Agreement - Pioneer AVIC-5201NEX Operation Manual

and interest in and to the Software
(including all Updates), together
with all intellectual property rights
embodied therein. Nothing in this
Agreement will be construed as
granting, by implication, estoppel or
otherwise, to you or any third parties,
any ownership interest in the Software,
and you will not claim for yourself or
any third parties any right, title, interest
or license to any intellectual property
rights except for the limited license
that has been expressly granted to
you under this Agreement. No license,
right or interest in IVONA's or its
Affiliates' logos, trademarks, service
marks or trade names is granted under
this Agreement. You will not remove
any copyright, trademark or other
intellectual property rights notices or
markings appearing on the Software
as delivered.
8. Feedback. You may, from time to
time, provide feedback to IVONA or
its designated agents in the form of
suggestions or comments relating
to the Software ("Feedback"). Both
parties agree that all Feedback is and
shall be given entirely voluntarily.
Feedback, even if designated as
confidential by you, shall not, absent a
signed, written agreement with IVONA,
create any obligation of confidentiality
for IVONA or its designated agents. You
agree that you will not give Feedback
that is subject to license terms that
seek to require any IVONA product,
technology, service or documentation
incorporating or derived from such
Feedback or any IVONA intellectual
property, to be licensed or otherwise
shared with any third party.
Furthermore, except as otherwise set
forth in a separate, subsequent written
agreement between the parties, IVONA
will be free to use, disclose, reproduce,
license or otherwise distribute and
exploit the Feedback provided to it as
it sees fit, entirely without obligation
or restriction of any kind on account
of intellectual property rights or
otherwise.
9. Designated Agents. All of your
requests for license renewals,
Upgrades or any other issues related to
the Software or this Agreement shall
be directed to IVONA'S designated
agent unless the latter ceases to be
IVONA's designated agent and/or
IVONA notifies you otherwise. In such
case, you shall enter into any new
agreement(s) that may need to be
executed regarding the subject matter
hereof, in the sole discretion of IVONA,
with IVONA or any appointed new
designated agent, as applicable.
10. Term and Termination. This
Agreement becomes effective on
the date you accept all terms herein.
Unless specified otherwise by IVONA,
this Agreement shall terminate
automatically upon your breach
of any term of this Agreement. All
of your rights to the Software may
be terminated by IVONA if the
Software becomes, or in the opinion
of IVONA may become, the subject
of any third party claim or action
alleging that the Software directly
infringes a United States or European
Union copyright or patent. You may
terminate this Agreement at any time
by destroying the Software, together
with all copies and portions in any
form; provided however that no
refunds of license fees will be made
to you except as otherwise expressly
agreed to in writing by IVONA or its
designated agent. Upon expiration or
any termination of this Agreement,
you agree to destroy the Software
together with all copies and portions
in any form and this sentence and the
following Sections of this Agreement
will survive: Sections 4 (Restrictions),
5
(Reverse Engineering),
6
(Updates),
7 (Intellectual Property Rights), 8
(Feedback), 1 1 (Restricted Use),
12 (Consent to Use of Data), 13
(No Warranty), 14 (Disclaimer), 15
(Limitation of Liability), 16 (Export),
1 7 (Governing Law), 18 (Severability),
and 19 (Entire Agreement).
11. Restricted Use. The Software is not
designed or intended for use or resale
in hazardous environments requiring
fail-safe performance, such as in
the operation of nuclear facilities,
aircraft navigation or communication
systems air traffic control, or other
devices or systems in which a
malfunction of the Software would
result in foreseeable risk of injury or
death to the operator of the device
or system, or to others, and you will
not use the Software in any such
environments.
12. Consent to Use of Data. You agree
that IVONA, its Affiliates, and its
designated agents may collect and
use technical and related information
gathered in any manner as part
of support services related to the
Software. IVONA and its Affiliates
may use this information to improve
their products and/or to provide
customized services or technologies
to you. IVONA and its Affiliates may
disclose this information to others,
but not in a form that personally
identifies you.
13. No Warranty. Neither IVONA nor any
of its Affiliates, designated agents,
licensors or suppliers warrant that the
Software will meet your requirements
or that the operation of the Software
will be uninterrupted or error free.
THE SOFTWARE IS PROVIDED 'AS IS'
AND 'WITH ALL FAULTS'. IVONA AND
ITS AFFILIATES, DESIGNATED AGENTS,
LICENSORS AND SUPPLIERS MAKE
NO REPRESENTATIONS, WARRANTIES
OR CONDITIONS WITH RESPECT
TO THE SOFTWARE AND ANY
SERVICES PROVIDED HEREUNDER,
AND IVONA EXPRESSLY DISCLAIMS,
ON BEHALF OF ITSELF AND ITS
AFFILIATES, DESIGNATED AGENTS,
LICENSORS AND SUPPLIERS, ALL
WARRANTIES, EXPRESS, IMPLIED,
OR STATUTORY INCLUDING,
WITHOUT LIMITATION, ANY
WARRANTIES OF MERCHANTABILITY,
TITLE, NONINFRINGEMENT,
SATISFACTORY QUALITY, ACCURACY,
CORRESPONDENCE WITH
DESCRIPTION AND FITNESS FOR A
PARTICULAR PURPOSE. You assume
full responsibility for making backup
copies of any of your own software,
data and databases that interact with
the Software.
14. Disclaimer. NEITHER IVONA NOR
ANY OF ITS AFFILIATES, DESIGNATED
AGENTS, LICENSORS OR SUPPLIERS
SHALL BE LIABLE FOR INCIDENTAL,
CONSEQUENTIAL, INDIRECT, SPECIAL,
OR PUNITIVE DAMAGES OF ANY
KIND, LOSS OF INFORMATION OR
DATA, LOSS OF REVENUE, LOSS OF
BUSINESS OR OTHER FINANCIAL LOSS
ARISING OUT OF OR IN CONNECTION
WITH THE LICENSE GRANTED
En
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