Halo IOT Smart Sensor Administrator's Manual page 40

Documentation available outside the U.S.
10. U.S. Government Rights. The Software is commercial computer software, as such term is defined in
48 C.F.R. §2.101. Accordingly, if Licensee is the U.S. Government or any contractor therefor, Licensee shall
receive only those rights with respect to the Software and Documentation as are granted to all other end
users under license, in accordance with (a) 48 C.F.R. §227.7201 through 48 C.F.R. §227.7204, with respect to
the Department of Defense and their contractors, or (b) 48 C.F.R. §12.212, with respect to all other U.S.
Government licensees and their contractors.
11. Term and Termination. This Agreement and the License granted hereunder shall remain in effect for
the term set forth on any applicable order form for a Product containing the Software or until earlier
terminated as set forth herein (the "Term"). Licensee may terminate this Agreement by ceasing to use and
destroying all copies of the Software and Documentation. Licensor may terminate this Agreement, effective
upon written notice to Licensee, if Licensee, breaches this Agreement and such breach: (i) is incapable of
cure; or (ii) being capable of cure, remains uncured ten (10) days after Licensor provides written notice
thereof. Licensor may terminate this Agreement, effective immediately, if Licensee files, or has filed against
it, a petition for voluntary or involuntary bankruptcy or pursuant to any other insolvency law, makes or
seeks to make a general assignment for the benefit of its creditors or applies for, or consents to, the
appointment of a trustee, receiver, or custodian for a substantial part of its property. Upon expiration or
earlier termination of this Agreement, the License granted hereunder shall also terminate, and Licensee
shall cease using and destroy all copies of the Software and Documentation. No expiration or termination
shall affect Licensee's obligation to pay all Licensee fees that may have become due before such expiration
or termination, or entitle Licensee to any refund.
12. Limited Warranty.
(a) Licensor warrants that, for thirty (30) days following Licensee's licensing of the Software or the
purchase date set forth in any applicable order form for a Product containing the Software, whichever is
earlier, (i) any media on which the Software is provided will be free of material damage and defects in
materials and workmanship under normal use; and (ii) the Software will substantially contain the
functionality described in the Documentation, and when properly installed on a computer meeting the
specifications set forth in, and operated in accordance with, the Documentation, will substantially perform
in accordance therewith. The foregoing warranties shall not apply and will become null and void if Licensee
breaches any material provision of this Agreement, or if Licensee, any Authorized User, or any other Person
provided access to the Software by Licensee or any Authorized User, whether or not in violation of this
Agreement: (a) installs or uses the Software on or in connection with any hardware or software not
specified in the Documentation; (b) modifies or damages the Software, or the media on which it is provided,
including abnormal physical or electrical stress; or (c) misuses the Software, including any use of the
Software other than as specified in the Documentation.
(b) If, during the warranty period specified in Section 12(a), any Software covered by the warranty fails
to perform substantially in accordance with the Documentation, and such failure is not excluded from
warranty pursuant to Section 12(a), Licensor will, subject to Licensee's promptly notifying Licensor in
writing of such failure, at its sole option, either: (i) repair or replace the Software, provided that Licensee
provides Licensor with all information Licensor requests to resolve the reported failure, including sufficient
information to enable the Licensor to recreate such failure; or (ii) refund the License fees paid for such
Software, subject to Licensee's ceasing all use of and, if requested by Licensor, returning to Licensor all
copies of the Software. If Licensor repairs or replaces the Software, the warranty will continue to run from
the initial date identified in Section 12(a), and not from Licensee's receipt of the repair or replacement. The
remedies in this Section 12 are Licensee's sole remedies and Licensor's sole liability under this Agreement.
(c) EXCEPT FOR THE LIMITED WARRANTY IN SECTION 12, THE SOFTWARE, DOCUMENTATION AND
PRODUCTS ARE PROVIDED TO LICENSEE "AS IS" AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY
V2.2 - 9/09/2020
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