software has been installed, a copy of the software license agreement is

available in the LICENSE.TXT file of the Software folder.

3. Transfer

Restriction. Assignee acknowledges that Assignee shall have no

right whatsoever to transfer, sell, or otherwise grant any rights to the

Software or to assign any of its rights or obligations hereunder or under the

Software License Agreement, and any such purported assignment or transfer

shall be void.

4. General. This Agreement shall be governed by the laws of the State of

California without reference to conflict of laws principles. Echelon shall be

deemed a third party beneficiary of this Agreement. Neither party shall have

the right to modify or assign this Agreement without the prior written

consent of Echelon.

IN WITNESS WHEREOF, the parties have executed this Software License

Transfer Agreement as of the date first written above.

"ASSIGNOR":

"ASSIGNEE":

Company

Name Company

Name

Signed

By:

Signed

By:

(Print

Name)

(Print

Name)

Title:

Title:

Address:

Address:

City,State/Province, Country, Postal Code

City,State/Province, Country, Postal Code

Telephone:

Telephone:

(Fax or email address)

(Fax or email address)

Date:

Date:

For a copy of the appropriate Software License Agreement, call Echelon Corporation at 1-

408-938-5200.

F-2

LNS DDE Server Software License Transfer Agreement

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